Investment Committee - Terms of Reference
Membership
The Investment Committee (“the Committee”) shall consist of the Society’s Chairman, Chief Executive, and another member of the Society’s staff. Each member of the Committee has the right to nominate a Director or employee of the Society as their replacement on the Committee.
Only members of the Committee have the right to attend Committee meetings. However, other individuals and external advisers may be invited to attend for all or part of any meeting, as and when appropriate.
The Society’s Secretary shall attend all Board sub-committees in fulfilling his obligations as Secretary and assist the smooth running of the Board and its committees by setting agendas; preparing papers; presenting papers, as required; and advising the Board and its committees on Board procedures and compliance with the Annotated Combined Code.
The Chief Executive shall be the Chairman of the Investment Committee.
Secretary
The Society’s Secretary or their nominee shall act as the Secretary of the Committee.
Quorum
The quorum necessary for the transaction of business shall be 2 members. A duly convened meeting of the Committee at which a quorum is present shall be competent to exercise all or any of the authorities, powers and discretions vested in or exercisable by the Committee.
Frequency of Meetings
The Committee shall meet at least once a year and at such other times as the Chairman of the Committee shall require.
Notice of Meetings
Meetings of the Committee shall be summoned by the Secretary of the Committee at the request of the Chairman of the Committee.
Unless otherwise agreed, notice of each meeting confirming the venue, time and date, together with an agenda of items to be discussed, shall be forwarded to each member of the Committee, any other person required to attend and all other non-executive directors, no later than 5 working days before the date of the meeting. Supporting papers shall be sent to Committee members and to other attendees as appropriate, at the same time.
Minutes of Meetings
The Secretary shall minute the proceedings and resolutions of all Committee meetings, including the names of those present and in attendance.
Minutes of Committee meetings shall be circulated promptly to all members of the Committee and the Chairman of the Board and, once agreed, to all other members of the Board, unless a conflict of interest exists.
Annual General Meeting
The Chairman of the Committee shall attend the Annual General Meeting prepared to respond to any member’s questions on the Committee’s activities.
Duties
The Committee is responsible for:
- Undertaking periodic strategy reviews on behalf of the Board;
- Agreeing investment strategies, guidelines and policies with the Actuarial Function Holder/With-Profits Actuary;
- Recommending investment strategies, guidelines and policies for the Board to approve;
- Recommending the appointment and removal of investment advisers;
- Recommending the appointment and removal of fund managers for all investments to the Board;
- Tactical asset allocation decisions, which may be vetoed by the non-executive member of the Committee.
Reporting Responsibilities
The Committee Chairman shall report formally to the Board on its proceedings after each meeting on all matters within its duties and responsibilities.
The Committee shall make whatever recommendations to the Board it deems appropriate on any area within its remit where action or improvement is needed.
Other
The Committee shall, at least once a year, review its own performance, constitution and terms of reference to ensure it is operating at maximum effectiveness and recommend any changes it considers necessary to the Board for approval.
Authority
The Committee is authorised to seek any information it requires from any employee of the Society in order to perform its duties.
The Committee is authorised to obtain, at the Society’s expense, outside legal or other professional advice on any matters within its terms of reference, subject to the procedure approved by the Board.
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