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QUILTER PLC - Annual Report and Accounts 2024 and Notice of Annual General Meeting 2025

Release Date: 20/03/2025 13:30
Code(s): QLT     PDF:  
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Annual Report and Accounts 2024 and Notice of Annual General Meeting 2025

QUILTER PLC
Incorporated under the Companies Act 1985 with registered number 06404270 and re-registered as a public
limited company under the Companies Act 2006)
ISIN CODE: GB00BNHSJN34
JSE SHARE CODE: QLT
Quilter plc (the "Company")


20 March 2025

                                                Quilter plc

            Annual Report and Accounts 2024 and Notice of Annual General Meeting 2025

Quilter plc (the "Company") announces that copies of the following documents have been submitted to the
National Storage Mechanism  and will shortly be available for inspection at
http://data.fca.org.uk/#/nsm/nationalstoragemechanism:

    1.   Annual Report and Accounts 2024 (the "2024 Annual Report");
    2.   Notice of Annual General Meeting 2025 (the "Notice"); and
    3.   Forms of Proxy for the Annual General Meeting 2025.

These documents will be posted to shareholders on Wednesday 2 April 2025. The 2024 Annual Report is also
available to view online at plc.quilter.com/annualreport and the Notice is available online at
plc.quilter.com/gm.

Annual General Meeting
The Company's 2025 Annual General Meeting (the "2025 AGM") will be held on Thursday 22 May 2025 at
11:00am (UK time) at Senator House, 85 Queen Victoria Street, London EC4V 4AB. Please ensure you check
plc.quilter.com/gm regularly for up to date information about our AGM arrangements.

Key dates for shareholders
The table below shows the key dates for shareholders in respect of the 2025 AGM.
                  Posting        Posting       Last day to     Proxy date     Record       Date of
                  record date date             trade*          for            date to      2025 AGM
                                                               registered     attend and
                                                               holders        vote

 Holdings on      Thursday 20    Wednesday      -             Tuesday 20    Tuesday 20     Thursday 22
 the London       March 2025     2 April 2025                 May 2025 at   May 2025 at    May 2025 at
 Stock                                                        11:00am       6:30pm (UK     11:00am
 Exchange                                                     (UK time)     time)          (UK time)


 Holdings on      Thursday 20    Wednesday      Thursday 15   Tuesday 20    Tuesday 20     Thursday 22
 the              March 2025     2 April 2025   May 2025      May 2025 at   May 2025 at    May 2025 at
 Johannesburg                                                 12:00pm (SA   7:30pm (SA     12:00pm (SA
 Stock                                                        time)         time)          time)
 Exchange
*Last Day to Trade is applicable only to holders on the Johannesburg Stock Exchange. Holders can trade their shares up to the close of
business on this date and thereafter the register is closed for the purposes of determining which holders are entitled to vote in respect
of the 2025 AGM.

Market purchase of own shares
Pursuant to UK Listing Rule 9.6.4, in addition to renewing the Company's existing authority to make market
purchases of its own shares, the Company announces that it intends to propose a resolution at the 2025 AGM
seeking authorisation to enter into contingent purchase contracts with each of: (a) J.P. Morgan Equities South
Africa Proprietary Limited; and (b) Goldman Sachs International. The commercial purpose of this authority is
to enable the Company to purchase up to a maximum of 140,410,549 ordinary shares of the Company which
are currently listed on the Johannesburg Stock Exchange (such maximum to be reduced by any purchases
made pursuant to any general authority of the Company to make market purchases of its own shares).

Full details in respect of the proposed resolution are set out in the Notice.

Additional information
Information required to be communicated in unedited full text is included in the 2024 Annual Report which
will shortly be available for inspection on the National Storage Mechanism.

The following information is extracted from the 2024 Annual Report and should be read in conjunction with
the Quilter plc 2024 Full Year Results announcement issued on Wednesday 5 March 2025. Both documents
can be found at plc.quilter.com/investor-relations and together constitute the material required by DTR 6.3.5
to be communicated to the media in unedited full text through a Regulatory Information Service. This material
is not a substitute for reading the 2024 Annual Report in full.


Principal risks and uncertainties
During 2024, the Quilter plc Board Risk Committee has overseen the organisation's risk profile, focusing on
the Level 1 risk categories, which describe the principal areas of risk exposure for Quilter. The table below sets
out Quilter's principal risks and uncertainties, including Executive Committee member ownership and key
mitigants being implemented by management. The risk trend noted is the overall residual risk trend (after the
application of risk controls) throughout 2024.

 Business strategy and                             Primary risk           Mitigation in 2024                            Risk trend
 performance                                       owner                 • Continued successful cost                    Stable
 Quilter's principal revenue streams               Chief Financial           reduction and maintenance of
 are related to the value of assets                Officer                   operating margin within
 under management and, as such,                                              target.
 Quilter is exposed to the condition of                                  • Continuation of Wealth and
 global economic markets.                                                    Advice transformation
 Geopolitical risk remains elevated                                          programmes.
 due to ongoing conflicts in Ukraine                                     • Implementation of the Quilter
 and the Middle East. These risks                                            Partners initiative and
 have the potential to impact the                                            onboarding of initial partner
 global economy through increases in                                         firms.
 inflation, impacting economic growth                                    • Relaunch of the Financial
 and equity markets.                                                         Adviser Academy.

 Throughout 2024, external economic                                       Planned and ongoing activity
 conditions benefitted Quilter's
 business model, reflected in
improved flows over the year. The                           •   Activities to support adviser
changes implemented by the new                                  and Investment Manager
Labour Government in the October                                retention.
2024 Budget to taxation, spending,                          •   Ongoing management and
borrowing, and fiscal rules are being                           delivery of business
monitored for their effect on                                   transformation programmes.
Quilter's forward strategy.                                 •   Integration of NuWealth.

Quilter has continued its
transformation journey during 2024,
through strategic initiatives relating
to business efficiency, cost reduction
and proposition enhancement.
Quilter's focus is to maintain the
pace of strategic delivery and agility
in order to continue to provide a
compelling proposition in a rapidly
changing industry.

Business operation                        Primary risk      Mitigation in 2024                  Risk trend
Operational complexity and the            owner             • Ongoing business                  Stable
efficacy of controls and processes        Chief Operating      simplification activity.
related to the day-to-day running of      Officer           • Enhancements to root cause
the business pose an inherent risk to                          analysis reporting, supporting
Quilter. This includes those                                   improvement activity.
processes which have been                                   • Enhancements to customer
outsourced to third parties and                                servicing workflow tools.
where oversight is critical for Quilter
to gain assurance over activities                           Planned and ongoing activity
delegated outside of its direct                             • Operational transformation
control. Quilter's operations provide                          programme to further align
services to customers and, as such,                            and streamline operational
need to be effective and resilient to                          processes across the Affluent
ensure that good customer                                      segment.
outcomes are delivered and                                  • Stress-testing activities and
maintained. Quilter has continued to                           further development of
progress the enhancement of its                                playbooks for significant
operational environment and                                    resilience events.
improving resilience across the                             • Maintenance and review of
business to ensure compliance with                             operational resilience
our operational resilience                                     arrangements, including our
obligations.                                                   Important Business Services,
                                                               to ensure continued alignment
                                                               with regulatory requirements.

Technology and security                   Primary risk      Mitigation in 2024                  Risk trend
A stable, reliable, and up-to-date        owner             • After migrating the               Stable
technology environment underpins          Chief Operating      International business to
the delivery of Quilter's services to     Officer              Utmost in late 2023, Quilter
customers and advisers and ensures                            decommissioned related IT
that Quilter has technical resilience                         assets in early 2024, reducing
proportionate to its risk appetite.                           the organisation's risk profile.
Disruption to the stability and                           •   A threat-led security testing
availability of Quilter's technology, or                      approach was implemented
that of its third parties, could result                       which simulates real-world
in damaging service outages and a                             cyber attacks. Key parts of the
potential breach of impact                                    Security Operations Centre
tolerances for Quilter's Important                            were brought in-house for
Business Services. The risk of an                             better control and deeper
information security incident is a                            understanding of Quilter's IT
constant and evolving risk which has                          infrastructure and business
the potential to impact Quilter's                             model.
reputation, regulatory standing, and
the services it provides to customers.                    Planned and ongoing activity
                                                          • Continuous evolution of
                                                             controls to prevent and detect
                                                             incidents. This ongoing effort,
                                                             driven by a threat-led
                                                             capability, enables Quilter to
                                                             keep ahead of emerging
                                                             threats and maintain robust
                                                             security measures.

Customer and product proposition           Primary risk   Mitigation in 2024                     Risk trend
Quilter's purpose is underpinned by        owner          • Evolution and enhancement of         Stable
having a suite of product                  Chief             the oversight and reporting of
propositions which drive good              Distribution      customer outcomes.
customer outcomes and processes            Officer        • Introduction of a customer
in place to ensure that foreseeable                          roadmap to drive
harm is identified and addressed.                            improvements in customer
Oversight and reporting of customer                          experience.
outcomes has evolved and been                             • Vulnerable customer training
enhanced in 2024, following                                  rolled out to all staff.
implementation of the Consumer                            • A number of propositional
Duty in 2023. Delivery of quality                            developments including
advice and a high level of adviser                           implementation of CashHub
conduct and competency, is                                   on Platform and continued
essential. A lack of robust oversight                        alignment of investment
by Quilter could lead to delayed                             proposition across multi-asset
identification of unsuitable advice or                       funds.
products resulting in poor outcomes
for customers. As such, Quilter                           Planned and ongoing activity
continually looks to improve its                          • Continue to strengthen
control environment in relation to                           financial advice processes and
the oversight of advice and remains                          supporting controls.
focused on ensuring that products                         • Continued evolution of
and services are designed and                                Quilter's products with a focus
maintained in line with the                                  on retirement and protection
Consumer Duty.                                               propositions.

Regulatory, tax and legal                  Primary risk   Mitigation in 2024                  Risk trend
Quilter is subject to conduct and          owner          • Activity underway following       Increasing
prudential regulation in the UK,           Chief Risk        delivery of the first Consumer
provided by the FCA and PRA, and by        Officer           Duty Board report and the
local regulators in the other                                mitigation of risk associated
jurisdictions in which it operates.                          with the Ongoing Advice
This includes the Consumer Duty,                             Review.
which sets a higher standard of
consumer protection in financial                          Planned and ongoing activity
services. Quilter is also subject to the                  • Further process and control
privacy regulations enforced by the                          enhancements in association
Information Commissioner's Office                            with the Skilled Person
and international equivalents.                               Review.
Quilter faces risks associated with                       • Ongoing regulatory
compliance with these regulations,                           engagement and regulatory
and changes to regulation or                                 horizon scanning.
regulatory focus in the markets in                        • Development of
which Quilter operates and other                             implementation plan for the
statutory requirements. Failure to                           upcoming changes to the UK
manage regulatory, tax or legal                              Corporate Governance Code.
compliance effectively could result in
censure, fines or prohibitions which
could impact business performance
and reputation.
People                                     Risk owner     Mitigation in 2024                  Risk trend
Quilter relies on its talent to deliver    HR Director    • Dependency and resource           Stable
service to customers and to progress                         mapping to support strategic
strategic initiatives. Quilter's talent                      initiatives to identify and
pool is key to the ongoing progress                          retain key capabilities.
of the Company by having a diverse                        • Development of Talent
range of staff and views that will                           Strategy to support longer-
provide the senior management of                             term strategic
the future. We seek to proactively                           ambition/initiatives.
identify talent gaps to support the                       • Culture and value
future capabilities required to                              transformation, including
implement Quilter's strategy.                                refreshed purpose and values.
                                                          • Segment-specific and Quilter-
Ensuring that staff and management                           wide communication to
stand behind Quilter's values which                          support greater employee
underpin the culture of the firm is                          engagement
fundamental to a proactive, risk
aware firm which values its people                        Planned and ongoing activity
and the need to uphold its                                • Ongoing talent management
regulatory obligations. Negative                             and succession programme.
management culture and a lack of                          • Ongoing regular employee
accountability can lead to inertia and                       engagement surveys.
 a deterioration in control which puts                       •   Ongoing all-employee
 both customers and the firm at risk.                            conferences.



Statement of Directors' responsibilities in respect of the Annual Report and the financial statements
The Directors are responsible for preparing the Annual Report and the Group and Parent Company financial
statements in accordance with applicable laws and regulations.

Company law requires the Directors to prepare Group and Parent Company financial statements for each
financial year. Under that law, the Directors have prepared the Group financial statements in accordance with
UK-adopted international accounting standards and the Parent Company financial statements in accordance
with United Kingdom Generally Accepted Accounting Practice (comprising FRS 101 "Reduced Disclosure
Framework" and applicable law). In preparing the Group financial statements, the Directors have also elected
to comply with International Financial Reporting Standards issued by the International Accounting Standards
Board (IFRSs as issued by IASB).

Under company law, the Directors must not approve the financial statements unless they are satisfied that
they give a true and fair view of the state of affairs of the Group and Parent Company and of the profit or loss
of the Group for that period. In preparing the financial statements, the Directors are required to:

 •   select suitable accounting policies and then apply them consistently;
 •   state whether applicable UK-adopted international accounting standards and IFRSs issued by IASB have
     been followed for the Group financial statements;
 •   state whether applicable United Kingdom Accounting Standards, comprising FRS 101, have been
     followed for the parent Company financial statements, subject to any material departures disclosed
     and explained in the financial statements;
 •   make judgements and estimates that are reasonable and prudent; and
 •   prepare the financial statements on the going concern basis unless it is inappropriate to presume that
     the Group and Parent Company will continue in business.

The Directors are responsible for safeguarding the assets of the Group and Parent Company and hence for
taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are also responsible for keeping adequate accounting records that are sufficient to show and
explain the Group's and the Parent Company's transactions and disclose with reasonable accuracy at any time
the financial position of the Group and Parent Company and enable them to ensure that the financial
statements and the Directors' Remuneration Report comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity of the Parent Company's website. Legislation
in the United Kingdom governing the preparation and dissemination of financial statements may differ from
legislation in other jurisdictions.

Directors' confirmations
The Directors consider that the Annual Report and the Group and Parent Company financial statements, taken
as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to
assess the Group's and Parent Company's position and performance, business model and strategy.

Each of the Directors, whose names and functions are listed in the Governance Report, confirm that, to the
best of our knowledge:
 •   the Group financial statements, which have been prepared in accordance with UK-adopted
     international accounting standards and IFRSs issued by IASB, give a true and fair view of the assets,
     liabilities, financial position and profit or loss of the Group;
 •   the Parent Company financial statements, which have been prepared in accordance with United
     Kingdom Accounting Standards, comprising FRS 101, give a true and fair view of the assets, liabilities
     and financial position of the Parent Company; and
 •   the Strategic Report includes a fair review of the development and performance of the business and
     the position of the Group and Parent Company, together with a description of the principal risks and
     uncertainties that they face.

Signed on behalf of the Board

 Steven Levin                   Mark Satchel
 Chief Executive Officer        Chief Financial Officer

5 March 2025


40: Related party transactions
In the normal course of business, the Group enters into transactions with related parties. Loans to related
parties are conducted on an arm's length basis and are not material to the Group's results. There were no
transactions with related parties during the current year or the prior year which had a material effect on the
results or financial position of the Group.

40(a): Transactions with key management personnel
Key management personnel are those persons having authority and responsibility for planning, directing and
controlling the activities of the Group, directly or indirectly, including any Director (whether executive or
otherwise) of the Group. Details of the compensation paid to the Board of Directors as well as their
shareholdings in the Company are disclosed in the Directors' Remuneration Report.

40(a)(i): Key management personnel compensation
                                                                          31 December         31 December
                                                                                  2024                2023
                                                                                 £'000               £'000
 Salaries and other short-term employee benefits                                 7,292               7,471
 Post-employment benefits                                                           98                  83
 Share-based payments                                                            4,393               2,650
 Termination benefits                                                              365                   -
 Total compensation of key management personnel                                 12,148              10,204

40(a)(ii): Key management personnel transactions
Key management personnel and members of their close family have undertaken transactions with the Group
in the normal course of business.

The Group's products are available to all employees of the Group on preferential staff terms, the impact of
which is immaterial to the Group's financial statements. During 2024, key management personnel and their
close family members contributed £1 million (2023: £2 million) to Group pensions and investments (in both
internal and external funds). The total value of investments in Group pensions and investment products by
key management personnel serving at any point during the year and their close family members was £13
million at the end of the year (2023: £11 million).

As disclosed in the Directors' Report, the Company maintains Directors' and Officers' Liability Insurance and
third-party indemnity provisions are in place for the benefit of the Company's Directors.




40(b): Associates
During 2023 and 2024, IT services were provided to the Group by 360 Dot Net Limited, an associate of the
Group. During 2024, Beals Mortgage and Financial Services Limited, and its subsidiary, Clinton Kennard
Associates Ltd became associates of the Group. Beals Mortgage and Financial Services Limited and Clinton
Kennard Associates Ltd are also Appointed Representatives of the Group. Transactions between the Group
and its associates took place in the normal course of business and had no material impact on the Group's
financial statements.

40(c): Other related parties
Details of the Group's staff pension schemes are provided in note 34. Transactions between the Group and
the Group's staff pension schemes are made in the normal course of business.
                                                  – ends –


Enquiries:

 Investor Relations:
 John-Paul Crutchley                                Tel: +44 (0)7741 385 251

 Company Secretary:
 Clare Barrett                                      Tel: +44 (0)207 002 7072

 Press:
 Tim Skelton-Smith                                  Tel: +44 (0)7824 145 076



Registrars:

 Shareholders on the UK Register:

 Equiniti                        Website: help.shareview.co.uk

                                 Tel: +44 (0)333 207 5953*
                                 Please use the country code when contacting Equiniti from outside the
                                 UK.

                                 *Lines are open Monday to Friday between 08:30 and 17:30 (UK time),
                                 excluding public holidays in England and Wales.

 Shareholders on the South African Register:
 JSE Investor Services (Pty)     Email: investorenquiries@jseinvestorservices.co.za
 Limited
                                 Tel: 086 140 0110/086 154 6566* (calling from South Africa)
                                 Tel: +27 11 029 0251/+27 11 029 0253* (calling from overseas)

                                 *Lines are open Monday to Friday between 08:00 and 16:30, excluding
                                 public holidays.


About Quilter plc:
Quilter plc is a leading provider of financial advice, investments and wealth management, committed to
being the UK's best wealth manager for clients and their advisers.

Quilter oversees £119.4 billion in customer investments as at 31 December 2024.

It has an adviser and customer offering spanning: financial advice, investment platforms, multi-asset
investment solutions, and discretionary fund management.

The business is comprised of two segments: Affluent and High Net Worth.

Affluent encompasses the financial planning business, Quilter Financial Planning, the Quilter Investment
Platform and Quilter Investors, the multi-asset investment solutions business.

High Net Worth includes the discretionary fund management business, Quilter Cheviot, together with
Quilter Cheviot Financial Planning.



JSE Sponsor:
J.P. Morgan Equities South Africa Proprietary Limited

Date: 20-03-2025 01:30:00
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