Corporate governance

Achieving high standards of corporate governance

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Disclosure and transparency

Santander UK is committed to achieving high standards of corporate governance.

Although our ordinary shares are not listed on the London Stock Exchange, we have preference shares listed, which means we are subject to certain UK Listing Rules and Disclosure and Transparency rules.

We seek to follow the UK Corporate Governance Code 2012 in a manner appropriate for our ownership structure, although - as a non-premium listed company - we are not obliged to do so.

While Santander UK is a subsidiary of the Santander Group, the corporate governance model we adopt ensures that Santander UK's Board and management make their own decisions on liquidity, funding and capital, acting in the best interests of our business and strategy.

A summary of the Articles of Association of Santander UK plc can be found by clicking on the link below:

Summary of Articles of Association (PDF)

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Santander UK's Board is collectively responsible to shareholders for the long-term success of the business. The Board's structure means that no individual or group dominates the decision-making process.

Role of the Board

Some of the Board’s responsibilities include:

  • setting corporate strategy
  • agreeing risk appetite and policies
  • approving major capital expenditure
  • acquisitions and disposals
  • annual budgets
  • business plans.

 

Role of the Chief Executive Officer (CEO)

The CEO, through delegated authority of the Board, is responsible for implementing corporate strategy and the overall management of Santander UK.

 Some of the CEO's responsibilities include:

  • implementation of strategy and risk appetite
  • approval of new business in accordance with the overall strategy
  • approval of capital expenditure
  • capital management and credit risk
  • approval of contracts and agreements.

The division of responsibilities between the Chairman and the CEO are set out in writing and agreed by the Board.

Board Terms of Reference

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Specific responsibilities are delegated by the Board to Board Committees.

The Board Committees are:

Board Risk Committee

Board Audit Committee

Board Remuneration Committee

Board Nomination Committee

Board Responsible Banking Committee

The Internal Audit department reports to the Board Audit Committee and the responsibilities are set out in the Internal Audit Charter

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An ethical business culture

We promote and maintain an ethical business culture and do not tolerate the use of bribery in any aspect of our business. Our policies and procedures are designed to comply with the expectations of applicable anti-bribery legislation in the markets and jurisdictions in which we operate, including (but not limited to) the UK's Bribery Act 2010.

We expect our employees and third parties suppliers to behave ethically at all times when performing any form of service on our behalf.

We have prepared a Global Certification for any US financial institution that requires a PATRIOT Act Certification from a Santander UK plc entity.

PATRIOT Act Certification

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This Certification should be used as a primary reference for any business which has a correspondent account with Santander UK plc or any of its subsidiaries or affiliates listed in the Appendix to the Certification.

The following documents give additional due diligence information:

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Santander UK Wolfsberg certification

Santander UK W8-BEN-E certification

Santander UK Financial Crime Statement