s172(1) Statement

The Board of Directors, in line with their duties under s172 of the Companies Act 2006, act in a way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole and in doing so have regard to a range of matters when making decisions. Key decisions and matters that are of strategic importance to the Company are appropriately informed by s172 factors.

The Board makes decisions with a long-term view in mind and with the highest standards of conduct. Where possible, decisions are discussed with the affected groups and therefore fully understood and supported when taken. Reports are regularly made to the Board from the Executive Management Team about the Company and the strategy and key performance decisions which are made. Regular reporting enables the Board to stay in touch and make the decisions with the best interests of the Company in mind. In addition, the Board contains members from each of the shareholders so that their views are constantly considered when long term decisions are made.

The Board are aware of the impact their decisions may have on the wider community and hold our reputation to the highest standards as the market leader in cheque processing, ensuring that the Company are compliant with laws and regulations whilst delivering the best service possible to our customers. We engage with regulators through a range of industry consultations and meetings and keep up to date with government regulations ensuring that any changes are acted on swiftly. In addition, we have regular regulatory audits to ensure that the controls operating with the Company are operating effectively. The Board is updated on legal and regulatory requirements and any control deficiencies on a regular basis and takes these into accounts when considering future actions.

Community and the Environment

The Company has policies in place through the Parent Company, Unisys, which consider the Company’s impact on the environment, social matters, human rights and anti-corruption and anti bribery including the global environmental, safety, health, security and energy/resource conservation policy, the code of ethics and business conduct, the anti-bribery policy and the global respectful workplace policy. These are all available on the internal internet home page and can be accessed by all employees and contractors at any time and take into consideration the impact of the Company’s activity on these areas. Training is mandatory in all areas for all employees and is refreshed on a regular basis.

The Executive Management Team are constantly working with the facilities managers to ensure that the Company are considering the environment when carrying out day to day services and that the facilities used enable employees to do their bit. Furthermore the Company work with the community throughout the year using our Corporate Social Responsibility team who organise events and fundraisers to give back to the community. As examples, at Christmas and Easter, areas are set aside for food donations for local food banks and the Company support Pennies from Heaven through our payroll provider.

Employee Engagement

We use a range of regular communication channels to keep employees briefed on the strategic and financial progress and any ongoing initiatives that may affect them. This is a two way process and employees are actively encouraged to share ideas and opinions with senior management. All our employees of all levels attend 1-2-1s with their managers to discuss their career progression and individual opinions further.

Directors liaise with employees through the Executive Management Team who are onsite and part of the individual teams throughout the business. During 2019, all employees were encouraged to take part in a Company wide staff engagement survey which was run externally to ensure independence and had full support from the Board. Since the results of the survey, the Executive Management Team have been working with employees from all areas of the Company to bed in new values and initiatives to take the Company forward. One of these initiatives is called High-5 and allows employees and managers to reward each other and show gratitude for employees meeting the values. Management also hold town hall meetings to ensure employees are up-to-date with principal decisions taken by the Company during the financial year and Communications emails are sent as and when important decisions are made. Other upgrades to the building including a restaurant refurbishment and additional meeting space have been completed following feedback from employees.

Business Relationships

The success of our business is dependent on the support of both customers and suppliers, and in order to keep the services to the banks operating effectively, it is essential the Company fosters business relationships with our customers and suppliers and work together with both towards shared goals. Consideration at Board level and throughout the Company is made on a regular basis. The Company only trades with reputable high street banks, large financial institutions and fellow group companies, and has a contract in place with each of the four shareholders of the Company who are also its customers. Meetings have been held with all of the shareholders on a regular basis throughout 2019 (continuing through into 2020) to ensure the relationships continue to be successful. In addition, the client relations team review the Service Level Agreements in place and ensure any issues are dealt with. The procurement function liaise with our suppliers on a regular basis to ensure they are meeting the Service Level Agreements that they have in place and will follow up on any suppliers where the service provided is not meeting the agreed targets. When suppliers are consistently not meeting the standards required, procedures will be put in place to rectify this or change the supplier where possible.