Chair's statement

Introduction

2021 was another significant year for Quilter but also one for me personally. In October 2021, we announced that I planned to step down as Chair and as a Director of Quilter in 2022, once a successor is appointed. As such, given I expect this to be my last annual report letter to shareholders as Chair of Quilter, it seems appropriate to reflect on our longer-term journey as well as our more recent activity over the last year.

As I look back over my tenure as Chair, it is clear we have achieved a major transformation. Transforming what was Old Mutual Wealth from a subsidiary of a quoted FTSE-100 company, with a business mix largely reflecting historic decisions, to the strategically cohesive UK-centric wealth manager that Quilter is today has been a major achievement. This required a significant “managed separation” from our former parent, building a new Board and putting governance structures in place that were fit for purpose for a newly quoted PLC, and then listing the business on the London and Johannesburg Exchanges in June 2018.

Although a lot of hard work was required to get the Company to the point of Listing, we then had the task of reshaping and refocusing the business to ensure that it was best positioned to realise the potential from secular growth prospects within the UK wealth management market. This included undertaking three significant divestitures: Old Mutual Global Investors in 2018, Quilter Life Assurance in 2019 and Quilter International in 2021.

Together, these disposals have brought about a smaller but far simpler and more focused UK business. Disposals have generated gross cash of £1.5 billion of which around £1.0 billion will have been returned to shareholders since Listing by mid-2022, with a further £300 million up-streamed to our former parent pre-Listing. These actions have firmly established our capital discipline credentials as a quoted company.

But our journey as a listed company has not just been about selling businesses. The Board has also supported and encouraged the executive team as they focused on making the business more operationally efficient and delivered business-critical projects such as our Platform Transformation Programme. As Paul Feeney, our Chief Executive Officer, discusses further, our initial Optimisation plans which took £50 million of costs out of the business have been increased with a further £15 million of targeted cost saves and new Simplification plans to reduce operating costs by a further £45 million by the end of 2024. Since Listing, our executive team has also been significantly strengthened and our back-office functions overhauled to drive best practices.

At our 2021 Capital Markets Day in November 2021, we announced a reorganisation of the Company into two new operational segments, Affluent and High Net Worth. This brings greater clarity and focus to the business as it looks to capitalise on the opportunities we see ahead. Within each segment, we pursue a dual distribution strategy – own distribution based on our own restricted advisers and third-party distribution through our relationships with independent financial advisers.

Quilter International

As initially described in my 2020 letter to you, the Board conducted a strategic review of Quilter International which concluded with a proposal to divest the business. The sale completed in November 2021 and concluded the reshaping of our corporate perimeter. Gross proceeds of £481 million were received from the sale. After allowing for costs associated with the transaction and retained proceeds of £90 million to fund business simplification and investment, we intend to return the remaining c.£350 million to shareholders. £25 million will be returned through a contribution from Quilter International to the Quilter 2021 Full Year Dividend and £328 million through a capital return.

The Board has proposed to undertake the £328 million capital return through a ‘B’ share scheme accompanied by an Ordinary Share consolidation. The proposals will require regulatory engagement and shareholder agreement at a General Meeting which we plan to hold at the end of our Annual General Meeting in May 2022. Assuming these proposals are duly approved, the capital return is expected to conclude early in June 2022.

Shareholder returns and dividend

In 2021 Quilter’s total shareholder return was broadly flat. While this performance was better than our pure platform peers, it was below the level achieved by our discretionary fund management peers and the UK market, with the FTSE-100 and FTSE-250 both delivering a total return of around 18%. However, we largely attribute this underperformance to the sale of Quilter International, which while short-term dilutive to our earnings, was absolutely the right thing to do from a strategic and financial perspective. Indeed, while the share price has been broadly flat over the year, the rating on our shares has increased with lower near-term earnings, post the sale of Quilter International, offset by a higher Price Earnings multiple on the smaller but faster growing business.

The £375 million Quilter Life Assurance share buyback programme which we announced with our 2019 full-year results continued over the course of the year. By the end of December 2021, £349 million of this programme had been completed. Since the year end, we have completed the remaining £26 million of buyback and this programme has now concluded. In aggregate, 264.1 million Quilter shares have been acquired, and cancelled, at an average price of 141.97 pence per share, thereby reducing our total share count by c.14% over the course of the programme.

The Board is pleased to recommend a Final Dividend of 3.9 pence for the 2021 financial year which, together with the Interim Dividend of 1.7 pence per share paid in September, takes the proposed Full Year Dividend to 5.6 pence. The pay-out ratio for 2021 was 51%. Following the revision to our target dividend pay-out range to 50%–70% of post-tax, post-interest adjusted profit, the 2021 dividend sits at the lower end of that new range. Subject to the operating environment remaining constructive, the Board expects future dividends to continue the progression up the target range. After excluding the component of the 2021 dividend that was effectively a return of capital from the Quilter International proceeds, the underlying dividend increase was 39%.

The dividend will be paid on 16 May 2022, subject to shareholder approval at our 2022 Annual General Meeting on 12 May 2022, to shareholders who are on the register on 8 April 2022.

Board

In terms of Chair succession, Ruth Markland, our Senior Independent Director, is chairing a newly constituted Sub-Committee of the Board Corporate Governance and Nominations Committee to identify and recommend to the Board an appropriate individual to be appointed as the next Chair of Quilter. Further announcements will be made as and when appropriate.

2021 saw two additions to the Board with Tazim Essani and Chris Samuel being appointed as Non-executive Directors in March 2021 and July 2021 respectively. Tazim’s experience in senior executive roles at regulated financial services businesses has equipped her well to provide strategic guidance and constructive challenge to Quilter’s leadership team. Chris is an experienced Non-executive Director and has chaired the Quilter Financial Planning Board, our financial advice business, with distinction for the past 18 months. He has considerable experience in financial services, particularly in the areas of investment and asset management. This experience has enabled him to provide challenge, advice and support to Quilter’s management team on business performance and operational matters.

In January 2022, Rosie Harris who has been Chair of the Quilter Board Risk Committee since 2017, announced that she would not stand for re-election at the 2022 AGM as a recent external appointment had created practical difficulties for her attending Quilter meetings. We agreed with Rosie that she would step down from the Quilter Board effective 30 April 2022. A search for a successor to Rosie as Chair of the Board Risk Committee is under way.

We currently meet the Hampton-Alexander requirement for at least one third of the Board to be female and the Parker Review recommendation that all boards should have at least one ethnic minority Director. While we are content with the progress made in this area, we acknowledge that there is more to be done to drive greater diversity in our business at both Board and executive level.

Governance and culture

We recognise the importance of a healthy culture within a business to ensure successful delivery of strategic ambition. Your Board takes an active role in shaping Quilter’s culture and is encouraged by our executive team’s concerted efforts in 2021 to drive greater inclusion and diversity across the organisation.

Managing a business responsibly is key to an organisation’s long-term success and for Quilter that includes being a responsible investor. We recognise the role of investors, along with other parts of the economy, in supporting the transition to a low carbon economy – vital for the long-term prosperity of us all. Quilter is taking a proactive approach to embedding environmental, social and governance (ESG) considerations across the whole value chain of our business.

Quilter has continued to maintain a high level of engagement with existing and prospective shareholders this year. Engagement levels in 2021 have been broadly similar to 2020, albeit engagement over both years was almost entirely virtual. In early 2022, our Senior Independent Director, Ruth Markland, and I hosted a number of our largest shareholders in both the UK and South Africa covering topics including corporate governance, executive remuneration and Chair succession.

Conclusion

2021 was a year of significant progress for Quilter, a year in which we completed the reshaping of our corporate perimeter, have enhanced our customer propositions, delivered good profit growth and reorganised our business into two new segments. We are now at an inflection point where we can focus on organic growth and achieving strong profit growth from our simpler, more focused business.

While we started 2022 well, the terrible events unfolding in Ukraine and the re-emergence of significant geopolitical risk has created a great deal of uncertainty in the outlook for the year.Our model will continue to support our stakeholders through this period of uncertainty.

On behalf of the Board, I would like to thank our management team and all our colleagues for their effort, focus and commitment to achieving our goals in what has continued to be challenging operating conditions involving a combination of virtual and physical working environments. Thank you also to our shareholders for your continued support.

On a personal note, it has been a privilege to chair Quilter through a period of major change. Working with a strong Board alongside a hugely committed and able executive team led by Paul Feeney, we have made significant strides.

Whilst it will be sad for me to leave Quilter, I will leave a business which is now focused on the segments of the market where it has competitive advantage, is well positioned strategically, is building excellent momentum, and has clear and ambitious financial targets and business plans to continue to deliver good outcomes for stakeholders in the years ahead. I look forward to handing over the chairmanship of a strong business that is in great shape and I will certainly continue to maintain a close interest in Quilter’s future progress.