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NatWest Group plc
2023 Annual Report and Accounts
customers
Serving our
every day
Annual Report
and Accounts
Climate-related
Disclosures Report
ESG Disclosures Report and
ESG Frameworks Appendix
Company Announcement
and Financial Supplement
NatWest Group plc
2023 Annual Report and Accounts
customers
Serving our
every day
NatWest Group plc
2023 Climate-related Disclosures Report
customers
Serving our
every day
NatWest Group plc
2023 Environmental, Social
and Governance Disclosures Report
customers
Serving our
every day
for the year ended 31 December 2023 and
Annual
results
Q4 2023
Financial
Supplement
NatWest Group plc
Disclosures related to our strategic
performance, governance and
remuneration, risk and capital
management, along with our financial
statements and related notes, including
the independent auditor’s report.
Progress against our climate ambitions
and Climate transition plan.
Progress on Environmental, Social
and Governance (ESG) matters and
our frameworks appendix, prepared
with reference to industry-wide
sustainability standards.
Our latest company information,
including our financial performance
for the year.
Our 2023 reporting suite
NatWest Group is a UK-focused banking
organisation, serving over 19 million customers,
with business operations stretching across retail,
commercial and private banking markets.
Read more and download our reports
at natwestgroup.com
On the cover:
Royal Bank of Scotland Personal Banker, Laura McWhinnie, at our
Lanark branch. Laura works with customers to build their financial resilience and offers
personalised support. Read the story on page 35.
Inside this report
A
pproval of Strategic report
The Strategic report for the year ended 31 December
2023 set out on pages 1 to 69 was approved by
the Board of directors on 15 February 2024.
By order of the Board
Jan Cargill
Chief Governance Officer and Company Secretary
15 February 2024
Chairman:
Howard Davies
Executive directors:
Paul Thwaite (Group CEO)
Katie Murray (Group CFO)
Non-executive directors:
Frank Dangeard
Roisin Donnelly
Patrick Flynn
Rick Haythornthwaite
Yasmin Jetha
Stuart Lewis
Mark Seligman
Lena Wilson
1
Strategic report
3
Our 2023 performance
4
Chairman’s statement
6
Group Chief Executive’s review
8
Outlook statement
9
Our strategic framework
10
Our investment case and shareholder value
12
Our business model
14
Market environment
18
Delivering our strategy
20
Key performance indicators
24
Section 172(1) statement
26
Stakeholder engagement
30
Stakeholder focus areas
30
Investors
32
Customers
36
Colleagues
40
Regulators
41
Communities
43
Suppliers
43
Respecting Human Rights
44
Business performance
45
Retail Banking
46
Private Banking
47
Commercial & Institutional
48
NatWest Group’s climate strategy and
progress highlights
50
Task-force on Climate-related Financial Disclosures
(TCFD) overview
58
Our own operational footprint
60
Risk overview
66
Viability statement
68
Non-financial and sustainability information statement
70
Financial review
71
Group Chief Financial Officer’s review
72
Financial summary
76
Segment performance
82
Summary financial statements
83
Governance and remuneration
84
Our Board
88
Chairman’s introduction
89
Governance at a glance
105
Report of the Group Nominations and
Governance Committee
110
Report of the Group Audit Committee
115
Report of the Group Board Risk Committee
122
Report of the Group Sustainable Banking Committee
127
Directors’ remuneration report
131
Remuneration at a glance
135
Wider workforce remuneration
138
Summary of Policy for executive directors
141
Annual remuneration report
162
Compliance report
165
Report of the directors
169
Statement of directors’ responsibilities
170
Risk and capital management
172
Risk management framework
181
Credit risk
243
Capital, liquidity and funding risk
262
Market risk
274
Pension risk
275
Compliance and conduct risk
276
Financial crime risk
277
Climate risk
279
Operational risk
281
Model risk
282
Reputational risk
283
Financial statements
285
Independent auditor’s report
298
Consolidated financial statements
305
Accounting policies
313
Notes to the consolidated accounts
389
NatWest Group plc financial statements and notes
407
Non-IFRS financial measures
413
Additional information
417
Risk factors
445
Shareholder information
448
Presentation of information
448
Forward looking statements
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
1
We’re dedicated to serving our customers. By being there
throughout their lives, we can build long-term value, invest
for growth and drive attractive returns for shareholders.
Our focus is to continue building a great bank, powered
by great people and delivering fantastic service to our
19 million customers.
Creating sustainable value
customers
Serving our
every day
Read the story on page 35.
Read the story on page 17.
Read the story on page 23.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
2
Loans to customers
(amortised cost)
Loan:deposit ratio (LDR)
(excl. repos and reverse repos)
£381.4bn
(2022: £366.3bn)
84%
(2022: 79%)
£431.4bn
(2022: £450.3bn)
144%
(2022: 145%)
Customer
deposits
Liquidity coverage
ratio (LCR)
Income
Gross new mortgage lending
in Retail Banking
Total ordinary dividend
(2)
£14,752m
(2022: £13,156m)
£7,996m
(2022: £7,687m)
£6,178m
(2022: £5,132m)
£4,394m
(2022: £3,340m)
Operating expenses
Assets Under Management
(AUM) net flows
Cost:income ratio
(excl. litigation and conduct)
(4)
Retail Banking customers
exclusively using digital
channels
(*)
Commercial & Institutional
customers actively using digital
channels to interact with us
£29.8bn
(2022: £41.4bn)
£1.5bn
(2022: £1.3bn)
£1.3bn
(2022: £2.0bn)
51.8%
(2022: 55.5%)
£29.3bn
(3)
(2022: £24.5bn)
26.0%
£131.9bn
(2022: £129.9bn)
17.0p
(2022: 13.5p)
86%
(2022: 83%)
67%
(2022: 63%)
£7,641m
(2022: £7,302m)
Operating expenses
(excl. litigation and conduct)
(4)
Profit before tax
Climate and sustainable
funding and financing
(*)
Profit attributable
to shareholders
Net loans to customers in
Commercial & Institutional
Dividend per ordinary
share
(2)
Increase in ordinary
dividend per share
(2)
Common Equity Tier 1
(CET1) ratio
(1)
13.4%
(2022: 14.2%)
£3.6bn
(2022: £5.1bn)
£183.0bn
(2022: £176.1bn)
17.8%
(2022: 12.3%)
Total capital returned
to shareholders
(2)
Risk-weighted assets (RWAs)
(1)
Return on tangible
equity (RoTE)
Our 2023 performance
(1)
On 1 January 2022 the pro forma CET1 ratio was 15.9% and RWAs were £176.3 billion following regulatory changes.
(2)
Distributions paid and proposed. We paid a special dividend of £1.7 billion in 2022 as we returned surplus capital to
shareholders. For full details of our distributions over the last five years refer to page 11.
(3)
Cumulative contribution of £61.9 billion towards £100 billion between 1 July 2021 and the end of 2025 target.
(4)
Litigation and conduct costs of £355 million (2022: £385 million).
(*)
Within the scope of EY assurance. Refer to page 68.
Strong financial
performance
Robust balance sheet
underpinning growth
Strong capital
generation
Supporting our customers
Delivering capital returns
Driving efficiency
Read more in our Financial Review on pages 70 to 83.
Buybacks
£2.1bn
(2022: £2.0bn)
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
3
‘Our capital generation
remained strong, which allowed
us to invest in the business
and provide shareholders
with attractive returns and
distributions. We have created
a strong track record of
distributing surplus capital to
shareholders and this intention
has not changed; we remain
committed to a ~40% pay-out
ratio on distributions.’
In 2023, we announced £3.6 billion of capital returned to
shareholders, including an interim dividend of £0.5 billion and
a proposed final dividend of £1.0 billion. We were pleased to
complete a directed buyback of £1.3 billion in May 2023 and
the £0.5 billion on-market buyback announced in July 2023
which is expected to complete in Q1 2024. At full year 2023
we announced a new on-market buy back of £300 million,
which we expect to be completed by the time we announce
first-half results at the end of July 2024.
We maintain capacity for further directed and on-market
buy backs and will continue to consider them as
appropriate. As a result of these actions, and following an
extension to the UK Government’s trading plan, the UK
Government’s shareholding in the bank reduced from
45.97% at the end of December 2022 to 37.97% by
31 December 2023.
At the Autumn Statement in November 2023, the
Chancellor announced that the Treasury remains
committed to exiting its stake in the bank by 2025/26
and that it will explore options for a retail investor share
sale in the next 12 months. Overall, good progress has
been made in recent years and we believe the UK
Government’s ambition to sell down its stake in NatWest
Group in the next two years is in the best interests of the
bank and its shareholders.
This will be my last Chairman’s statement for NatWest
Group after nine years in the role. As you will have seen,
the bank announced in September 2023 that Rick
Haythornthwaite who joined the Board as a non-executive
director in January 2024, will take over as Chair in April
2024, ahead of our AGM.
I am confident that Rick’s experience and range of skills will
complement and further strengthen the Board in the years
to come and support NatWest Group’s continued progress.
2023 has been a challenging year for some of our
customers as well as for our industry and the UK’s
economy. Inflation remained for much of the year and
we saw 14 successive interest rate rises by the Bank of
England, the fastest rate cycle since the 1970s. There are
now, however, some grounds for optimism. Importantly,
unemployment remains low and, by the end of 2023,
inflation had started to come down, albeit still remaining
well above the Bank of England’s 2% target.
This uncertain environment has also had implications for
the stability of a number of banks, both in Europe and in the
United States. In general, banks in the UK have remained
resilient. At NatWest Group, we have built a robust balance
sheet with strong capital and liquidity, a largely secured
retail loan book and well-diversified commercial lending.
Disciplined risk management continued to underpin
our strategy and helps to ensure we are well positioned
for the future. We closely monitor customer activity and
behaviours for signs of stress, with a focus on maintaining
good credit quality.
We have seen volatility in UK banking stocks prices through
2023, as the impact of changes in customer behaviour and
market dynamics were reflected in the earnings outlook.
However, against this challenging economic backdrop it is
pleasing that NatWest Group performed well in 2023, with
continued growth in our lending and progress against our
strategy. In 2023, we delivered an operating profit of
£6.2 billion, with an attributable profit of £4.4 billion.
Our capital generation remained strong, which allowed
us to invest in the business and provide shareholders
with attractive returns and distributions. We have created
a strong track record of distributing surplus capital to
shareholders and this intention has not changed; we
remain committed to a ~40% pay-out ratio on distributions.
Chairman’s
statement
‘At NatWest Group, we have
built a robust balance sheet
with strong capital and liquidity,
a largely secured retail loan
book and well-diversified
commercial lending.’
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
4
Graham Beale, who became the Senior Independent
Director of NatWest Holdings Limited in 2018, also stood
down on 31 August 2023. We thank him for his excellent
work in that role. Mark Rennison joined the Board of
NatWest Holdings Limited as an independent non-executive
director and became a member of the NatWest Holdings
Audit Committee, with effect from 1 September 2023.
Mark joined the NatWest Holdings Performance &
Remuneration Committee in December 2023.
In July 2024, Geeta Gopalan will join the Board as an
independent non-executive director. Geeta will be a
valuable addition, bringing substantial financial and
banking expertise, combined with a strong track
record as a plc non-executive director.
My own intention to step down from the Board before
I reached my nine-year tenure in July 2024 was disclosed
at our AGM in April 2023.
The bank my successor inherits is very different to the one
I joined in 2015. NatWest Group has returned to profitability,
is more customer focused and is fundamentally stronger,
delivering strong returns and regular distributions to
shareholders. Despite the economic uncertainty that we
have experienced in recent years, we remain well positioned
to stand by our customers, to continue growing our lending
responsibly and to play a vital role in the UK economy.
I am proud of what we have achieved over the past nine
years and I wish Paul and Rick every success in this next
chapter in NatWest Group’s history.
Howard Davies
Chairman
Following the departure of Alison Rose as our Group Chief
Executive Officer in July 2023, we welcomed Paul Thwaite
as our Chief Executive Officer for an initial period of
12 months. He had been identified as her immediate
successor six months before and took over at once,
which stabilised the bank at a difficult time.
As is appropriate, it has fallen to my successor to manage
the process of appointing a permanent CEO, supported
by the Group Nominations and Governance Committee.
The succession process has been completed and I am very
pleased to see Paul secure the appointment. We can now
look ahead to the future knowing we have both an incoming
Chair and CEO with proven skills and who care deeply
about this business and its customers.
To understand the facts of what happened in relation
to customer decision-making during the summer of 2023,
the Board commissioned the legal firm, Travers Smith, to
conduct an independent review over two phases. We have
now received and published the findings of the independent
review. Furthermore, the bank is committed to implementing
all of the recommendations made by Travers Smith and
we are making changes to our policies and procedures to
deliver better, more consistent outcomes for customers.
The Board also decided on how these findings would impact
Alison Rose’s remuneration, which we announced to the
market in November 2023.
As well as changes to our management, a number
of changes were made to the Board during the year.
Mike Rogers and Morten Friis stepped down as directors
on 25 April and 31 July 2023 respectively. I would like to
record our thanks to them for their significant contributions
to the Board during their tenures. Stuart Lewis was
appointed as a director on 1 April 2023, succeeding Morten
Friis as the Chair of the Group Board Risk Committee on
1 August 2023.
Chairman’s statement continued
‘In 2023, we announced £3.6 billion
of capital returned to shareholders,
including an interim dividend of
£0.5 billion and a proposed final
dividend of £1.0 billion.’
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
5
Group Chief
Executive’s review
‘Our leading positions across our
three customer businesses, and
19 million customer base provide
strong foundations on which to
create further long-term value
for shareholders and make a
meaningful contribution to the
UK economy.’
£61.9 billion in climate and sustainable funding and financing
against our target of £100 billion between 1 July 2021 and
the end of 2025.
Supporting our customers
During a year of macroeconomic uncertainty, we focused
on supporting our customers to better manage their
finances. In 2023, we helped six million customers by
conducting financial health checks, providing improved
personal insights on credit scores, and helping customers
to save for the first time. We were also one of the first high
street banks to sign up to the Mortgage Charter in July
2023 to ease the pressure of increasing mortgage costs,
and we allowed our customers to lock in their next
mortgage up to six months before the end of a
fixed-rate deal.
Over 1.5 million new savings accounts were opened
in 2023. By making our fixed term savings accounts
available to more people, including those without an existing
account with NatWest Group, and providing a broad range
of flexible savings accounts, we met our goal to help
two million people save more than £100 for the first time.
We are the biggest supporter of UK businesses, serving
more than 1.5 million businesses across the country. During
2023, our extensive network of relationship managers
continued to help corporate customers grow, manage
costs, find the right funding solutions, and reduce risk in
volatile markets. In the context of macroeconomic volatility,
we also provided centralised resources such as a cashflow
tool, energy calculator and supply chain navigator to
manage costs, in response to business customers’ demand
for help on managing high energy prices. In response
Overview
NatWest Group performed well in 2023, delivering for our
customers, our shareholders, and the wider UK economy.
Despite the macroeconomic uncertainty, our customers
remained resilient, navigating both inflation and rising
interest rates. Throughout the year, we supported them
to manage their finances, meeting our goal to help 2 million
customers save over £100 for the first time
(1)
, and lent an
additional £9 billion to the UK economy. Our investment in
digital and data capabilities continues to make it easier for
our customers to manage their money, and for our
colleagues to provide great service.
As we look to 2024 and beyond, I am optimistic about the
opportunities ahead for NatWest Group, building on our
UK heritage, leading customer businesses, deep regional
connections and financial strength. It is therefore an honour
to be asked to lead the bank and to have the opportunity to
shape the future of NatWest Group.
Business performance
Our overall operating profit of £6.2 billion was up 20%
on 2022 and our return on tangible equity was 17.8%,
compared with 12.3% at the end of 2022. Income, excluding
notable items, was up 10% on 2022 at £14.3 billion, with
total expenses up 5%.
Our disciplined approach to capital allocation and balance
sheet management delivered attractive returns and
distributions for our shareholders in 2023. We announced
£3.6 billion of capital returns to shareholders, including an
interim dividend of 5.5p at the half year and a proposed
final dividend of 11.5p, bringing the total for 2023 to 17.0p,
representing a 26% increase on 2022.
Our business performance was grounded in helping
customers. In 2023, we increased our lending to customers
by £9 billion, opened over 100,000 new start-up accounts
for entrepreneurs, and over a million new personal current
accounts, as well as helping 379,000 Retail banking
customers to buy or re-mortgage their home.
We also made progress against our Climate transition plan
in 2023, helping to build a more sustainable economy. We
are working to support our customers’ transition to net zero
across a range of sectors and we have been a leading loan
arranger to the UK power infrastructure
(2)
and renewables
sector over the last 10 years
(3)
. We have now provided
‘Our overall operating profit of
£6.2 billion was up 20% on 2022
and our return on tangible equity
was 17.8%, compared with 12.3%
at the end of 2022.’
(1)
2020 goal: To help two million customers save over £100 for the first time with NatWest Group since 2020.
(2)
Power infrastructure comprise battery storage, electricity distribution, electricity smart meter and electricity transmission.
(3)
NatWest Group ranked first among Loan Arrangers by deal value for the period 2014-2023. Source: Infralogic 31 December 2023.
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Chief Executive Officer review continued
Investing for the future
As set out in our Investment Case (refer to page 10),
we have capacity for disciplined growth across our three
customer businesses. Our focus is on delivering long-term
value for our shareholders by putting our customers at the
heart of our strategy and deepening our relationships with
them to better meet their needs. Using data and technology
will make the business more efficient and effective, making
it easier for our customers to do business with us and
improving engagement and productivity for our colleagues.
Accompanied by a disciplined approach to cost, investment,
and capital allocation, I am confident that these actions will
deliver long-term sustainable value for our customers,
shareholders, and the wider UK economy.
Building our team and culture
It is clear to me that our people are at the heart of our
business, and I am grateful to our colleagues for their
hard work, enthusiasm, and dedication throughout 2023.
We have an engaged and resilient colleague base, and
I am particularly pleased that our colleagues feel proud
to deliver a great service to our customers.
We are also continuing to invest in future talent by
providing colleagues with the skills and capabilities to fulfil
their potential and build a high-performing culture. This
includes offering reskilling programmes to build skills in
software and data engineering, testing automation and
human-centred designs, supporting future talent through
our early career programmes and developing a new
approach to performance management. These initiatives
are equipping our people with the tools and opportunities
to develop their own careers.
Conclusion
Our leading positions across our three customer businesses,
and 19 million customer base provide strong foundations on
which to create further long-term value for shareholders.
In 2024, we will focus on disciplined growth, improving
bank-wide simplification to make it easier to do business
with us, and deploying capital efficiently while maintaining
strong risk management to drive strong capital generation.
This will enable us to continue supporting our customers,
reinvest in the business, generate attractive distributions to
shareholders, and make a meaningful contribution to the
UK economy.
Paul Thwaite
Group Chief Executive Officer
to broader concerns from our SME customers, we
collaborated with the Federation of Small Business to give
them access to independent support and advice on topics
such as obtaining funding and managing late payments.
Our 19 million customer base means we are well-placed to
support our customers to make sustainable choices, while
driving value and growth from the commercial opportunities
arising from the transition to a net-zero economy. Through
initiatives such as partnering with WWF-UK and food
manufacturer McCain we are reducing financial barriers for
farmers transitioning to sustainable agricultural practices.
Through Lombard, no.1 in UK asset finance, we supported
customers with financing for electric vehicles, renewables,
and cleaner energy alternatives.
Simple for customers
We want to make it easier for customers to do business
with us and are investing in technology and partnerships to
be a simple, safe, and smart bank, driven by data and digital
innovation.
In 2023, our Retail Banking mobile app was used by more
than 9.8 million customers and there were 10.9 million active
digital users
(4)
of our online and mobile banking platforms.
94% of our retail customer needs are now met digitally –
up from 53% in 2019. In Commercial & Institutional, 86% of
customers are now actively using digital channels to interact
with us, and our innovative card and payments solution, Tyl,
continued to grow. We were one of the first banks to offer
Apple and Android Tap to Pay, a low-cost service removing
the need for businesses to use hardware to accept payments.
We are also making it easier and quicker for our business
customers to access financing with the launch of a new
online lending platform, enabling customers to apply for
a loan digitally in a matter of minutes.
By harnessing digital capabilities, we have also improved our
customer service and productivity. In 2023, we collaborated
with technology partners to responsibly use artificial
intelligence (AI) to enhance customer engagement and
improve efficiency. This led to the development of new AI
capabilities, analysing customer behaviour to help us detect
scams and fraud earlier to reduce financial loss.
‘We want to make it easier for
customers to do business with us
and are investing in technology
and partnerships to be a simple,
safe, and smart bank, driven by
data and digital innovation.’
(4)
An active digital user is a customer who has accessed either their online banking
platform or mobile banking app.
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Outlook
(1)
(1)
The guidance, targets, expectations, and trends discussed in this section represent NatWest Group plc management’s
current expectations and are subject to change, including as a result of the factors described in the Risk Factors section.
These statements constitute forward-looking statements. Refer to Forward-looking statements in this document.
In 2024 we expect:
to achieve a return on tangible equity of around 12%.
income excluding notable items to be in the range of
£13.0-13.5 billion.
NatWest Group operating costs, excluding litigation and
conduct costs, to be broadly stable compared with 2023.
our loan impairment rate to be below 20 basis points.
Capital
target a CET1 ratio in the range of 13-14%.
expect RWAs to be around £200 billion at the end
of 2025, including the impact of Basel 3.1, however
this remains subject to final rules and approval.
expect to pay ordinary dividends of around 40% of
attributable profit and maintain capacity to participate in
directed buybacks from the UK Government, recognising
that any exercise of this authority would be dependent
upon HMT’s intentions. We will also consider further
on-market buybacks as appropriate.
In 2026 we expect:
to achieve a return on tangible equity for the NatWest
Group of greater than 13%.
The economic outlook remains
uncertain. We will monitor and
react to market conditions and
refine our internal forecasts as
the economic position evolves.
The following statements
are based on our current
expectations for interest
rates and economic activity.
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Our strategic framework
From supporting the day-to-day financial needs of 19 million customers to the other positive impacts we can have
Our strategy is to grow our business by anticipating and meeting our customers’ needs, using data and
technology to ensure we are simple to deal with, alongside a disciplined approach to cost, investment and
capital allocation. Together these actions aim to deliver sustainable long-term value for our shareholders.
We aim to balance the different
interests of our stakeholders in
all decision-making
Creating a positive impact
Serving our customers every day
Enterprise
Our ambition is to remove barriers to enterprise
and to provide businesses in the UK the support
they need to grow.
Read more on pages 44 to 47 and in our 2023 ESG
Disclosures Report.
Climate
We have made helping to address the climate
challenge and supporting our customers in their
transition to net zero a key strategic priority.
Read more on pages 48 to 59 and in our 2023 Climate-
related Disclosures Report.
Learning
We are helping people to take control of their
finances, to make the most of their money,
safely and securely – now and in the future.
Read more on pages 32 to 33 and in our 2023 ESG
Disclosures Report.
Supporting customers at every
stage of their lives
Powered by people, technology,
innovation and partnerships
Simple to deal with
Sharpened capital allocation
We are informed by the
needs of our stakeholders
Read more on pages 26 to 43.
Our values are central to how
we work together to deliver our strategy
Read more on pages 18 and 19.
We champion potential, helping people, families, and businesses to thrive.
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2023 Annual Report and Accounts
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With strong market positions across our three customer businesses, we have solid foundations on which to build and capacity for
disciplined growth, positioning us well for 2024 and beyond. We are focused on continuing to simplify the business and controlling costs
while actively managing our balance sheet so that we generate capital, allowing us to both deliver returns to shareholders and reinvest
in the business.
Attractive returns to
shareholders
Strong
capital
generation
Active
balance
sheet and risk
management
Our focus is on creating sustainable long-term
value for our shareholders
Leading positions in an attractive UK market serving
19 million customers
Underpinned by a
robust balance sheet
Target a CET1 ratio in the range
of 13-14%
Simplification
and cost
efficiency
Reinvestment
into the
business
Serving our
customers
well
Our investment case
Retail Banking
Private Banking
Commercial & Institutional
Disciplined
growth
We expect a return on tangible
equity of greater than 13%
in 2026
Target an ordinary dividend
payout ratio of ~40% with
capacity for share buybacks
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We have a strong track record of returning surplus capital to shareholders and remain committed to a ~40% payout ratio with capacity
for buybacks whilst operating within our 13-14% CET1 ratio target range.
£3.6bn
Shareholder distributions in 2023
(1)
17p
Ordinary dividend per share in 2023, up 26% on the prior year
Ordinary dividend per share
(pence)
(1)
Ordinary shares
outstanding
(3)
(bn)
UK Government
ownership
(3)
(%)
Shareholder distributions 2019– 2023
(£bn)
(1)
Shareholder value
£12.5bn
total distributions to
shareholders
(1)
including
£5.8bn
ordinary and
special dividends
(2)
£6.7bn
share
buybacks
49.7%
(4)
Total shareholder return
28%
reduction
in share count
(7)
(1) Paid and proposed.
(2)
Does not cast due to rounding.
(3) As at 31 December.
(4) Source: Bloomberg.
(5)
Includes 2022 final dividend, 2023 interim dividend and directed buyback executed in May 2023.
(6)
In response to a formal request from the Prudential Regulation Authority, during the COVID-19 pandemic, the Board cancelled the final ordinary and special dividend payments in relation to
the 2019 financial year. In 2020, NatWest Group plc decided not to undertake interim dividend payments or share buybacks.
(7)
Over the three year period since 31 December 2020.
UK Government’s
shareholding reduced to
37.97%
at the end of December 2023
£1.8bn
returned to the UK Government
in 2023
(5)
11.3bn
12.1bn
12.1bn
9.7bn
8.8bn
2023
2022 2021
2020 2019
£3.8bn
1.3
0.8
1.7
1.5
1.5
0.4
0.2
1.1
0.8
1.2
1.5
1.3
1.2
£5.1bn
(2)
£3.6bn
£1.7bn
(6)
£0.4bn
(6)
Ordinary dividend
On-market buyback
Special dividend
Directed buyback
2023
2022 2021
2020 2019
10.5p
11.5
10.0
7.5
3.0
2.0
5.5
3.5
3.0
13.5p
17.0p
2.0p
(6)
3.0p
(6)
Interim dividend
Final dividend
52.96%
61.91%
62.09%
45.97%
37.97%
Shareholder returns for the three years 2021-2023
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Our business model
We are a UK-focused bank, serving over 19 million customers.
Our stakeholders
Refer to our stakeholder focus areas on pages 30 to 43 for information on how we engage with all our stakeholders.
Customers
– We want to
know what our customers
think about us and actively seek
feedback from them across all
our operations. It helps us better
understand their needs and
improve the products and
services we offer.
Colleagues
By supporting our
colleagues in what they
do and by striving to make
NatWest Group a great place
to work, we can champion
their potential and collectively
deliver our strategy.
Investors
– We have
an active programme of
engagement with institutional and
private shareholders, alongside
fixed-income investors, and will
continue to help support the
reduction of the UK Government
investment in NatWest Group.
Communities
As a leading bank in
the UK, we believe we can
make a real and positive
difference to people’s lives.
Regulators
We understand
the need to have an
ongoing, constructive
and open dialogue with
all relevant regulatory
bodies and embed this in
our business as a priority.
Suppliers
– We are
committed to creating
a diverse and responsible
supply chain, being fair and
transparent with our suppliers
and to reach net zero by
2050 across our operational
value chain.
Our key relationships
and resources
Relationships:
Strong and deep customer
relationships so we can help
them thrive.
Providing our colleagues with
the capabilities and future skills
they need to fulfil their potential.
Creative and innovative
partnerships across the
organisation.
Strong links to communities.
Diversifying our supply chain,
ensuring focus on minority-
owned, women-owned and
socially/environmentally
aware businesses.
Resources:
Strong balance sheet
and financial position with
active balance sheet and
risk management.
Targeted investment in data,
technology, and digitalisation
to develop infrastructure.
A highly engaged, customer-
focused, diverse workforce
with significant expertise
and experience.
Our distinct strengths
collectively create a
strong organisation:
We are the primary banking
relationship
(1)
for 74% of our
retail customers.
c.10% growth in customers
investing digitally, with
£40.8 billion Assets Under
Management and
Administration (AUMA) across
our Private Banking segment.
94% of our Retail Banking
customer needs are now met
digitally (up from 53% in 2019).
86% of our Commercial &
Institutional customers use
digital channels to interact
with us (up from 76% in 2019).
(1)
Where the customer initiated Money
Transmission Account debit and credits
and credit card debits is >=10 for the
month across all accounts held. Student
accounts >=5, youth accounts >=2.
Our strengths
What we do
Our corporate governance
framework helps
support the effective
implementation
of our strategy and
decision-making, and
promotes long-term
sustainable success:
Commercial
& Institutional
We provide the
expertise and
tailored solutions needed by
businesses, from entrepreneurs
through to large corporate
organisations, multi-nationals
and financial institutions.
Refer to pages 44 to 47
and 78 to 81 for our
segment performance.
Private Banking
We provide private
banking and wealth
management services
to UK-connected
high-net-worth individuals
and their business interests
through the Coutts brand.
As the Investment Centre
of Expertise for NatWest
Group, we service all client
segments across Retail,
Premier and Private
Banking.
Retail Banking
Through the NatWest,
Royal Bank of Scotland and
Ulster Bank NI brands we provide
a comprehensive range of banking
products and related financial services
including current accounts, mortgages,
personal unsecured lending and
personal deposits.
We earn income
from interest
charged on lending
to our customers
and fees from
transactions and
other services.
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2023 Annual Report and Accounts
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(*)
Within the scope of EY assurance. Refer to page 68.
(1)
Current account stock. Full year 2023 share based on November 2023 CACI data.
(2)
Stock share of Retail Banking and Private Banking mortgages, calculated as a percentage of Monthly amounts outstanding of
total sterling net secured lending to individuals (in sterling millions) not seasonally adjusted as per December 2023 BoE data.
(3)
Based on Unsecured lending including Cards, Loans, Overdrafts and central items calculated as a percentage of Monthly
amounts outstanding of total (excluding the Student Loans Company) sterling net unsecured lending to individuals not
seasonally adjusted based on Dec’23 BoE data.
(4)
Based on customer deposits (£bn) for Commercial & Institutional excluding NatWest Markets and RBSI, calculated as a
percentage of M4 liabilities for Private Non-financial Businesses (PNFC’s) as per December 2023 Bank of England data.
(5)
Based on gross loans and advances to customers at amortised cost for Commercial & Institutional excluding NWM and RBSI,
calculated as a percentage of monthly amounts outstanding of sterling and all foreign currency loans to SMEs and large
businesses as per December 2023 Bank of England data.
(6)
Based on the % of 647 businesses, less than two years old, that name a NatWest Group brand as their main bank (19%).
Source: MarketVue Business Banking from Savanta, YE Q4 2023. Data weighted by region and turnover to be representative
of businesses in Great Britain.
(7)
Represents approximate number of interventions delivered and individuals supported through enterprise programmes during
2023, which is based upon data provided by third parties.
(8)
For further details refer to the Stakeholder focus areas on pages 26 to 43.
Strong businesses with capacity for growth
300,771
(*)
Interventions
delivered to start,
run and grow a
business
(7,8)
£11.1m
(*)
Direct community
investment
(8)
15,553
Young people
supported
through
CareerSense
93%
Our View
colleague survey
inclusion score
(8)
£3.8m
raised for good
causes and over
125,000 hours
volunteered
(8)
1.1m
Young people
reached through
MoneySense
(8)
0.6m
Financial Health
Checks
delivered
(8)
(includes Digital Financial
Health Checks)
£3.6bn
capital returned
to shareholders
Commercial & Institutional
Start-ups to large corporates
and financial institutions
Private Banking
Affluent to high net -worth
Retail Banking
Youth to mass affluent
15.6%
share of
current
accounts
(1)
Award-
winning
UK Private Bank
25%
share of
deposits
(4)
12.7%
share of UK
mortgages
(2)
£41bn
AUMA
20%
share of
lending
(5)
6.3%
share of
unsecured
lending
(3)
Cushon
Extending our
capabilities to
workplace
pensions
~19%
share of UK
start ups
(6)
£5.9bn
income
£1.0bn
income
£7.4bn
income
£61.6bn
risk-weighted
assets
£11.2bn
risk-weighted
assets
£107.4bn
risk-weighted
assets
23.8%
return on
equity
14.8%
return on
equity
15.4%
return on
equity
Creating value for our stakeholders
Multi-channel brands serving our 19 million customers
Strong market positions with extensive product and service offering
Delivering strong returns in 2023
Our business model continued
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Our response
High interest rates and the rising cost of living have forced many people to
re-evaluate the way they spend and save. In response to the changing needs of
savers, we increased the interest rate on all variable savings products in 2023 and
made our Fixed Term Savings Accounts available to more people, including those
without an existing account with NatWest Group.
We also spent time thinking about how we better communicate and engage
with customers. In particular, through our digital platforms, to make sure that as
rates changed we could provide customers with timely, personalised information.
Support to our mortgage customers has included forbearance, breathing space
(no charges or contact for 60 days while the customer is encouraged to seek
money advice), repayment plans, or if it’s a right and affordable option for the
customer, extending a mortgage term to spread payments, or a temporary
switch to an interest-only mortgage.
To support our business customers with high energy costs and deal with ongoing
financial pressures, we launched a business Cost of Living Hub, providing helpful
resources such as a free cash flow tool, energy calculator, supply chain navigator,
sector support, and workplace wellbeing resources. We also announced a
£1 million collaboration with the Federation of Small Businesses to provide
NatWest Group business customers with access to independent support and
education, covering areas such as getting ready for funding and managing
late payments. During 2023, our extensive network of relationship managers
continued to help our corporate business customers to grow stronger, manage
costs, find the right funding solutions and reduce risk in volatile markets,
including internationally.
The environment we operate in is constantly changing.
Understanding the multiple influences on our business and our
customers enables us to be prepared for change, respond quickly
and create value for the long term.
Market environment
Adapting to evolving
market trends
Economy
Overview
2023 saw UK inflation start at very high levels of over 10% before falling through
the year. Monetary policy was tightened substantially with the Bank of England’s
base rate reaching 5.25% in August 2023. Interest rates rose for customers
across most markets. These changes prompted a slowdown in the housing
market with lenders’ indices of house prices falling. They also drove a shift
into retail fixed-term saving products where balances grew rapidly. Businesses
also managed their cash flows more tightly resulting in a weak environment
for lending and falling deposit balances in the corporate sector. Business
confidence fluctuated through the year, while wage growth was strong
by historical standards and the number of job vacancies reduced. Sterling
strengthened against both the US dollar and the euro, whilst the FTSE 100
index of shares closed modestly higher than it opened in 2023.
Read more about our support for customers on pages 32 to 34.
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Market environment continued
Technology, data and digital services
Overview
Business models and customer behaviours continue to evolve rapidly as the role
of technology – in how our customers communicate, shop, do business and bank
– continues to grow and progress at pace, with more sophisticated technology
becoming available, in particular in the field of artificial intelligence (AI). We
recognise the growing role of technology for our customers, suppliers and
colleagues in everything from remote working and learning, to accessing
and delivering goods and services.
Cyber threats and digital security
Overview
Cyberattacks pose a constant risk to our operations, both directly in relation to
our own digital estate and indirectly to our supply chain. Cybercrime continues to
evolve rapidly, including geopolitical, ransomware and vulnerability management
threats. Attacks may come from individuals or highly organised criminal groups
intent on stealing money, sensitive data or potentially holding organisations
to ransom.
Through the COVID-19 pandemic, consumers quickly became increasingly reliant
on digital channels and fraudsters responded just as quickly. In 2023, research
commissioned by NatWest Group, combined with our own data, showed that
almost two-thirds (63%) of people feel apprehensive about their financial online
safety – with 60% worried about losing money to a scammer online. The importance
of digital security, in both keeping our customers safe from criminals and ensuring
the bank is compliant with regulatory and legal requirements, is paramount.
Our response
We continued the digital transformation of our systems in 2023 to make it easier
for customers to access our services when and where they want. Through our
payments service Tyl, we were one of the first banks to offer Apple and Android
Tap to Pay, a low-cost service removing the need for any hardware to accept
payments. For our Retail Banking customers, we further developed our mobile
banking app and we’re using data ethically to better understand our customers’
needs and behaviours. This is to help keep their money safe, as well as offer
personalised insights to support their financial wellbeing.
We’re also focusing on how we use AI and machine-learning technologies safely
and ethically to improve the support we can offer to our customers and ensure
that our use of data continues to be secure, accountable, fair and ethical. In
September 2023, we announced the expansion of our collaboration with Amazon
Web Services Inc. to accelerate the use of, and develop, responsible AI products
to help customers manage their financial wellbeing through personalised support.
Through the collaboration, we have developed AI models that analyse customer
behaviour and help us to detect if customers are being scammed, allowing us to
intervene more quickly and reduce financial loss.
We also, announced in November 2023, a collaboration with IBM on a generative
AI initiative with enhancements to our virtual assistant Cora. This will provide
our customers access to a wider range of information through conversational
interactions with Cora+. We aim to harness the power of responsible and ethical
AI to form part of our wider strategy, collaborating with IBM and other experts
to help our customers achieve financial wellbeing through personalised support.
Our response
We use biometric security features to help make online banking more secure
for our customers, deploy rigorous due diligence on third parties and work to
protect and educate our colleagues and customers on fraud and scam activity.
We regularly review, measure and test controls. In 2023, we created a ‘Security
Profile’ tool on our mobile banking app that offers customers tailored security
features and content designed to keep them safe.
To provide service continuity for customers and limit disruption, we monitor
and assess a diverse and evolving array of external and internal threats. We also
develop, strengthen and adapt our existing control capability to absorb and adapt
to disruptions that could impact our customers.
While new technological advances, such as machine learning, bring new security
challenges, they can also offer significant business opportunities when used safely.
In addition to the standard security assessments performed on new technologies,
our Digital Security team is working closely with the NatWest Group Artificial
Intelligence Centre of Excellence and third parties to support their safe and
secure deployment.
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2023 Annual Report and Accounts
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Market environment continued
Climate change
Overview
Climate change and environmental degradation are inextricably linked, and each
require immediate and significant action to avert potentially irreversible impacts.
Climate and nature-related risks have the potential to affect asset values,
operational costs and business models, not only through increasing frequency
and severity of extreme weather events and biodiversity loss, but also as the
transition to a net-zero economy accelerates.
These risks, transmitted through the economy to NatWest Group, continue to
evolve, reflecting increasing regulatory, legislative, political and societal change.
Likewise, our response continues to develop.
Regulation
Overview
We operate in a highly regulated market which continues to evolve in scope.
Areas of current regulatory focus include delivering good customer outcomes,
in particular, the introduction of the Financial Conduct Authority’s (FCA) new
requirements for a Consumer Duty, which expands its rules and principles
to require firms to provide better consumer protection.
Our response
We have an ambition to be net zero across our financed emissions, assets under
management and operational value chain by 2050, aligned with the UK’s legal
commitment to be net zero by 2050. We continue to support our customers’
transition to a net zero economy and monitor further developments, including
progress on supplier and fund decarbonisation. During 2023, we continued to
implement our Climate transition plan, focusing on prioritising climate-related
opportunities based on their relative commercial and decarbonisation potential
to support our customers and the wider economy transition to net zero. We also
recognise the role of partnerships and collaborations in the transition to net zero.
We have now provided £61.9 billion in climate and sustainable funding and
financing against our target of £100 billion between 1 July 2021 and the end of
2025. We have now analysed 90% of our loans and investments exposure as at
31 December 2022 for Scope 3 category 15 financed emissions and reduced our
Scope 1 and location-based Scope 2 own operations emissions by 54% against a
2019 baseline.
The achievement of NatWest Group’s Climate transition plan has a significant
dependency on factors and uncertainties beyond our direct control, including timely
and appropriate UK Government policies, technology developments, as well as
supplier, customer and societal response. Delays to a range of net zero-related UK
Government policies indicate the pace of implementation is slower than required for
the net-zero transition as outlined in the UK Committee on Climate Change’s sixth
carbon budget issued in 2020. As a result, NatWest Group considers achievement
of the following ambitions increasingly challenging: (i) 50% of our mortgage portfolio
to have an EPC rating of C or above by 2030 and (ii) to at least halve the climate
impact of our financing activity by 2030, against a 2019 baseline.
Our response
We constantly monitor regulatory change and work with our regulators to help
shape those developments that materially impact the bank, responding when
necessary either bilaterally or in partnership with one of our affiliated industry
bodies. We implement new regulatory requirements where applicable and use our
frequent engagement meetings with regulators to discuss key regulatory priorities.
Focus areas in 2023 were:
The implementation of the Smarter Regulatory Framework following Royal
Assent of the Financial Services and Markets Bill.
Climate change and the development of the regulatory framework for
sustainable finance (IFRS S1 & S2).
Fraud and financial crime, with a focus on protecting customers from ever
more sophisticated scams.
Capital and liquidity management, including the UK’s approach to the
implementation of Basel 3.1.
Following the European Central Bank’s (ECB) approval of the NatWest
Group’s dual intermediate EU parent undertaking (IPU) structure, the ongoing
consolidated direct supervision by the ECB for our five subsidiary entities in
Europe, commenced on the 1 January 2024.
The risks and opportunities presented by ‘Big Tech’ companies’ entry into
the retail financial services sector.
Responding to the consultation on improving diversity, equity and inclusion
in financial services, through policy developments focused on improved
data collection and reporting, and the use of targets for representation.
Read more on pages 48 to 59 and in our 2023 Climate-related Disclosures Report.
Read more about how we’ve responded to the implementation of the Consumer Duty
on page 40.
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For Mikael Rosen, Relationship Director in Corporate
& Commercial Banking, great service is about
understanding our customers’ needs…
Businesses come in all shapes and sizes. They face different challenges as
they evolve and need different support as they grow.
As a relationship manager, I’ve learned that there’s never a one-size-fits-all
approach to helping our business customers. Often, it’s about providing a
wide range of support, from meeting a business’s everyday banking needs
to assisting with its longer-term goals for growth.
In 2023, it was great to continue our work with South Coast Insulation
Services (SCIS), a national, Trustmark-accredited energy efficiency provider.
The business is ambitious about its growth journey and the
role it could play in improving energy efficiency in the UK
housing and property market. To support this, in 2023
SCIS acquired Cotswold Energy Group, a renewable
energy specialist offering solar, ground and air source
heat pumps, and electric vehicle solutions.
We supported SCIS with the acquisition, providing a
£6 million revolving credit facility to fund the transaction.
We’ve worked with the customer for a long time and been
able to build a good relationship. Our knowledge of the
company meant that we could structure a deal which
suited SCIS’s business model and expansion plans,
providing funding for growth and supporting its working
capital needs. We have since further supported SCIS,
providing asset finance as it continues to scale its
operations and national coverage.
As one of the biggest banks for businesses in Great Britain,
I like to think we champion our business customers by
working with them to understand their needs, finding
the right solutions to help them grow.
Helping UK
businesses to grow
customers
Serving our
every day
Supporting business in 2023
101,700
start-ups supported
95.1 million
Tyl payments processed
24 months
of free everyday business
banking provided by our
Current Account Switch
Service launched in 2023
over 1,300
entrepreneurs supported
via the NatWest
Accelerator
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2023 Annual Report and Accounts
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Supporting customers at every
stage of their lives
We believe that sustainable growth will come from building closer
relationships with our customers and our ability to better serve
them at every stage of their lives.
Progress in 2023
We continue to help future generations develop good money habits through our
Youth accounts – including Rooster Money – which have now grown to over
574,000 customers, a 1-in-5 share of the youth market.
(1)
In 2023, we helped c.6 million
(*)
Retail Banking customers with their financial
wellbeing. We also carried out over 300,000
(*)
business support interventions through
initiatives such as Dream Bigger and Business Builder, providing advice to help start,
run or grow a business.
In 2023, we increased our lending to customers by £9 billion, up 3% compared
with 2022.
To help our customers feel more money confident, have greater control of their
day-to-day finances and plan for the future, we launched the Insights feature in our
Retail Banking mobile app in November 2023. The feature had 3.6 million users at the
end of 2023.
As a committed champion of new businesses, we supported 101,700 start-ups
finance their operations in 2023.
Delivering our strategy
It’s our focus on our strategic priorities that underpins our progress. Our business is
resilient and we’re supporting growth with our long-term investment plans and our
digital transformation.
(1)
As at October 23 (latest available), Sources: CACI – UK youth flow share (11-18 years old) cash card and no overdraft; NatWest Rooster Money (11+ years old) accounts opened (12 months rolling).
(2)
An active digital user is a customer who has accessed either their online banking platform or mobile banking app.
(*)
Within the scope of EY assurance. Refer to page 68.
Progress in 2023
As one of the first banks in the UK to offer Apple and Android Tap to Pay, we made
payments easier, faster and cheaper for businesses in 2023 by removing the need
for hardware and providing a low-cost, pay-as-you-go service.
More than 100,000 customers now invest through our digital investment service
provided by the Coutts Investment Centre of Expertise and over 93% of payments
in Private Banking are now made digitally.
We now have 10.9 million
(*)
active digital users
(2)
. We have 9.8 million
(*)
customers who
have accessed the Retail Banking mobile app and 3.5 million
(*)
customers who have
accessed online banking in 2023.
In 2023, Cora, our AI virtual assistant, handled 10.8 million
(*)
Retail Banking
conversations, almost half of which required no human input.
We have created 17.2 million positive interactions with customers through
personalised messages.
Simple to deal with
By being simple to deal with we will improve both customer
journeys and colleague engagement, providing an easier and
more intuitive banking experience. Our focused investment allows
us to further simplify processes and deliver cost efficiency.
Outcome
We can leverage the expertise we have across our bank to
deliver products and services that are relevant throughout
the lifecycles of our customers.
Outcome
Through understanding our customers better and being
simple to deal with we can offer more relevant products,
more quickly and at the right time.
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2023 Annual Report and Accounts
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Progress in 2023
Our capital generation remained strong in 2023 and as a result, £3.6 billion
shareholder distributions were paid and proposed in 2023.
We invested £1.3 billion in our business during 2023 across growth, simplification,
technology enablement and keeping our business safe and secure.
Our continuing exit from the Republic of Ireland has resulted in a reduction in RWAs
during 2023 from £5.4 billion to £1.4 billion, with the close-down process substantially
complete. The sale of performing tracker and linked mortgages to AIB announced in
Q2 2022 is now 79% complete. The remaining migration is expected to occur during
2024. Meanwhile, the sale of the portfolio of mostly non-performing mortgages,
unsecured personal loans and commercial facilities to CarVal announced in Q3 2023
is now 71% complete. Two further migrations will take place during 2024 to complete
this transaction. In addition, the sale of non-tracker mortgages, micro-SME loans and
the Asset Finance business to Permanent TSB Group Holdings plc was completed
in 2023.
We have now provided £61.9 billion in climate and sustainable funding and financing
(£29.3 billion in 2023
(*)
) towards our £100 billion target between 1 July 2021 and the
end of 2025.
Sharpened capital allocation
Through balance sheet growth we use our capital to invest in
the people and infrastructure of our organic business. This allows
us to react to regulatory change and to distribute capital to our
shareholders while operating in a 13–14% CET1 ratio range.
Delivering our strategy continued
(*)
Within the scope of EY assurance. Refer to page 68.
Outcome
We aim to continue to deploy our financial capital to create
value for our stakeholders and society over the long term
as well as generating sustainable returns.
Learn more about our strategy
How we measure our progress: refer to our Key performance indicators on pages 20 to 22.
How we shape our decisions: refer to our Market environment section on pages 14 to 16.
How we balance our actions: refer to our Risk management overview section on pages 60 to 65.
How we reward for progress: refer to our Annual remuneration report on pages 141 to 161.
Powered by people, technology,
innovation and partnerships
We need to continually evolve our capabilities, investing
in people, technology and partnerships so we can be a
simple, safe and smart bank that is driven by data and
digital innovation.
Progress in 2023
In June 2023, we completed our acquisition of a majority shareholding in the
workplace savings and pensions fintech, Cushon. The acquisition enables us to offer
a suite of financial wellbeing services to our Commercial & Institutional and Private
Banking customers.
To reduce financial barriers for farmers transitioning to sustainable agricultural
practices, we announced strategic partnerships with WWF-UK and with food
manufacturer McCain.
In collaboration with the University of Edinburgh, NatWest Group announced in June
2023 the investment of £2 million to create a Centre for Purpose-Driven Innovation
in Banking.
In November 2023, we announced the launch of our Home Energy Hub – a one-stop
shop for home energy improvements, enabling customers to connect to an ecosystem
of suppliers including British Gas, TrustMark, Vibrant, Wickes and Snugg.
Outcome
By scaling new and existing relationships through
technological and digital expertise, we aim to meet our
customers’ evolving needs and fulfil our growth ambitions.
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CET1 ratio
Operate with a CET1 ratio in the range of 13-14% over
the medium term.
Our performance
The CET1 ratio remains strong at 13.4%, or 13.2% excluding
IFRS 9 transitional relief. The 80 basis point reduction
compared with 31 December 2022 principally reflected
proposed distributions deducted from capital of c.200 basis
points, and increased RWAs of c.50 basis points, partially
offset by the attributable profit.
Measuring our performance
Key performance indicators
Financial measures
Income (excluding notable items)
Cost:income ratio
(excl. litigation and conduct)
Expect total income excluding notable items to be around
£14.8 billion in 2023.
Achieve a cost:income ratio (excl. litigation and conduct)
below c.52% or c.£7.6 billion of operating costs in 2023.
Our performance
Total income, excluding notable items
(1)
of £14,339 million,
was £1,278 million, or 9.8% higher than 2022, but was below
our guidance of around £14.8 billion given in our 2022 year
end results. In our Q3 2023 results we updated our guidance
to around £14.3 billion reflecting changes in customer
behaviour and revised assumptions on interest rates.
(1)
Notable items of £413 million (2022: £95 million).
Our performance
The cost:income ratio (excl. litigation and conduct) was 51.8%
compared with 55.5% for 2022. Total operating expenses
were £309 million higher than 2022. Other operating
expenses were £339 million, or 4.6%, higher for the year
at £7,641 million. The increase was principally due to higher
staff costs, including a payment to support our colleagues
with cost of living challenges, inflationary pressures on
utility and contract costs and a property impairment.
Read more: Our investment case on page 10 and in our Outlook statement on page 8.
For details on how the KPIs are aligned to executive directors’ remuneration refer to our Annual remuneration report on pages 141 to 161.
Supporting customers
at every stage of their lives
Enterprise
Powered by people,
technology, innovation
and partnerships
Climate
Simple to deal with
Learning
Sharpened capital
allocation
Key
Achieved
On track
2023
2022
2021
£13,061m
£10,184m
£14,339m
2023
2022
2021
55.5%
69.9%
51.8%
2023
2022
2021
14.2%
18.2%
13.4%
Alignment with our strategic framework
How we measure our progress and
our future priorities
In 2024 we expect income, excluding notable items, to be in
the range of £13.0-13.5 billion.
Alignment with our strategic framework
How we measure our progress and
our future priorities
In 2024 we expect operating costs, excluding litigation and
conduct costs, to be broadly stable compared with 2023.
Alignment with our strategic framework
How we measure our progress and
our future priorities
Target a CET1 ratio in the range of 13-14%.
Below guidance
provided in
2022. In line
with Q3 2023
guidance
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Supporting customers
at every stage of their lives
Enterprise
Powered by people,
technology, innovation
and partnerships
Climate
Simple to deal with
Learning
Sharpened capital
allocation
Key
Achieved
On track
Key performance indicators continued
Non-financial measures
Return on tangible equity
Climate and sustainable funding
and financing
(1)
Achieve return on tangible equity target of 14-16% over
the medium term.
Provide £100 billion of climate and sustainable funding and
financing between 1 July 2021 and the end of 2025. As part
of this we aim to provide at least £10 billion in lending for EPC
A and B rated residential properties between 1 January 2023
and the end of 2025.
Our performance
Return on tangible equity was 17.8%, above our guided
range, compared with 12.3% in 2022.
Our performance
In 2023 we provided £29.3 billion
(*)
of climate and sustainable
funding and financing towards our £100 billion target. This
took our cumulative total since July 2021 to £61.9 billion
(*)
towards our target to provide £100 billion of climate and
sustainable funding and financing by the end of 2025.
How we measure our progress and
our future priorities
Funding and financing provided to support climate and
sustainable activities in line with our climate and sustainable
funding and financing inclusion (CSFFI) criteria.
(1)
Read more: Our climate-related disclosures on pages 48
to 59 and in our 2023 Climate-related Disclosures Report.
Supporting enterprise through unique
programmes
Support removal of barriers to UK enterprise
growth through provision of learning, networking,
and funding interventions.
Our performance
In 2023 we have supported 57,155
(*)
young people and
45,263
(*)
individuals and businesses through our enterprise
programmes with 300,771
(*)
customer interventions delivered.
Of those supported:
34%
(*)
were from ethnic minority backgrounds.
55%
(*)
support provided to women.
75%
(*)
were in regions outside London and south-east England.
How we measure our progress and
our future priorities
Support provided through enterprise programmes and
customer interactions to start, run or grow a business.
Read more: Our Annual remuneration report on pages
141 to 161 and in our 2023 ESG Disclosures Report.
How we measure our progress and
our future priorities
In 2026 we expect to achieve a return on tangible equity of
greater than 13%.
2023
2022
2021
12.3%
9.4%
17.8%
2023
2022
2021
£24.5bn
£8.1bn
£9.4bn
£29.3bn
(*)
2023
2022
2021
53,000
c.55,000
45,000
(1)
For the year ended 31 December 2023, the NatWest Group CSFFI criteria published in December 2022 has been used to determine the assets, activities and companies that are eligible to be counted. For the year ended 31 December 2022, our CSFFI
criteria published in October 2021 was applied. For the year ended 31 December 2021, the CSFFI criteria published in February 2021 was applied. The CSFFI criteria includes lending to personal customers for properties with EPC A and B ratings, and
these were included within climate and sustainable funding and financing reporting from 1 July 2021. NatWest Group’s own Green, Social and Sustainability (GSS) bond issuances are not included in the figures above.
(*)
Within the scope of EY assurance. Refer to page 68.
Financial measures
Alignment with our strategic framework
Alignment with our strategic framework
Alignment with our strategic framework
Below guidance
provided in
2022. In line
with Q3 2023
guidance
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2023 Annual Report and Accounts
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Build and strengthen a healthy culture
(1)
Net Promoter Score® (NPS) Retail
(2)
Net Promoter Score® (NPS)
(2)
Business
Commercial Mid-Market
Achieve our culture target of 80 points as measured
through the Our View colleague engagement survey.
Achieve 2023 NPS targets for our core
customer-facing businesses.
Achieve 2023 NPS targets for our core
customer-facing businesses.
Our performance
In 2023, we exceeded our target on Culture by 3 points.
We have introduced an experimentation index to support
leaders to assess the extent to which colleagues have an
experimentation mindset, feel empowered to drive change
and try new ways of thinking. Our View survey results across
2023 show that our experimentation culture is improving.
Alignment with our strategic framework
Alignment with our strategic framework
Alignment with our strategic framework
Our performance
2023 was a high-profile year for the retail banking industry
with rates being a key focal point for customers over the
12 months. Against this backdrop, the NPS for NatWest
Retail Banking dropped slightly from 22 in Q4 of 2022 to
21 in Q4 of 2023.
Our performance
Businesses continued to face into elevated rate conditions
in 2023. NPS for NatWest Business dropped two points
from -6 in Q4 of 2022 to -8 in Q4 of 2023 and the NPS for
Commercial Mid-Market Banking dropped from 16 in Q4 of
2022 to 8 in Q4 of 2023. Compared with other banks, our
ranking in Business Banking has not changed; we remain
a leader in Commercial Mid-Market. Our focus in 2024 is
to enhance customer journeys and platforms, deepen
relationships and free up front-line capacity.
Key performance indicators continued
Non-financial measures
(1)
The culture index used to measure culture consists of 10 questions as defined and measured in Our View, our colleague engagement survey. All scores shown are for NatWest Group and include Ulster Bank RoI. To enable like-for-like year-on-year
comparisons, all scores shown are based on the Willis Towers Watson (WTW) calculation methodology.
(2)
NPS® and the NPS-related emoticons are registered trademarks of Bain & Company, Inc., NICE Systems, Inc., and Fred Reichheld.
(3)
During 2022, a methodological change was made to retail NPS measurement which resulted in an uplift in NPS scores for all brands including NatWest. 2022 performance has been measured removing the impact of this positive change. 2023 goals
have been set from a new +22 baseline which takes into account the positive impact of the methodological change.
How we measure our progress and
our future priorities
2024 NatWest Business Banking NPS -6.
2024 NatWest Commercial Banking NPS 11.
Read more: Our customers section on pages 32 to 34 and
our Annual remuneration report on pages 141 to 161.
How we measure our progress and
our future priorities
2024 NatWest Retail Banking NPS 22.
Read more: Our customers section on pages 32 to 34 and
our Annual remuneration report on pages 141 to 161.
How we measure our progress and
our future priorities
Achieve our culture target as measured through our
colleague engagement survey, Our View.
Read more: Our colleagues section on page 36 to 39,
Annual remuneration report on pages 141 to 161 and in
our 2023 ESG Disclosures Report.
2023
2022
2021
82
83
83
2023
2022
(3)
2021
22
13
21
2023
2022
2021
-6
-3
-8
2023
2022
2021
16
13
8
Supporting customers
at every stage of their lives
Enterprise
Powered by people,
technology, innovation
and partnerships
Climate
Simple to deal with
Learning
Sharpened capital
allocation
Key
Achieved
On track
Below guidance
provided in 2022.
In line with Q3
2023 guidance
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2023 Annual Report and Accounts
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Images TBU
Lead Product Owner in our Digital Channels team,
Sue Duka, explains how she’s helping mobile banking
customers take control of their digital security…
Mobile apps have become fundamental to many people’s lives. They’re now
an essential offering of banking services, giving customers control of their
finances and the freedom to bank where and when they want to.
With nearly 10 million customers regularly using our mobile banking service,
we know how important digital security is. We’ve invested significantly in digital
security and our mobile banking apps are built with sophisticated levels of
protection. Despite this, new scams emerge every day and fraudsters are
learning new and inventive ways to exploit customers’ vulnerabilities, with
potentially devastating financial and emotional impacts.
It’s not always easy for customers to know what they can
do to protect themselves. That’s why in 2023 we created
Security Profile, a dedicated space in our mobile banking app
where customers can see how we safeguard them and what
they can do to stay secure.
Security Profile shows customers steps they can take
to improve their security, such as setting controls like
transaction notifications and turning on biometric approvals.
We’ve also added personalised education to help customers
avoid fraud and scams.
Our approach to developing Security Profile has customers
at its heart, and I’ve worked closely with our Digital Security
and Fraud colleagues, along with many other teams from
across the bank, to respond to our customers’ needs and
feedback. This work has included improving our biometric
approvals to make them more secure and easier to use.
We’ve enhanced these features to better spot things such
as deep fake technology that could be used in fraudulent
transactions. We’ve also removed the need for customers
to blink when they use the feature, making it more
accessible to people who can’t complete this action.
Being part of such important work is something I really value.
It’s hugely rewarding to know about the impact these
features have on our customers and the difference
they make in helping us to prevent fraud.
Keeping our customers
digitally secure
Enabling digital security in 2023
9.8 million
Retail Banking
customers used mobile
banking in 2023
3.1 million
customers used Security
Profile in 2023
1.8 million
customer actions to boost
security on Security
Profile in 2023
customers
Serving our
every day
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In this statement, we describe how our directors have had regard
to the matters set out in section 172(1) (a) to (f) of the Companies
Act 2006 (section 172) when performing their duty to promote the
success of the company.
The Board reviews and confirms its key stakeholder groups for the purposes of section 172
annually. For 2023, they remained investors, customers, colleagues, regulators, communities
and suppliers.
Our directors are mindful that it is not always possible to achieve an outcome which meets
the expectations of all stakeholders who may be impacted, and that there may be impacted
stakeholders outside the six key groups the Board has identified. Examples of how the Board
has engaged with stakeholders can be found in this statement and in the Corporate
governance report pages 101 and 102.
Our Board and committee terms of reference (available at natwestgroup.com) reinforce
the importance of considering the matters set out in section 172 (the s172 factors, as set
out below). Our paper template also supports consideration of stakeholders and enables
good decision-making.
The spotlights on this page provide illustrative examples of how the section 172 factors were
considered by the Board during 2023. They describe how the Board played an important
oversight role in relation to key focus areas for the bank and its customers. On the following
page we provide insights into how two principal decisions were made by the Board during
the year, on capital distributions and Chair succession. Principal decisions are those decisions
taken by the Board that are material or of strategic importance to the company, or are
significant to NatWest Group’s key stakeholders.
The s172 factors
Likely long-term consequences
Employee interests
Relationships with customers,
suppliers and others
The impact on community
and environment
Maintaining a reputation for high
standards of business conduct
Acting fairly between members
of the company
Section 172(1) statement
Artificial intelligence (AI) and data
During a two-day strategy session the Board held with executive management
in June 2023 there was significant focus on the impact of emerging technologies,
including AI and digital currencies. Customer and colleague impacts were an
important consideration, particularly over the longer term. This session was
supplemented by two Board deep dives during the year on the Digital X strategy,
which management refreshed in March 2023. The Board noted that the change
in strategy for the function would position it well to meet future customer needs
and offered the opportunity to double the number of engineering roles over
three years.
Nature
The Board provided oversight of various matters relating to nature throughout
2023, reflecting the growing understanding of the importance of this element of
sustainability and its potential long-term impacts. In July 2023 the Board discussed
strategic ambitions with management, and the opportunities available to the bank
to take action in this area. Bespoke Board training on nature and biodiversity later
in 2023 helped to build directors’ knowledge of the impact on local communities
and how the bank might support efforts in this area. Given the increasing
importance of nature and biodiversity, when reviewing the Board skills matrix
for 2023, directors were also invited to consider their experience in this area
in the context of ESG. The Board skills matrix is on page 90.
Consumer Duty
Having previously approved the plan to comply with the Consumer Duty by July
2023, the Board closely monitored management’s progress towards the initial
regulatory deadline and the future milestones. Directors considered how good
customer outcomes would be measured and documented, and how to ensure
colleagues have the tools to fulfil their roles and responsibilities to best serve
customers. A dedicated training session on the requirements was provided
by the external consultancy Oxera to build directors’ understanding of the
requirements and how the bank can best deliver good customer outcomes.
The Board appointed Roisin Donnelly as NatWest Group Consumer Duty Board
Champion from 26 April 2023. Ms Donnelly also joined the Group Sustainable
Banking Committee which supports the Board in the oversight of Consumer Duty.
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Section 172(1) statement continued
Capital distributions
What was the decision-making process?
The Board approved a number of external capital distributions in 2023. These
included full-year and interim dividends and participating in a directed buyback
of ordinary shares held by HM Treasury. In addition, two on-market buybacks
of ordinary shares were approved during 2023. As part of our quarterly
results announcements the Board also approved external guidance on capital
distributions. The Board considered the proposed distributions in the context
of the agreed budget and capital plans for the year, including current and
future regulatory capital requirements and the available funds for distribution.
Consideration was also given to the macro-economic environment including the
impact of higher interest rates on customer behaviour. The Group Board Risk
Committee reviewed all capital distribution proposals prior to submission to
the Board, making appropriate recommendations informed by the views of
the second and third lines of defence.
How did the directors fulfil their duties under section 172?
How were stakeholders considered?
The decisions in relation to capital distributions fulfilled the commitment made in
the NatWest Group plc 2022 Annual Report and Accounts to return significant
capital to shareholders through 2023 in line with our strategy for growth which
drives attractive returns to shareholders. The Board was particularly focused on
ensuring the proposed distributions would support the long-term success of the
company to the benefit of all stakeholders. Feedback gained via ongoing investor
engagement by executive directors regarding the capital distribution narrative
also informed the Board’s decision-making. A key consideration in the decision to
use capital to undertake the two on-market buybacks was the share price – the
valuation on each occasion meant that this course of action would be materially
more accretive than alternative options. Investors, and their expectations in terms
of capital distributions, were another important factor. The Board considered the
financial implications the distributions might have and any potential impact on the
bank’s ability to serve our customers every day.
Actions and outcomes
The final dividend of 10 pence per ordinary share was approved by shareholders
at the Annual General Meeting in April 2023 and an interim dividend of 5.5 pence
per ordinary share was approved by the Board in July 2023. In May 2023 the
Board approved participation in a standalone directed buyback of 469,200,081
ordinary shares (worth £1.3 billion) in the company from HM Treasury. Two
on-market buybacks were approved by the Board – the first in February 2023,
up to a value of £800 million, and the second in July 2023, up to a value of
£500 million. These actions were in line with the external guidance provided
in February 2023, and reviewed as part of each results announcement.
Chair succession
What was the decision-making process?
On 6 September 2023 the Board approved the appointment of Rick
Haythornthwaite as the next Chair of NatWest Group plc. Rick joined the Board as
an independent non-executive director and Chair Designate on 8 January 2024
and will succeed Howard Davies as Chair on 15 April 2024. The appointment
followed a rigorous search process led by the Senior Independent Directors
of NatWest Group plc and NatWest Holdings Limited, overseen by the Group
Nominations and Governance Committee (N&G), and supported by an external
search firm. The wider Board was closely involved through regular updates and
broader discussions. To support the Board’s decision, a detailed paper described
the N&G process leading to Mr Haythornthwaite’s identification as the preferred
candidate. This included our role-specification criteria, how candidate long and
short lists were compiled and reviewed, directors’ interview feedback on skills,
experience and suitability, and a review of external appointments, time
commitment and independence. The Board approved the appointment,
noting that Mr Haythornthwaite was a highly experienced Chair who combines
a successful commercial career with a deep knowledge of financial services
markets and technology. He also has a strong track record of delivery at
significant customer-facing organisations.
How did the directors fulfil their duties under section 172?
How were stakeholders considered?
The Senior Independent Director updated regulators and institutional investors at
appropriate points during the Chair search process. The Board carefully considered
Mr Haythornthwaite’s fitness and propriety, supported by references from
Mr Haythornthwaite’s current and previous boards, alongside other background
reports. The Board noted that Mr Haythornthwaite’s appointment would ensure
a smooth and orderly handover of the Chair role, providing stability and ensuring
strong leadership.
Actions and outcomes
Mr Haythornthwaite started his induction shortly after the September 2023
announcement, meeting internal and external stakeholders to cover an agreed
list of topics, to which Mr Haythornthwaite contributed.
Further details of the Chair search process can be found in the N&G report on
pages 105 and 109, and the induction programme is described in more detail
on page 96. Mr Haythornthwaite’s biography is on page 86.
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Investors
Customers
Colleagues
Regulators
Communities
Suppliers
Our business is made up of a network of relationships. Listening, engaging
and partnering with stakeholders helps us to address our business impacts
and improve outcomes for our customers. On pages 27 to 29 we highlight
our key stakeholders and provide examples of how we have collaborated
with them to create value.
Stakeholder engagement
We understand the importance of responsible environmental, social, and
governance (ESG) practices to our strategy and how our stakeholders play an
essential role in ensuring we can succeed. We engage with our stakeholders
to review the key ESG-related topics that matter most to them. This may
allow us to better address sustainability related matters of interest to our key
stakeholders and supports our voluntary ESG disclosures in our 2023 ESG
Disclosures Report.
Key ESG topics for our stakeholders
Stakeholder focus areas
Engaging with our stakeholders is vital to the success of our business. It helps
us improve outcomes for our customers, communities, and the environment.
On pages 30 to 43, we look at some of the ways that we supported our
stakeholders’ needs in 2023.
Learn more about our stakeholder engagement
For further information on how stakeholder considerations influenced the Board’s discussions
and decision-making: refer to our Section 172(1) statement on pages 24 and 25, and in our
Corporate governance report on pages 101 and 102.
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Investors
Providers of our capital and funding
How we engaged
Outcome of engagements
The Chairman, Group CEO and Group CFO took part
in a programme of engagement through quarterly results
presentations and meetings with our largest shareholders.
An open dialogue was maintained with our institutional shareholders, updating them on progress against our strategic
priorities and financial targets. 180 meetings were hosted by the Chairman, CEO and CFO during 2023 which also gave
investors the opportunity to provide feedback to the Board.
Meetings with our wider senior management team,
presentations at industry conferences and an investor spotlight
on our climate strategy.
Institutional shareholders, fixed income investors and research analysts gained a deeper understanding of our business
and were able to ask questions of the wider management team to inform their investment decisions.
Programme of meetings for our largest institutional shareholders
with the Senior Independent Director upon announcement of the
new Chair.
Institutional shareholders were able to discuss the appointment process for the new Chair and share their feedback with
the Board.
In addition to the AGM, our Chairman and Group CEO
represented the Board at a virtual shareholder event with
private shareholders.
Private shareholders had the opportunity to engage with Board members on topics including the cost of living crisis,
our strategy and our ambition to be a leading bank in the UK helping to address the climate challenge.
Challenges we faced:
On 26 July 2023, the Board announced that Alison Rose had agreed by mutual consent to step down as CEO of NatWest Group and that Paul Thwaite had been appointed as CEO for
an initial period of 12 months. It was recognised that the unexpected change in management was likely to generate a number of questions for investors, and so it was important to engage
quickly. After the news had been communicated to the market, we contacted our largest shareholders to offer them a meeting with the Chairman. A number of investors then spoke with
Howard Davies, with discussions focusing on the events surrounding the CEO’s departure and the scope of the independent review that would take place. In September 2023, Paul Thwaite
began a programme of meetings with our largest shareholders to discuss his immediate priorities and listen to their feedback on the business.
Customers
The people and businesses we serve
How we engaged
Outcome of engagements
Through our Carbon Planner, a free digital tool designed to help
UK businesses reduce their carbon footprint, and our Carbon
Footprint Tracker for retail customers.
We have made helping to address the climate challenge and supporting our customers in their transition to net zero a
strategic priority. Our tools could help customers and UK businesses to understand and reduce their carbon footprint.
Customer listening programme, delivered through small focus
groups of six to eight customers discussing their experiences.
In 2023, we held customer listening sessions on fraud, financial capability among customers in vulnerable situations,
financial management apps, financial networks and finance and investment planning for people over the age of 55.
These sessions were attended by ExCo members and other senior leaders across NatWest Group. We launched an
intranet page to share the content from these sessions with all colleagues and now provide a range of media for
colleagues, including reports, videos and podcasts.
Through our customer-facing websites and written
communications, detailing our support in response to
the UK Government’s Mortgage Charter.
We offered our customers additional support in response to the charter, building on our existing features for mortgage
customers who may be facing financial difficulties. In 2023, our mortgage cost of living support web pages were visited
over 57,000 times, with more than 30,000 customers utilising one of our additional support features.
NatWest Accelerator, Entrepreneur hubs and key
commercial partnerships.
We continued to collaborate with organisations such as Business in the Community, Hatch, Digital Boost, Women in
Business, and the Centre for Research in Ethnic Minority Entrepreneurship to support entrepreneurs from a diverse
range of backgrounds and sectors. In 2023, we supported over 1,300 entrepreneurs via the NatWest Accelerator,
of which businesses 56% were led by women and 21% by people from ethnic minority backgrounds.
Challenges we faced:
With the rapid rise in interest rates from late 2022 into 2023, customers urgently needed our support to understand the potential impacts and make informed decisions about their savings.
We mobilised with a combination of new products and engaging communications, resulting in existing customers taking action and over 100,000 new customers joining the bank to take
advantage of our savings products. This engagement strategy will continue to play a major role in supporting our customers as we help them to navigate the anticipated base rate changes
over the coming 12 to 18 months.
Stakeholder engagement continued
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Stakeholder engagement continued
Colleagues
The people who deliver our strategy
How we engaged
Outcome of engagements
Our View colleague engagement survey.
Our View September 2023 response rate was 84%, our highest-ever participation rate. The survey provided insights
to support leaders in developing clear action plans and improve the colleague experience across NatWest Group.
Understanding sentiment and using insight to drive people-based decisions means we are better equipped to help
our colleagues to thrive. By understanding where we can improve the colleague experience, we are better placed
to champion our colleagues’ potential, supporting them to do the same for our customers.
Wellbeing Champions, Inclusion Champions,
Our Colleague Experience Squad and employee-led networks.
We continued to support our employee-led networks (ELNs), which collectively have over 24,000 members globally.
We launched our global ELN event calendar continuing to promote cultural diversity and faith celebrations focusing
on impact and engagement.
Through our Climate Change Fundamentals
education programme.
In 2023, we committed to educate all colleagues through our Climate Change Fundamentals programme which was
completed by c.55,000 colleagues across the bank. The 60-minute programme, created in partnership with University of
Edinburgh Centre for Business, Climate Change and Sustainability, focused on building awareness of our climate ambitions
whilst helping colleagues build their own knowledge, skills, and behaviours to understand their role in climate change.
Colleague Advisory Panel (CAP).
The CAP continued to provide an important communication channel between the Board and colleagues. Panel members
and directors shared views on executive remuneration and the wider workforce, ESG, Consumer Duty, and human rights.
Discussions are reported to the Board by the CAP Chair, who also subsequently updates panel members. Refer to page
102 for more details on Board-level engagement.
Challenges we faced:
The unprecedented rise in the cost of living experienced by our colleagues created new challenges in 2023 through rising inflation and energy prices. We provided financial support
to our colleagues most likely to be impacted by making a significant investment in our annual pay review effective April 2023, and we continue to support colleagues with our suite
of financial wellbeing materials. Focusing on our lowest paid colleagues, we immediately implemented the changes to the real living wage and also increased our lowest starting salary
to £22,000 effective April 2023, an increase of 16% since April 2022. For 2024 this will further increase to £23,500, with a significant wider investment in colleague pay recognising the
pressures colleagues continue to face. 2023 also saw the announcement of our Sharing in Success (SiS) scheme which is intended to be a valuable addition to our colleague pay proposition.
Regulators
Whose rules and expectations we seek to comply with
How we engaged
Outcome of engagements
With the FCA on its Discussion Papers and Call for Inputs on
Big Tech firms entering the financial services sector.
Regulators have greater insight into the risks and opportunities posed by Big Tech firms’ entry into the sector and the
potential ramification of their use of technology.
Engagement with the Prudential Regulation Authority (PRA)
on the latest Basel 3.1 capital proposals.
We are awaiting final rules from the PRA; however, through our discussions with the regulator we have highlighted the
potential impacts on the real economy of increased capital requirements of the wider management team to inform their
investment decisions.
Engagement with the Financial Conduct Authority (FCA) on
our implementation of the new Consumer Duty.
Transparency on our implementation, consistent with the FCA’s stated ambition to iterate on approach with firms.
Challenges we faced:
NatWest Group has been keen to support the FCA in understanding the potential competition impacts of Big Tech’s entry in retail financial services. As such, we responded to the FCA’s
October 2022 Discussion Paper on ‘The potential competition impacts of Big Tech entry and expansion in retail financial services’, and are now subsequently working with the regulator on
its more recent November 2023 Call for Input on the ‘Potential competition impacts from the data asymmetry between Big Tech and firms in financial services’.
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Stakeholder engagement continued
Communities
The places where we have an impact
How we engaged
Outcome of engagements
Meetings, roundtable events and working groups with
the UK Government, engagement with personnel within
the government and the opposition.
Stakeholder engagement, combined with analysis of customer data, enabled us to better support those impacted by increased
cost of living. We issued regular communications on the economy, the cost of living support we provide, and guidance about
managing finances to MPs and researchers. We met with MPs and local groups and representatives to discuss alternative
ways of banking in areas affected by branch closures.
We collaborated with partners through the Sustainable
Homes and Buildings Coalition and the Energy
Efficiency Taskforce.
We continued to help to address the climate challenge, focusing on helping customers reduce energy costs by supporting
behavioural change and adapting their homes. We hosted events at Westminster in conjunction with former MP, Chris Skidmore
and the UK Net Zero Coalition – where we published the third Home is Where the Heat is report. We also continued to progress
our home retrofit plans and we participated in the UK’s representation at COP28.
We continued a regular series of constituency roundtable
events and visits, bringing together business customers
and local politicians to discuss the issues that matter
most to them.
We participated in events on fraud awareness, cost of living support and help with banking for senior citizens through
constituency engagement and liaison with local MPs. We demonstrated how NatWest Group adds value to local economies
by creating jobs and offering apprenticeships, as well as by supporting and nurturing startups and small businesses.
Establishing and building charity relationships to
explore how we can help communities to thrive through
customer giving, colleague fundraising and volunteering.
Through our colleague Do Good Feel Good campaign, good causes received £3.8 million and 125,026 hours of volunteering time.
Through our reward account, charities have received £987,000 in customer donations to support their vital work. We are a
long-standing partner of the Disasters Emergency Committee (DEC) and our campaign for the Turkey–Syria Earthquake Appeal
led to donations of over £3 million, which includes £1.87 million raised through our donation facility on our mobile banking app.
Challenges we faced:
Cost of living challenges following so quickly on from COVID-19 mean that charities continue to face challenges on fundraising while facing increased demand for their services. We have
collaborated with charities working most closely with those impacted by cost of living to explore ways we can support more.
Suppliers
Where we source our goods and services
How we engaged
Outcome of engagements
Board sessions with suppliers.
In 2023, the Board met with representatives of suppliers to strengthen relationships, to understand their experiences of working
with NatWest Group and to identify future opportunities and challenges. Refer to page 101 for details on Board-level engagement.
Our Supplier Charter.
We have amended the intent of the Supplier Charter to create a ’one-stop-shop’ for our suppliers. The charter highlights our
ambition to create a diverse and responsible supply chain and in 2023 we added new guidance around digital accessibility,
including valuable learning opportunities for our suppliers to share with their wider value chain.
Supplier Decarbonisation Programme pilot group.
Our Supplier Decarbonisation Programme was formed to help us achieve our ambition to reduce our operational value chain
scope 3 emissions by 50% by 2030, against a 2019 baseline, and achieve net zero by 2050 across our operational value chain.
The programme enabled colleagues to work with a test group of suppliers to understand the most effective way to build
awareness and capability and, ultimately, to have deeper and more informed conversations with suppliers about climate-related
matters. Refer to page 58 for further details on our Operational value chain.
Evidence-based supply chain sustainability assessments
for our suppliers by third-party provider, EcoVadis.
528 of our suppliers participated in an EcoVadis assessment in 2023. Where a supplier falls below the global EcoVadis average
(45.9%), a corrective plan is initiated and, if appropriate, is discussed at supplier meetings.
Challenges we faced:
Customers, employees, investors and governments increasingly demand that companies demonstrate how they’re working to be socially responsible and provide greater environmental
stewardship. With new sustainability legislation, standards and guidelines, the need to do more to support our suppliers is clear. That’s why in 2023, we’ve continued to enhance our
Supplier Charter to include guidance on digital accessibility, new developments and valuable learning opportunities for suppliers to share with their wider value chain.
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Private shareholders
We engaged with our private shareholders through our
Annual General Meeting (AGM), virtual shareholder events
and our annual and strategic report communications. The
AGM was held in April 2023 in person at our headquarters
in Edinburgh and available to watch live online via webcast.
We also held a live virtual shareholder event before the AGM
to give shareholders the opportunity to engage with our
Chairman and CEO prior to voting on the business of the
AGM. Virtual shareholder events remain a key component
of our stakeholder engagement programme. They provide
an opportunity for shareholders to hear from, and ask
questions of, Board members and senior management
on topics such as innovation, enterprise, sustainability and
our financial performance (including changes in the macro
economy and the impact on deposit offers and customer
behaviour). We intend to deliver further virtual events in
2024. Shareholder updates and recordings of our AGM
and virtual shareholder events can be found on our
website at natwestgroup.com.
Institutional shareholders and
fixed-income investors
Our well-established programme of global institutional
investor engagement saw management host 373 meetings
with institutional shareholders and 324 meetings with
fixed-income investors in 2023. The financial year began
with a presentation on our annual results in February 2023,
hosted by our Chairman, CEO and CFO. This live event
took place virtually and included an interactive question and
answer session to give research analysts, shareholders and
fixed-income investors an opportunity to engage with our
management team. Further quarterly results presentations
took place virtually alongside the release of our financial
results in April, July and October 2023.
Our CEO and CFO engaged regularly with UK Government
Investments and our largest active institutional shareholders
throughout the year to update them on our progress. As
in-person contact continued in 2023, we hosted a hybrid
programme of in-person and virtual one-to-one and
group meetings with institutional shareholders from around
the world. Meetings with shareholders and fixed-income
investors covered key topics such as progress against
our financial targets, interest rate sensitivity, capital return
policy, regulation and the macroeconomic environment.
Environmental, Social and Governance (ESG) issues
were regularly discussed at our one-to-one meetings.
We participated in several ESG focused roadshows
and investor events and we continued to engage
with sustainability rating agencies and data providers.
In 2023, NatWest Group won the 2023 Finance for the
Future Awards for ‘Embedding an Integrated Approach’
and ‘Communicating Integrated Thinking’. We were also
named as a Climate Leader at the 2023 Finance for the
Future Awards, recognising our progress in integrating
sustainability into financial decision-making.
Our ongoing Investor Relations programme also
allows investors the opportunity to hear from the wider
management team. In March 2023 we hosted a spotlight
event, inviting shareholders, fixed-income investors and
research analysts to join a presentation on our climate
strategy. Throughout the year, our business CEOs and
CFOs attended industry conferences and hosted broker-
organised meetings to talk about their strategic priorities
and recent business performance with groups of investors.
Change in management
On 26 July 2023, the Board announced that Alison Rose
had stepped down as CEO of NatWest Group and that
Paul Thwaite had been appointed as CEO for an initial period
of 12 months. After the news had been communicated to
the market, we contacted our largest shareholders to offer
them a meeting with the Chairman. A number of investors
took up the offer and spoke with Howard Davies over the
days and weeks that followed. Discussions focused on the
events surrounding the CEO’s departure and the scope of
the independent review that would take place. Shareholders
gave their feedback directly to the Chairman and he was able
to provide them with reassurance about the appointment of
the new CEO and the strength of the underlying business.
In September 2023, Paul Thwaite began a programme
of meetings with our largest shareholders to discuss
his immediate priorities and listen to their feedback
on the business.
On 6 September 2023, the Board also announced that Rick
Haythornthwaite will succeed Howard Davies as Chair. Rick
joined the Board of NatWest Group plc as an independent
non-executive director on 8 January 2024 and following a
handover period will take over as Chair on 15 April 2024,
when Howard Davies will stand down from the Board.
Highlights
Share count reduction
We reduced the number of ordinary shares
outstanding by 9% over the year through
our directed and on-market share buyback
programmes. This contributed to a 26%
increase in total dividend per share in 2023
compared with 2022.
Virtual shareholder
events in 2023
We hosted live online events for our retail
shareholders in April and December 2023,
which remain a key component of our
stakeholder engagement programme.
Strong attendance for
our investor events
on climate
A wide audience including equity and
fixed-income investors, ESG specialists
and sell-side analysts attended our
climate-focused event in March 2023.
Investors
We continued to return capital to
shareholders through a combination of
dividends and buybacks over the course
of 2023. A £1.3 billion directed buyback of
shares held by the UK Government in May
2023 helped to reduce the UK Government’s
stake in NatWest Group to 37.97% at the
end of 2023.
Stakeholder focus areas
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Stakeholder focus areas continued
Our Investor Relations programme is planned to inform existing shareholders and potential new investors about our financial
performance, strategic progress and investment case. To support our quarterly results presentation, we proactively organise
investor roadshows covering the major financial centres, further deepening engagement by joining broker-organised conferences,
sales force presentations with major investment banks and round tables with sell-side analysts who publish research on NatWest Group.
Our calendar also includes stewardship meetings with shareholders on ESG topics and corporate governance. Private shareholders
have the opportunity to engage directly with our management team and Board members at the Annual General Meeting and virtual
shareholder events held throughout the year.
February
March
April
May
June
July
August
September
October
November
December
17 February:
Annual results
30 March:
Climate
Spotlight
Management
roadshows and
conferences
18 April:
Virtual
Shareholder
Event
28 April:
Q1 results
Corporate
Governance
meetings with
investors
(Chairman)
25 April:
Annual
General
Meeting
Management
roadshows and
conferences
28 July:
H1 results
Management roadshows
and conferences
Shareholder
meetings with
Chairman on
change of CEO
Shareholder meetings
with Senior Independent
Director to the Board
on appointment of
new Chair
27 October:
Q3 results
Management roadshows
and conferences
4 December:
Virtual Shareholder Event
2023 Investor Engagement Roadmap
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Stakeholder focus areas continued
(1)
Free for ages 18+ with a UK, Channel Islands or Isle of Man address, following successful registration. Data provided by TransUnion.
(*)
Within the scope of EY assurance. Refer to page 68.
Building financial wellbeing and resilience
A tough economic environment means that we need to
be there for our customers more than ever. In 2023, we
reached our goal, set in 2020, to help 2 million people build
a savings habit and resilience for the future by saving more
than £100 for the first time with NatWest Retail Banking
since 2020. Now, we have set a 2027 ambition to help
10 million people to manage their financial wellbeing.
We’re aiming to reach this target through digital tools and
personalised engagements with customers, like our Financial
Health Checks and the Know Your Credit Score tool, which
is now available free to anyone over 18 living in the UK,
even if they’re not a customer.
(1)
For our personal customers, we’ve also provided breathing
space in times of financial difficulty. Where customers have
missed several payments on unsecured debt, like a loan
or an overdraft, we extended the time they have to repay
from 18 to 24 months. We also offered tailored support to
personal mortgage customers in persistent financial difficulty
who are receiving help from our specialist Financial Health
and Support teams. In 2023, we delivered 4.3 million
(*)
financial capability interactions, with a cumulative total
of 18.4 million
(*)
interactions delivered between 2020 and
2023 against our strategic target of 15 million interactions
by 2023. This includes use of our financial capability
programmes, services, products and features.
Developing a savings habit is an essential element of building
financial resilience. Tools like the Savings Goal feature in
our mobile banking app can help customers to understand
and organise their spending, identify savings opportunities
and set realistic savings goals for the short and long term.
Our Round Ups tool is also helping customers boost their
savings. Available in our mobile banking app, Round Ups
allow customers to round up their spending to the nearest
pound, with the spare change directed to their savings
account. During 2023, over 394,000 customers have
turned on savings Round Ups.
NatWest Group plays a vital role in supporting financial
inclusion and giving customers access to the cash they
need. Short-term borrowing can be a valuable tool to help
manage financial wellbeing. We offer different short-term
borrowing propositions to suit our customers’ needs. These
include instalment plans, which let customers pay off large
credit card purchases by making fixed repayments over
a set period of time in return for a lower interest rate.
Highlights
Helping 2 million
people save £100
for the first time
We reached our 2020 goal to help more
people build a savings habit. Saving more
than £100 for the first time with NatWest
Retail Banking since 2020.
Fuel and electric vehicle
(EV) charging cashback
for business customers
We helped business customers offset their
costs when they use their business
credit card.
Empowering more
people to understand
their credit score
We made our Know Your Credit Score
tool available to everyone in the UK, even
if they’re not a customer.
(1)
Support for customers
in vulnerable situations
We launched new training for our colleagues
to help customers in vulnerable situations.
Customers
We’re working to meet our customers’
needs and provide better, more
personalised products and services.
Understanding the
trends shaping young
people’s finances
We want to be the easiest bank for parents to
interact with and the most relevant for young
people. That’s why we’re working hard to know
our customers better.
In May 2023 we published the NatWest Rooster
Money Pocket Money Index. It’s a study of
activity of over 125,000 NatWest Rooster Money
app users between March 2022 and February
2023 and reveals the trends shaping young
people’s finances – from average earnings to the
importance of saving. The index showed that
children’s average earnings increased by 11%
to £338.84 a year (or £6.42 per week),
outpacing Consumer Price Index (CPI) inflation
for the period of the study. As the cost of living
crisis continued, far fewer families committed to
a regular pocket money allowance, while
children were more entrepreneurial than ever,
earning 16% more in 2022/23 than the previous
year from side hustles like babysitting or reselling
old clothes and games.
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Stakeholder focus areas continued
We monitor usage of these propositions closely and have
processes in place to protect customers. These help us quickly
identify anyone who could be facing financial difficulty or using
our products in a way that could create longer-term problems
– for instance, by paying for gambling or cryptocurrency.
We’ve listened to business customers about the challenges
they face. With one in three business customers telling
us that reduced banking fees would help them deal with
ongoing pressures, in January 2023 we launched fuel and
EV charging cashback on our Business Credit Cards to
help offset the cost of doing business.
In July 2023, we launched a new business banking
switcher offer for SMEs. Customers with a turnover of up
to £2 million who switch to NatWest, Royal Bank of Scotland
or Ulster Bank NI using the Current Account Switch Service
will get 24 months of free everyday business banking.
The new offer is expected to save business customers on
average around £2,000 over two years, depending on the
size of the business turnover and its transaction activity.
(1)
Business Account customers could also benefit from a
range of features to support their growth, including access
to FreeAgent accounting software; Business Builder, an
online platform packed full of business tools and tips; and
MentorDigital, which helps businesses navigate the world
of human resources, health and safety and employment law.
Delivering personalisation to help customers
meet their goals
We’ve worked to enhance our customers’ experience
through greater personalisation and by embedding our
services in their digital lives. In 2023, our retail mobile banking
app was regularly used by 9.8 million
(*)
customers and there
were more than 10 million active digital users of our online
and mobile banking platforms. Tools like the Spending and
Budget Tracker features in our mobile banking app give
customers a personalised view of their spending and how
they’re doing against budgets they’ve set for the month.
We’ve also championed Open Banking through the
development of new Application Programming Interfaces –
pieces of code also known as APIs. APIs allow applications
to connect and talk to each other, letting us bring digitised
services to more of the online channels our customers use.
They’re helping us to create better digital experiences for
our customers, like enabling our pioneering payments
solution Payit.
Putting accessibility at the heart of banking
It’s important that we create experiences that work for
all our customers. We want to be accessible by design and
make this part of our culture and mindset across the bank.
In 2023, we established our Digital Accessibility team to
monitor digital accessibility across the bank’s customer
journeys. This team delivers the vision of creating an
accessible bank by design through embedding repeatable
processes and practices. We’re also working with our
Inclusive Design Panel, which brings together customers
and colleagues to provide feedback on new ideas,
products, tools and communications. The panel share
different perspectives to help us make more informed
decisions when it comes to delivering inclusive and
accessible services.
We know that at any time, our customers could find
themselves in a vulnerable situation where they need
extra support. In 2023, the impact of the rising cost
of living meant that for many, this was a reality. We’ve
provided more training to all our colleagues to help them
recognise and respond to customers in vulnerable situations.
Our Banking My Way service allows our customers to tell us
more about themselves so we can provide the right support
in the future. It’s a free service that allows customers to
record information about their situation – for instance a
change to their finances or a diagnosis of a serious illness –
as well as the support and adjustments they need.
Creating a unified brand experience
We track the performance of our brands and campaigns
each month, speaking to hundreds of people, businesses
and customers. In March 2023, we relaunched our Royal
Bank of Scotland brand and Ulster Bank brand in Northern
Ireland. We’re now using our Tomorrow Begins Today
brand position across the UK, creating a consistent look
and feel and a more unified experience for our customers,
no matter where they live in the UK. Insights gathered
independently and analysed by our Brand Insights team
six months after launch showed increased levels of
branded communication awareness, particularly
among under-35s in Scotland and Northern Ireland.
Offering greater choice to
mortgage customers
In August 2023, we launched the Coutts
NatWest Mortgage to give our Coutts clients an
improved choice of mortgage options and access
to NatWest Group’s One Bank Mortgage Centre
of Expertise.
The Coutts NatWest Mortgage will offer Coutts
clients access to NatWest mortgage products
through our broker channel or one of our Coutts
mortgage specialists. It means that clients with
straightforward lending requirements will benefit
from having access to the full NatWest mortgage
range, while those with more complex needs will
still have access to the tailored solutions already
offered by Coutts.
(1)
£2,000 over two years is based on existing NatWest, Royal Bank of Scotland or Ulster Bank NI business customers in June 2023 with a £1.95m–£2m turnover who currently
pay an average of £909 per year in charges (NatWest and RBS customers) and £1,017 per year in charges for Ulster Bank NI customers.
(*)
Within the scope of EY assurance. Refer to page 68.
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Customer trust and advocacy
Stakeholder focus areas continued
Listening to our customers
We monitor a framework of independent customer
feedback surveys to measure customer satisfaction,
advocacy and trust for our key brands and services.
These insights are reported at the most senior levels
of the bank and play a crucial role in how we address
the evolving needs of our customers.
Customer trust
Overall trust in the sector has remained broadly stable
among the general public. During 2023, our trust
scores slightly declined by 3 points for NatWest and by
4 points for Royal Bank year on year. NatWest tracked
in line with the sector average score of 72% for 2023.
Customer advocacy
We track customer advocacy for our key brands using
the Net Promoter Score® (NPS), a commonly used
metric in banking and other industries across the
world(1). Royal Bank NPS increased for Retail and
Business Banking, but fell for Commercial Mid-Markets.
For NatWest we have seen a decline in NPS. In Retail
NatWest remained in 3
rd
place compared to our peers.
Businesses continued to face a challenging economic
environment in 2023. Our ranking in Business Banking
is unchanged, and we remain a leader in Commercial
Mid-Market compared to our peers.
(1)
NPS® and the NPS-related emoticons are registered trademarks of Bain & Company, Inc., NICE Systems, Inc., and Fred Reichheld.
NatWest
Royal Bank of
Scotland
Q4 2023
72%
Q4 2022
75%
Source: Yonder reputation
tracker, GB, Trust among
Retail Banking customers,
12-month rolling
Q4 2023
63%
Q4 2022
67%
Source: Yonder reputation
tracker, GB, Trust among
Retail Banking customers,
12-month rolling
Overall Net Promoter Score®
Retail Banking
Retail Banking
Retail Banking
- key measures
NatWest
Royal Bank of Scotland
Business Banking
Business Banking
Commercial Mid-Market Banking
Commercial Mid-Market Banking
Q4 2023
21
Q4 2022
22
Q4 2023
18
Q4 2022
10
Q4 2023
-8
Q4 2022
-6
Q4 2023
-5
Q4 2022
-6
Q4 2023
8
Q4 2022
16
Q4 2023
7
Q4 2022
12
Source: Strategic NPS benchmarking study
run through InMoment, England & Wales,
12-month rolling
Source: Strategic NPS benchmarking study run
through InMoment, Scotland, 12-month rolling
Source: MarketVue Business Banking from
Savanta, England & Wales, Businesses with
a turnover up to £750k, 12-month rolling
Source: MarketVue Business Banking
from Savanta, Scotland, Businesses with
a turnover up to £750k, 12-month rolling
Source: MarketVue Business Banking from
Savanta, England & Wales, Businesses with
a turnover above £750k, 12-month rolling
Source: MarketVue Business Banking
from Savanta, Scotland, Businesses with
a turnover above £750k, 12-month rolling
Mortgages
Account opening
Mobile banking
Online banking
Q4 2023
23
Q4 2022
24
Q4 2023
34
Q4 2022
32
Q4 2023
47
Q4 2022
49
Q4 2023
31
Q4 2022
33
Source: NatWest Strategic NPS benchmarking
study run through InMoment, England & Wales,
12-month rolling
Source: NatWest Strategic NPS benchmarking
study run through InMoment, Current Account
& Savings Account opening, England & Wales,
12-month rolling
Source: NatWest Strategic NPS benchmarking
study run through InMoment, England & Wales,
12-month rolling
Source: NatWest Strategic NPS benchmarking
study run through InMoment, England & Wales,
12-month rolling
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Laura McWhinnie, a Royal Bank of Scotland Personal
Banker, explains how we’re continuing to help
customers deal with financial pressures…
We’re working to build financial resilience and offer personalised support
to the people who need it most. In 2023, NatWest Group announced new
support focused on financial wellbeing for both our customers and people
who don’t bank with us.
This has included opening our Know Your Credit Score tool to non-customers
in the UK, providing breathing space for personal customers in financial
difficulty and extra training for colleagues, like me, to help customers with
money management and fraud awareness.
The way I help customers with financial wellbeing is by discussing it openly,
and one of the main tools I use is the free Financial Health
Check. It’s open to anyone, not just our customers. During
the Financial Health Check, we review the participant’s
personal finances and go through how we could help them
to save money. We can also look at ways to make banking
easier for them and offer helpful tips and ideas to help
them get financially fitter, both now and in the future.
I’ve seen first-hand the positive impact a Financial Health
Check can have. After a regular customer became
unemployed due to ill health, it was clear that he was
seriously worried about money. I offered him a Financial
Health Check. Together, we discussed budget saving
options and cancelled small direct debits he didn’t need.
We also set up separate accounts for his bills, so he could
budget better.
A few months later, you could see he had a spring in his step again.
The change was just fantastic. It gives me a great sense of achievement
when I can help customers with their financial wellbeing.
Building financial
resilience
customers
Serving our
every day
Our support for financial wellbeing in 2023
c.6 million
Retail Banking
customers helped
with their financial
wellbeing
175,112
customers used
our Savings
Goal tool
4.2 million
people used Know
Your Credit Score
394,863
customers who
have switched
on the Round
Ups feature in the
mobile banking app
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Stakeholder focus areas continued
Listening to our colleagues
We listen to our colleagues and use this insight to attract,
engage and retain the best talent for the future. Our
colleague listening strategy contributes to our deeper
understanding of colleague sentiment and includes: our
colleague opinion surveys including pulse surveys; a
Colleague Advisory Panel (CAP) that connects colleagues
directly with our Board; the Colleague Experience Squad,
a group of colleagues who volunteer to provide feedback
on colleague products and services; and Engage, our social
media platform. We also track metrics and key performance
indicators which we can benchmark with sector and
high-performing comparisons.
Over 51,000 colleagues across all countries and levels
participated in our September 2023 Our View colleague
engagement survey.
(1)
At 84%, this is our highest ever
participation rate. Despite tough economic conditions, our
results remain strong showing an average +1 percentage
point improvement across the survey compared to
September 2022. While purposeful leadership fell marginally,
our culture and purpose measures have improved,
exceeding NatWest Group targets. Across all comparable
categories, NatWest Group sits an average of eight
percentage points above the Global Financial Services
Norm (GFSN) and three percentage points above the
Global High Performing Norm (GHPN).
Regular interactions with our employee representatives such
as trade unions, elected employee bodies and works councils
are a vital means of transparency and engagement for us
and we remain committed to respecting our employees’
rights of freedom of association across all our businesses.
Supporting our colleagues’ wellbeing
Our initiative, Live Well Being You, helps our colleagues
to bring the best of themselves to work, to thrive
and be healthy.
We recognise that taking proactive action to support
positive mental health and wellbeing plays a crucial part in
achieving our strategy and purpose. We have launched our
most comprehensive mental health learning programme,
working with Steps Drama to provide a set of eight
modules. We have also extended our partnership with Just
Ask A Question (JAAQ), an interactive mental health and
wellbeing platform that provides information from trusted
experts, academics and people with lived experience.
In addition to our mental health awareness we continue to
focus on Menopause, with 2,700 colleagues now accessing
and interacting with the Peppy Health App for personal
support and access to specialist clinicians.
To support our colleagues’ financial wellbeing, our NatWest
Group Benefits Hub online platform allows employees to
manage their benefits, pension, healthcare and lifestyle
options, including NatWest Group offers and discounts.
We also have a financial wellbeing zone available, which
includes tailored guides and support for all colleagues
and their families.
Our market-leading Partner Leave policies launched
in January 2023 and as at 31 December 2023, over
1,200 colleagues have benefited from the policy.
For full details of our partner leave policy and our wellbeing
focus, including financial wellbeing, refer to our
2023 ESG Disclosures Report.
Highlights
Partner Leave
policies to help families to spend more
time together after the arrival of a child.
Launched Beyond
our new approach to managing
performance.
93%
Our View Inclusion
score remained strong +7 vs GHPN
(Global High Performance Norm) and +10
vs GFSN (Global Financial Services Norm).
1,435
graduates, apprentices and interns hired
compared to 1,135 in 2022.
301
Colleagues re-skilled as part of a formal
programme since 2022.
Colleagues
Our colleagues are the heart of our business.
By supporting them in what they do and
by ensuring that NatWest Group is a great
place to work with a healthy culture, we can
champion their potential and collectively
deliver our strategy and purpose.
‘An opportunity that
I couldn’t pass up’
Since January 2023, we’ve offered new Partner
Leave policies to help families to spend more
time together after the arrival of a child. The
policies are open to same sex and heterosexual
parents, and offer support for eligible fathers,
partners of mothers and other new parents,
regardless of whether the child has arrived
through birth, adoption or surrogacy.
Our Partner Leave policies offer eligible colleagues
significantly enhanced pay and leave to share the
caring responsibilities. For John, who works in Retail
Banking, Partner Leave meant he could take up to
52 weeks off, while receiving full pay for the first six
months and the equivalent of Statutory Maternity
Pay for just under four months.
‘When I found out that Partner Leave was
available, I just thought it was an amazing
opportunity that I couldn’t pass up,’ says John.
‘It lets us be a lot more flexible, support each other
much better and spend time together as a family’.
(1)
NatWest Group Our View results exclude Ulster Bank RoI.
(2)
Colleagues mean all permanent employees and, in some instances, members of the wider workforce e.g. temporary employees and agency workers.
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Performance Management:
Beyond
In December 2023, we launched Beyond, our
brand new performance management approach.
In 2024, working with MindGym, we will be
upskilling colleagues on the six conditions from
MindGym’s research that are key to performing
at your best – purpose, challenge, attention,
growth, recognition and choice. We are going
to take our time making the change, launching in
four chapters, so we can really upskill and practice
the new way of doing performance management.
These chapters are:
1.
Setting the ambition – Goals that are created
collaboratively by colleagues and managers,
making them meaningful, adjustable and
better aligned to the team and wider business.
2.
Creating meaningful conversations – Proper
coaching check-ins that happen at least four
times a year and focus on the whole self, how
colleagues impact others, and how they are
doing against their goals.
3.
Unlocking talent and growth – Revamping
the calibration process, we will no longer have
ratings, we will shift the focus to having deeper
conversations about the performance and
potential of our people.
4.
Assessing reward choices – We’re keeping the
relationship between performance and pay but
will no longer focus on a rating.
We know that regular, timely and quality
feedback is critical to unlocking great
performance. This is why there will be a
continued focus on feedback throughout each
chapter. What this means to our colleagues is
that we will cultivate a culture where feedback is
provided continuously, given/asked for in a timely
and proactive way and can be received from
anyone in the organisation.
Stakeholder focus areas continued
Performance and reward
We continue to ensure employees are paid fairly for the
work they do and are supported by simple and transparent
pay structures in line with industry best practices. We keep
our policies and processes under review to make sure we
do so.
We are proud to be accredited as a Living Wage
Employer by the Living Wage Foundation, demonstrating
our commitment to paying wages that meet the true cost
of living in the UK, our rates of pay continue to exceed the
Living Wage Foundation benchmarks. For our hubs outside
the UK, we continue to pay above the minimum and living
wage rates.
In 2023, we furthered our commitment to fair pay by
achieving accreditation as a Regional Living Wage Employer
from the Fair Wage Network and are now recognised as
a Global Living Wage Employer. This demonstrates how
we take steps, in every location we operate, to ensure our
colleagues are paid enough to have a decent standard of
living, including food, water, housing, education, healthcare,
transport, clothing and other essential needs, such as
provision for unexpected events.
We help colleagues to have an awareness of financial
and economic factors affecting our performance through
quarterly Results Explained communications and Workplace
Live events with our Group Chief Executive Officer and
Group Chief Financial Officer.
Refer to our Directors’ remuneration report for full details on
our remuneration policies and employee share plans.
Helping colleagues realise their potential
We’re investing in our workforce to deliver long-term,
sustainable performance by providing our colleagues
with the capabilities and future skills they need to fulfil
their potential. It’s why we give everyone a minimum
of two dedicated learning days, annually, to build the
skills they need, underpinned by our ambition to be a
learning organisation.
We’re supporting our businesses to close the future skills
gap, through our reskilling programmes. Predominantly
focused in data and digital, teaching colleagues all the
skills they need to take their careers in a new direction.
Since 2022, 301 colleagues have completed rapid reskilling
programmes to build skills in software and data engineering,
testing automation, human centred design and MS
Dynamics with 153 starting programmes in 2023.
We’re continuing to invest in building future talent capability
through our early career programmes. In 2023, we
increased our intake across all programmes; hiring over
1,400 graduates, interns and apprentices, including 158
apprentices from a lower-income socio-economic
background. Since 2022, we have also improved our gender
and ethnicity representation within our graduate intake.
For a full breakdown of our early career programme profiles,
refer to our Non-Financial information datasheet at
natwestgroup.com.
Over 5,000 of our leaders have enrolled on the Thrive
Leadership experience, giving them opportunities to
learn and experiment in order to lead successfully. Thrive
Leadership sits alongside our Leadership Fundamentals
programme, which was launched in 2023, to provide a
blended learning offering for new and aspiring leaders.
We are also developing the strategic leadership skills
of a targeted group of our most senior leaders in the
One Bank Leadership Team (OBLT).
Following the launch of our refreshed values in 2022,
we have focused on embedding these values in 2023.
Our values are an integral part of the Thrive Leadership
journey and feature heavily in the priorities of our OBLT
programme. They have also been translated into One
Bank Leadership Behaviours. Our bank wide recognition
programme on our values, Living Our Values (LOV),
continues to recognise colleagues for the great work they
have done to support each other, the communities we
serve and our customers. In December 2023, our LOV
awards were a great testament to how colleagues are
demonstrating our refreshed values. We will continue
to prioritise embedding further in 2024.
We continue to embed our One Bank talent cycle, including
succession planning, which drives talent activity throughout
the year – proactively spotting, developing, and mobilising a
diverse pool of our most promising talent supported by our
Executive Committee and leaders across NatWest Group.
Refer to our 2023 ESG Disclosures Report for full details on how
we support colleagues to realise their potential.
We’re going
Beyond
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Core to our strategy and purpose as a bank,
Diversity, Equity and Inclusion (DE&I) is part
of our collective identity. Our business needs
to reflect the communities we serve, so that
we cater to them to the best of our ability.
Our contribution towards an inclusive workplace
The One Bank Diversity, Equity & Inclusion Action Committee
chaired by Jen Tippin (Chief People & Transformation
Officer), and Marg Jobling (Chief Marketing Officer), and
made up of senior leaders from across the bank as well
as colleague representatives, has a vision for DE&I to be
everyone’s experience, every day. The committee aims
to share best practice, agree, and drive a focused, action-
orientated and impactful One Bank approach to DE&I.
The committee has three workstreams that are continuing
to drive action to create a diverse, equitable and inclusive
workplace: recruitment and attraction; learning and
development; and leadership and retention.
Recruitment and Attraction
To make our recruitment processes as inclusive as possible,
we have improved and mandated our interview skills
training to ensure DE&I is front of mind for hiring managers
during the recruitment process. This complements the
Recruitment Yes Check which all colleagues can use in
every hiring scenario. We have trained a new cohort of
Inclusive Interview Ambassadors, increasing our team of
ambassadors to over 600.
For further details on recruitment refer to our
2023 ESG Disclosures Report.
Learning and Development
We have several learning and development opportunities
to encourage building a more inclusive workplace at
NatWest Group. Over 53,000 colleagues completed our
enhanced learning module, Choose to Challenge, which
is a 24 percentage point increase from 2022. It features
real-world scenarios and educates participants in the
importance of challenging non-inclusive behaviours. We
have also encouraged colleagues to enrol in other learning
modules, such as LGBT+ Awareness (81% completion since
January 2022 launch, and a 37 percentage point increase
Stakeholder focus areas continued
since December 2022) and Disability Smart (79% completion
since December 2021 launch, and a 33 percentage point
increase since December 2022).
Leadership and Retention
Sponsorship plays a key role in breaking down barriers to
help under-represented groups progress to senior leadership
roles. In 2023, our ExCo members sponsored 29 colleagues
from ethnic minority groups. We use our best practice
Sponsorship guide to support leaders to take responsibility
for supporting and advancing individuals. We have supported
322 colleagues through our Ignite development programmes
for gender and ethnicity since its launch in 2022, accelerating
the advancement of diverse talent.
We continuously support our eight Employee-Led Networks
(ELNs), which collectively have over 24,000 members. Our
ELNs are made up of volunteer colleagues from across the
bank who play a key role in delivering, raising awareness
of, and influencing our bank-wide DE&I strategy, providing
development and networking opportunities for members.
We also support a community of c.1,000 Inclusion Champions,
who take action to create a culture where our colleagues
and customers feel they are treated fairly and respectfully.
Gender
We celebrated International Women’s Day in March 2023,
themed around Embracing Equity, and International Men’s
Day in November 2023, with a spotlight on male suicide.
A variety of events and activities were held to connect
colleagues across the globe, educate and raise awareness.
We are a signatory of HM Treasury’s Women in Finance
Charter and our Executive Sponsor for Gender, David
Lindberg (CEO, Retail Banking), is part of the Accountable
Executive Taskforce for the Charter. We have utilised the
Women in Finance Blueprint, alongside other external
benchmarks, to ensure we remain focused on the
interventions that will make the most difference.
Ethnicity
This year we welcomed a new Executive Sponsor for
Ethnicity, Keiran Foad (Group Chief Risk Officer), working
alongside Scott Marcar (Group Chief Information Officer).
We celebrated Race Equality Week in February 2023, with
the theme of Its Everyone’s Business, and Black History
Month in October 2023, with the theme of Saluting Our
Sisters. Leveraging our partnership with Team GB, we
held an event with former athlete Christine Ohuruogu,
MBE, which c.500 colleagues attended.
Our Ethnicity Advisory Council comprises nominated
external specialists from different industries who meet
regularly to provide critical challenge, guidance, and
direction to our strategy. They will work in collaboration
with three newly appointed Racial Equality Taskforce
Leads who will continue to listen to the experience of our
colleagues from ethnic minority groups and identify the
steps we will take to support colleagues, customers, and
communities. We are a signatory of the Business in the
Community Race at Work Charter and we have also been
recognised as a Top 25 Outstanding Employer based on
our submission to the Investing in Ethnicity Maturity Matrix.
LGBT+
As well as celebrating Pride, NatWest India launched a
second cohort of TRANSpire to promote employability
skills for the transgender community and partnered with
Pride Circle to host a Rainbow Bazaar championing LGBT+
entrepreneurs. For the sixth time NatWest Poland organised
the LGBT+ Diamond Awards to recognise individuals
and organisations making a significant contribution to
LGBT+ awareness.
Our LGBT+ Executive Sponsor, Jen Tippin (Group
Chief People and Transformation Officer), continues to be
recognised for her equality efforts through the Involve Top
Ally Executive Role Model list for a second year in a row,
and shortlisted in the 2023 Diva Awards for LGBT+ Allyship.
Disability
We celebrated International Day of Persons with Disabilities
with the theme of Enable Don’t Disable in December 2023.
During the year, Enable, our Disability & Neurodiversity
Network, sponsored by our Executive Sponsor for Disability,
Olly Holbourn (CEO, RBS International), hosted several events
which celebrated and recognised the power of role models
with disabilities in society, and focused on the importance of
creating an accessible bank for our colleagues and customers.
We were privileged to sponsor and host the Business Disability
Forum’s annual conference in 2023. We were recognised as a
Disability Confident Leader in the UK Government’s Disability
Confident scheme and introduced a Neuro-Developmental
Pathway through our Private Medical cover.
Diversity, equity and inclusion
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As at 31 December 2023, we have 1.9% of colleagues who
identify as Black in CEO-5 positions in the UK, which is a 0.4
percentage point increase from 2022. Overall, of those who
disclose their ethnicity, 3% of all our colleagues in the UK
identify as Black. We are committed to achieving our
current targets, and to ensuring that they evolve
appropriately.
Our full Banking on Racial Equality Report can be found at
natwestgroup.com.
For a full breakdown of our colleague data, including our
gender and ethnicity profiles by level, refer to our Non-financial
information datasheet at natwestgroup.com.
Companies Act 2006, section 414C (8)(c)
disclosure
Male #
Female #
Directors of the company
6
4
Executive employees
63
29
Directors of subsidiaries
180
67
Permanent employees (active and inactive)
32,400
30,100
13 Directors of subsidiaries have not declared their sex.
There were 352 senior managers (in accordance with the definition contained within
the relevant Companies Act legislation), which comprises our executive population
and individuals who are directors of our subsidiaries.
UK Corporate Governance Code Provision 23: As at 31 December 2023, the gender
balance of senior management and their direct reports was 39% female and 61%
male. For the purposes of this note, senior management means our executive
management team (which includes the Company Secretary).
For Board and executive management diversity disclosures
(Listing Rule 9.8.6 (10)), refer to page 107.
Our partners and recognition
(1)
NatWest Group’s management structures were revised during 2023. For the purpose of remuneration reporting, the representation targets were set based on the management structures in place at the start of 2023 with performance assessed at 31 December 2023.
(*)
Within the scope of EY assurance. Refer to page 68.
Stakeholder focus areas continued
Socio-Economic
With the support of our Executive sponsor, Matt Austen
(Director of Strategy & Corporate Development), we have
continued to gather data on the socio-economic diversity of
our workforce and supported the compiling of an industry
perspective with our trusted partners.
We continue to use insight gained from our colleague
engagement survey, Our View, to form future solutions
that will ensure opportunities to advance for all colleagues.
For further details on diversity, equity and inclusion refer to our
2023 ESG Disclosures Report.
Our progress and targets
Colleague sentiment on inclusivity remained strong in
2023, 93% of colleagues told us that they believe NatWest
Group promotes an inclusive culture. Although sentiment
has remained consistent in all our colleague groups, our
focus remains on where scores may vary for colleagues
from minority groups and the actions we need to take to
address the disparity.
We ran a smaller pulse survey in May 2023, focused on
championing belonging, in which 95% of colleagues told
us they feel comfortable being themselves at work (a 2
percentage point increase from 2022). In 2023, for the
first time, we asked our colleagues whether they thought
our work environment is accepting of everyone. 94% of
colleagues agreed (+6 vs Global Financial Services Norm).
Our Board composition meets the FTSE Women Leaders
Review (formerly the Hampton Alexander Review target of
a minimum of 40% women’s representation on the Board
by 2025, with a figure of 40% as at 31 December 2023. Our
Executive Management Committee (ExCo) is 27%, with the
Chief Financial Officer, Chief Marketing Officer, Chief People
& Transformation Officer, Chief Governance Officer and
Company Secretary roles held by women.
We continuously monitor and report against our diversity
targets. We have a target for full gender balance in CEO-3
positions and above globally by the end of 2030. As at
31 December 2023, we had 41% of women in our top
three layers
(*)
an increase of 1 percentage point, since 2022.
This represents an increase of 12 percentage points since
targets were introduced in 2015.
(1)
We are committed to pay equality. The mean gender pay
gap for NatWest Bank, our largest reporting entity, is 27.6%
(median: 29.7%) closing the gap by 1.2 percentage points
since last year. The mean gender bonus gap is 26%
(median: 17.7%), closing the gap by 4.5 percentage points
since last year. If we include recognition vouchers in our
calculation, the bonus gap increases to 49.7% (median
91.8%), closing the gap by 2.9 percentage points since last
year. This means every colleague who received a small
recognition award – for example £10 – is included in the
calculations, whether or not they received a bonus. Most
colleagues in our more junior jobs only receive fixed pay
– a change made to provide more certainty over earnings.
We currently have a higher proportion of women in these
roles. We believe the figures excluding recognition vouchers
are more accurate reflections of our gender bonus gap.
Introduced in 2018, our ethnicity target is to have 14% of
colleagues from ethnic minority groups in CEO-4 and above
positions in the UK by end of 2025. As at 31 December
2023, of 84% of colleagues who disclosed their ethnicity,
we have an aggregate 13% of colleagues from ethnic
minority groups in our CEO-4 and above positions.
(*)
This
represents a 5 percentage point increase since targets
were introduced
(1)
and a 2 percentage point increase from
2022. Overall, of those who disclose their ethnicity, 20%
of all colleagues in the UK identify as being from an ethnic
minority group.
In line with our commitment to transparency under the UK
Government’s Race at Work Charter, we have voluntarily
disclosed our aggregated ethnicity pay gap for NatWest
Group UK. The mean ethnicity pay gap for NatWest Group
is 6.2% (median: 9.2%), closing the gap by 1 percentage
point since last year. The mean ethnicity bonus gap for
NatWest Group, excluding recognition vouchers, is 19.9%
(median: 22.4%), closing the gap by 1.9 percentage points
since last year. We have broken down our ethnicity pay
gaps to compare Asian, Black, mixed/multiple, and other
ethnic minority colleague’s average hourly pay to that
of White colleagues for NatWest Group in Great Britain.
This highlighted a wider pay gap between Black and White
colleagues than the average ethnicity pay gap. The target
set in 2021 to increase the number of Black colleagues in
CEO-5 and above UK roles is intended, alongside other
initiatives, to address underrepresentation in this area.
For our full gender pay gap and ethnicity pay gap report
refer
to natwestgroup.com.
The NatWest Group Racial Equality Taskforce set out
10 commitments in the Banking on Racial Equality Report,
including a UK target to have Black colleagues occupying
3% of UK CEO-5 positions and above by end of 2025.
For full details, refer to our Diversity, Equity & Inclusion pages
at natwestgroup.com.
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Stakeholder focus areas continued
Regulators
We operate in a highly regulated market
which continues to evolve. We understand
the need to have an ongoing, constructive
and open dialogue with all relevant
regulatory bodies.
Highlights
Implementing
Consumer Duty to
ensure good customer
outcomes
We continued to engage with the FCA to
keep them up to date with our progress.
Basel 3.1 implementation
We provided a key consultation response to
the Prudential Regulation Authority’s (PRA)
proposals on the implementation of
Basel 3.1.
Responding to
consultations
We provided input and comment to
consultations from government, regulatory
and standard-setting bodies.
Maintaining dialogue
with regulators
In an evolving regulatory landscape,
we have maintained constructive,
open dialogue with our regulators.
Ongoing dialogue
In July 2023, the Financial Conduct Authority’s (FCA)
Consumer Duty went live for on-sale products and services.
The Consumer Duty is designed to set higher and clearer
standards of consumer protection across financial services
and requires firms to deliver good outcomes for customers.
As part of the Consumer Duty, firms must: ensure products
and services provide fair value, enable customers to make
informed financial decisions to help them pursue their goals,
and provide support that meets the needs of all customers.
Throughout our implementation of the Consumer Duty,
we continued to engage openly and collaboratively with
the FCA. We have made sure that the regulator has
been fully informed of our progress and is comfortable
that the changes we have made reflect both the spirit and
substance of the new standards. Our regular rhythm of
engagement with the FCA will continue as we implement
the Consumer Duty for all of our off-sale products and
services by the regulatory deadline of July 2024.
Aside from the Consumer Duty, the broader regulatory
landscape has also continued to evolve. As such, it has been
imperative for the bank to maintain ongoing, constructive
and open dialogue with all our regulators.
During 2023, this included several responses to material
consultations or other requests for comment and input
from various government, regulatory and standard-setting
bodies. Key consultation responses have included the
Prudential Regulation Authority’s (PRA) proposals on the
implementation of Basel 3.1, the FCA’s discussion paper
on the role of Big Tech in financial services and the reform
of the Consumer Credit Act 1974 led by HM Treasury.
We formally engage with our regulators at senior executive
and Board level, as well as via individual non-executive
directors, through continuous assessment and proactive
engagement meetings. Most notably during 2023, there was
increased focus by regulators on how we have supported
our customers to address the challenges of the increased
cost of living, as well as the associated credit risk impacts.
Good customer outcomes
In preparation for the implementation of Consumer
Duty in July 2023, we completed a comprehensive
review across our business segments – and
more than 330 on-sale products and services –
to identify and address areas that represented
the greatest risk of foreseeable harm.
We’ve committed to over 300 improvements to
make sure that our products and services work
as intended, and expanded our data monitoring
to measure good customer outcomes. We’re also
supporting our colleagues with the new regulations
by providing targeted training to our teams and
recognising and celebrating successes.
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Stakeholder focus areas continued
Continuing to give back
Our ambition is to support and give back to the
communities we operate in. Our direct community
investment in 2023 amounted to more than £11 million,
(*)
as measured using the Business for Societal Impact
benchmarking standard. This includes the funding we
make available to support colleague giving and the direct
costs of delivering our community programmes.
In 2023, our Do Good Feel Good campaign once again
gave our colleagues the chance to support good causes
they care about by volunteering their time and fundraising.
Across all our fundraising and volunteering programmes,
our colleagues raised £3.8 million and gave 125,000
volunteering hours, offering their skills and expertise
to support a range of causes.
Read more about our fundraising activities in our
2023 ESG Disclosures Report.
Building young people’s financial confidence
NatWest Thrive is a programme to help young people
grow in confidence and get into good money habits. It’s
been developed by specialist youth workers at the National
Youth Agency, working closely with young people. The
programme is a unique collaboration between NatWest
Group, the National Youth Agency and the footballer
and campaigner Marcus Rashford MBE.
Following the pilot and summer roll-out of the programme
to youth clubs in 2022, in February 2023 we announced
new commitments to support the programme and young
people across England. This included doubling the number
of NatWest Thrive youth clubs from 15 to 30 by the end
of 2023, which we achieved. Over five years, we will also
transfer £3 million of our apprenticeship levy to the National
Youth Agency to support the training of 220 youth workers
across the industry in England.
Communities
As a leading financial firm in the UK, we
believe we can make a real and positive
difference to people’s lives.
Highlights
Direct community
investment of over
£11m in 2023
We invested more than £11 million
(*)
in
programmes and funding to support the
communities we operate in.
More than 125,000
hours volunteered
Our colleagues gave their time in 2023 to
support a range of good causes.
Helping to train new
youth workers
We’re transferring £3 million of our
apprenticeship levy to train 220 youth
workers in England over five years.
Supporting more
than 45,000
entrepreneurs
In 2023, we helped more than 45,000
(*)
individuals and businesses through our
enterprise programmes against a target of
35,000 in 2023.
(1)
Helping community
groups realise their
climate ambitions
The Royal Bank of Scotland launched a new
£150,000 fund to support 50 community groups
across Scotland to deliver sustainability projects.
Delivered with the community investment
platform, Neighbourly, The Royal Bank
Regenerate Fund offers schools, charities
and community groups the chance to apply
for funding to make their sustainability projects
a reality. It focuses on four areas: energy
efficiency and buildings; environment, nature
and biodiversity; food, water and waste; and
transport and mobility.
Three groups who helped develop the Royal
Bank Regenerate Fund received a £3,000 grant
to support their projects. Bike for Good, a charity
based in Glasgow refurbishes bikes to give
people affordable access to cycling and divert
old bikes from landfill. For founder, Gregory
Kinsman-Chauvet, the grant is helping them
make a difference: ‘We’ll now be able to
refurbish more bikes and increase our skills
workshops in the community to help get
more people on their bikes.’
(1)
Represents approximate number of interventions delivered and individuals
supported through enterprise programmes during 2023, which is based upon
data provided by third parties delivering these interventions without further
independent verification by NatWest Group.
(*)
Within the scope of EY assurance. Refer to page 68.
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Stakeholder focus areas continued
Our free Financial Foundations workshops are designed to
empower participants to take control of their money and
future. In 2023, we added bespoke cost of living content
to our workshop series, exploring budgeting tips, savings
strategies and what to do if someone is struggling with debt.
The interactive sessions included follow-up resources to help
embed the learning. In 2023, our trained bank volunteers
delivered workshops totalling almost 250 hours of support.
NatWest Social & Community Capital
NatWest Social & Community Capital (S&CC) is an
independent charity, supported by NatWest Group. Its
mission is to help social enterprises and trading charities
to make a positive impact in communities up and down the
UK, with a focus on Scotland and the north west Midlands.
It does this by providing flexible funding and wider support
to groups who might otherwise struggle to get funding.
Offering funding of between £30,000 and £500,000
dependent on the purpose of the borrowing, S&CC aims
to support its customers to make a lasting social impact.
Loans that are repaid are recycled back to the charity
for further investment.
It supports organisations like The Ledge, a community-
focused climbing centre with a social mission. Based in
Inverness, The Ledge is a home for the local climbing
community, as well as a charity designed to help people
overcome life challenges through the shared experience
of climbing. Alongside support from sportscotland, the
S&CC team provided flexible funding to help The Ledge
complete the climbing centre and make their community
project a reality.
Power of Helping Hands Fund
Our Regional Boards, which operate in seven regions and
nations across the UK, supported communities in 2023
through the Power of Helping Hands Fund. The £1 million
fund is designed to give quick, on-the-ground support to
help people with the rising cost of living. More than 120
charities received support in 2023, helping to deliver
projects supporting people experiencing loneliness,
foodbanks, youth worker outreach and children’s
health programmes.
The Power of Helping Hands Fund formed part of a
wider £5.7 million in support provided to help communities
throughout the UK, delivered by partner organisations
including the Federation of Small Business, the Trussell
Trust and Responsible Finance.
(*)
Within the scope of EY assurance. Refer to page 68.
Supporting enterprise
In 2023, we delivered more than 300,000
(*)
interventions
to help people start, run and grow a business. We helped
more than 45,000
(*)
individuals and businesses through our
enterprise programmes, including over 1,300 entrepreneurs
through the NatWest Accelerator Programme. Throughout
2023, we delivered our Accelerator Programme through
in-person and virtual coaching sessions, workshops,
thought leadership and events across our 13 hubs in
the UK and online.
In 2023, we launched our Entrepreneur Hub, which helps
users find education, tools and events across NatWest
Group brands, while our Business Builder and Business
Insight content continues to provide learning and thought
leadership to support businesses.
Helping Black entrepreneurs thrive
We’re supporting a new ‘mini’ Master of Business
Administration (MBA) course designed to address the
challenges faced by Black people entering the world of
business. MBA 30, a targeted education programme, has
been developed by the Black British Initiative (BBI) and
SOAS, University of London. The programme, which
opened to students in September 2023, provides Black
entrepreneurs with the skills, knowledge and networks
to thrive in their respective industries.
Our support of MBA 30 builds on our work to champion
the UK’s ethnic minority businesses. Since the launch of
the Time to Change report by Aston University’s Centre
for Research in Ethnic Minority Entrepreneurship in
collaboration with NatWest Group in 2022, we’ve formed a
strategy to help tackle the multiple barriers faced by ethnic
minority businesses in the UK. We’re focusing on fostering
local networks of support to boost business survival and
growth, building long-term, trust-based relationships with
businesses, and breaking down barriers to finance.
Financial learning and education
In 2023, our MoneySense programme focused on helping
young people to prepare for the transition from school to
living independently. During 2023, we reached more than
1.1 million young people through the MoneySense schools
programme. Activities included an immersive escape room
that allows participants to explore the social and economic
impact of financial decisions and a carbon footprint tracker,
which helped young people to review the impact of their
purchasing decisions and lifestyle choices on the environment.
Proud to be a
Homewards Activator
In June 2023, NatWest Group joined Homewards, a
five-year, locally led programme launched by His
Royal Highness The Prince of Wales and The Royal
Foundation. The programme aims to demonstrate
that it is possible to end homelessness. Working
with six flagship locations across the UK,
Homewards will provide space, tools and
partnerships to showcase what can be
achieved through a collective effort focused
on preventing homelessness.
NatWest Group is a Homewards Activator,
working alongside organisations from a range
of sectors and industries to contribute skills,
resources and investment to support the
programme to deliver solutions to prevent
and end homelessness for good.
NatWest Group is already working with The
Royal Foundation of The Prince and Princess of
Wales as part of the Business Taskforce for Early
Childhood, launched by Her Royal Highness The
Princess of Wales in March 2023.
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Stakeholder focus areas continued
Respecting human rights
At NatWest Group, we understand we have an important
role to play in promoting respect for human rights. We seek
to do this by continuing to align our approach to a range of
voluntary international standards including the UN Guiding
Principles on Business and Human Rights (UNGPs) and
through the continued application of policies and practices
covering our colleagues, customers and suppliers, but
we know that there is more that we could be doing.
In 2023, our Human Rights Action Group prioritised
independent validation that we are paying above the
minimum and living wage rates for our major hubs outside
of the UK. We achieved accreditation as a Regional Living
Wage Employer from the Fair Wage Network and are
now recognised as a Global Living Wage Employer.
We published our Salient Human Rights Issues, and
enhanced due diligence on high-risk sectors through a new
Environmental, Social & Ethical (ESE) Human Rights Risk
Acceptance Criteria (RAC) which will be rolled out in 2024.
We intend to test, evolve and adapt the scope of the ESE
Human Rights RAC over time to maximise effectiveness.
NatWest Group was the highest scoring bank in the 2023
CCLA Modern Slavery UK Benchmark. We published our
seventh Modern Slavery and Human Trafficking Statement
and engagement with various stakeholders, including
charities, non-governmental organisations (NGOs) and
campaign groups has continued to help further our
knowledge and understanding of human rights issues.
Further information on our approach to human rights,
including our annual Modern Slavery and Human Trafficking
Statement. Salient Human Rights Issues and Human Rights
Position Statement can be found at natwestgroup.com.
Sustainability performance
We continue to work with the global sustainability rating
company EcoVadis to conduct individual sustainability
performance assessments of our suppliers.
In 2023, EcoVadis also conducted a sustainability
assessment of NatWest Group, in which it scored 67%
overall, which is significantly higher than the global EcoVadis
average of 51%, ranking us in the 91
st
percentile.
Working together
We continue to collaborate with our suppliers to create a
diverse and responsible supply chain, be fair and transparent
with our suppliers and reach net zero by 2050 across our
operational value chain.
We’ve set ourselves clear goals to achieve our ambition
of reaching net zero by 2050 across our operational value
chain. To achieve this, we need to work hand in hand with
suppliers who share our purpose and commitment to
building a sustainable future.
In 2022, we established a (multi-year) Supplier Decarbonisation
Programme to support delivery of the 2030 and 2050
carbon reduction ambitions related to our operational value
chain. In 2023, the Supplier Decarbonisation Programme
completed a pilot with a small sample of suppliers to
understand the most effective way to meet NatWest
Group’s supply chain decarbonisation goals and embed
climate objectives into our supply chain strategy.
The pilot enabled us to agree on our engagement
approach and communications strategy. In addition, it
gave us a clearer understanding of education requirements
for suppliers and colleagues to ensure that they have the
right skills to engage in climate conversations. We were
also able to better understand our data requirements and
opportunities to share good practice. Learnings from the
pilot and external reviews have been used to inform our
2024 supply chain decarbonisation approach and plan.
We aim to set clear expectations within the overall
procurement framework and work collaboratively with our
suppliers within the wider sustainability and ESG agendas.
Suppliers
Highlights
57.6% supplier
sustainability score
Of the 528 NatWest Group suppliers that
took part in EcoVadis, the average score
is higher than the Global EcoVadis average
of 45.9%.
Supplier Decarbonisation
Programme
We established our Supplier
Decarbonisation Programme in 2022
to support the delivery of our 2030
and 2050 carbon reduction ambitions.
Committed to prompt
payment
Our standard payment terms are 30 days
and we maintain immediate payment on
goods and services received.
Fast Payer Award
For the third year running NatWest
Group was recognised for fast payment
throughout our organisation.
Our Supplier Charter
Our Supplier Charter clearly sets out our progress to
date and our ask in the areas of ethical business conduct,
real living wage, prompt payment, human rights and
modern slavery, environmental sustainability and
diversity, equity and inclusion. We’ve also added new
guidance around digital accessibility, included some
developments on the horizon and valuable learning
opportunities for our suppliers and the wider value chain.
We’ve re-designed the charter to ensure it’s a useful
and accessible guide to working as a supplier with
NatWest Group.
Prompt payment
We pay our suppliers promptly for the services they provide
to us. Our standard payment terms are 30 days, but we
continue to maintain immediate payment on goods and
services on receipt, resulting in average days to pay in H1
as seven days, and six days in H2. This goes beyond our
commitment as a signatory to the government’s Prompt
Payment Code, which requires payment to be made
in 60 days.
Read more about how we’re working with our Suppliers
in our 2023 ESG Report.
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Business performance
Retail Banking
Commercial & Institutional
Strong businesses to meet customers’ needs
Operating profit
£2,638m
2022: £2,824m
Return on equity
23.8%
2022: 28.6%
Return on equity
14.8%
2022: 24.5%
Return on equity
15.4%
2022: 12.2%
Operating profit
£291m
2022: £436m
Operating profit
£3,236m
2022: £2,547m
Customer deposits
£188.0bn
2022: £188.4bn
Risk-weighted assets
£61.6bn
2022: £54.7bn
Risk-weighted assets
£11.2bn
2022: £11.2bn
Risk-weighted assets
£107.4bn
2022: £103.2bn
Customer deposits
£37.7bn
2022: £41.2bn
Customer deposits
£193.4bn
2022: £203.3bn
Total income
£5,931m
2022: £5,646m
Total income
£990m
2022: £1,056m
Total income
£7,421m
2022: £6,413m
Net loans to customers
£205.2bn
2022: £197.6n
Net loans to customers
£18.5bn
2022: £19.2bn
Net loans to customers
£131.9bn
2022: £129.9bn
Private Banking
We’re here for our customers every day and at every
important life moment – whether they’re opening their first
account, buying their first home, saving for the future or
investing for the next generation.
Our focus on supporting our customers to reach their
financial goals has helped us to build deeper relationships
by understanding their needs and engaging with them with
more meaningful insights. Through our digital and mobile
experience, we’re helping our customers to improve their
financial wellbeing through personalised experiences, along
with the support of our excellent colleagues.
We serve the banking, lending and wealth management
needs of UK-connected high net-worth individuals and
their business interests through the Coutts brand.
We also deliver the investment requirements of customers
across NatWest Group through our Investment Centre of
Expertise. As the first UK-headquartered private bank to
become a certified B Corp, we aim to manage our clients’
wealth responsibly.
As a leading commercial bank in Great Britain
(1)
, we’re
focused on supporting every stage of our customers’
journey and helping them to manage a challenging
economic environment. Through our specialist sector
knowledge and capabilities, we deliver comprehensive
products and solutions for businesses ranging from
start-ups to corporates and large institutions. We’re
working to make banking simpler for our customers by
developing our digital capabilities and investing in climate
financing solutions to support their transition to more
sustainable practices.
(1)
Based on the % of 10,550 businesses, with an annual turnover up to £1 billion,
that name a NatWest Group brand as their main bank (19%) and 2,463 businesses
with a turnover over £2 million in Great Britain who scored NatWest +10 NPS.
Source: MarketVue Business Banking from Savanta at Q4 2023.
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Retail Banking
We’re here for our customers every day and at
every important life moment – whether they’re
opening their first account, managing day-to-day
expenses, buying their first home, saving for the
future, or investing for the next generation.
We’re focused on understanding our customers
and supporting them to reach their financial goals.
Our tailored insights, engaging products, skilled
colleagues and digital and mobile experience
provide personalised experiences to help our
customers to improve their financial wellbeing.
2023 focus and highlights
Serving our customers everyday means responding to their
changing needs. During 2023, we created 17.2 million positive
interactions with customers through tailored messages.
We also met 94% of our customers’ requirements digitally,
with high satisfaction levels for our mobile banking app.
And as part of our ambition to develop more engaging,
personalised experiences for our customers, we launched
our Insights feature in our mobile banking app in October
2023. The feature, which was designed in collaboration with
our customers, aims to support them to build better financial
habits, manage everyday spending and plan for the future.
At the end of 2023, over 3.6 million users had tried the
Insights features. Meanwhile, our AI virtual assistant, Cora,
fully supported 49% of customer queries through 10.8 million
(*)
conversations handled without colleague intervention.
We understand the cost of living crisis continues to
put pressure on household finances. High interest rates
significantly impacted the housing and mortgage market
in 2023. Against this backdrop, we remain committed to
helping customers buy and refinance their homes. In June
2023, we were one of the first high street banks to sign up
to the UK Government’s Mortgage Charter, formalising the
flexibility we already offered to our customers.
We have grown our share of new lending to around 13%
and stock balances to £193 billion.
Business performance continued
We know high energy bills are a major concern for our
customers and our new Home Energy Hub aims to help
customers improve the energy efficiency of their home
and reduce their bills. So far, over 24,000 plans have
been created through the tool which launched in
November 2023.
We also want to help our customers to use credit
responsibly. Since 2021, we have reduced the number of
customers in persistent credit card debt by 28% through
tailored engagement and digital enhancements, like
personalised repayment options. We offer a range of
innovative solutions to our customers and our Borrowing
Needs tool helps them to find the right solution for their
circumstances. We’re continuing to help customers in
financial difficulty to access the independent support and
advice they need. In 2023, we funded 17% of the Citizens
Advice Help Through Hardship helpline, allowing 50,000
calls to be answered and the implementation of 7,800
support plans.
In 2023, we enabled greater access to our products and
services. For example, by making our Know Your Credit
Score tool available to customers, 4.2 million people
accessed instant, detailed credit score insights in the year.
We also made our credit cards available to those who
don’t bank with us and our new fully digital integration
with aggregators has helped in growing our market share
to 8.5%. In the face of a higher interest rate environment,
we have continued to support our customers’ savings goals.
Customers no longer need to have a NatWest Current
Account to open one of our fixed rate savings products.
This has helped us meet more savings needs, maintaining
our deposits position to the end of 2023 with strong balance
growth of £3.5 billion in Q4 2023. We met our goal to help
two million save more than £100 for the first time
(1)
.
We’ve continued to improve the way we meet needs across
the customer lifecycle. We’re helping future generations to
create good money habits through Rooster Money with
215,000 new cardholders’ building financial resilience in
2023. Our Youth accounts, including Rooster Money, grew
to over 574,000 customers in 2023. We’ve also refreshed
our Premier proposition, delivering features on our Premier
Select account for Affluent customers. New customer flow
to this segment has more than doubled across the year.
2024 priorities
Our customers are the heart of our business, and we are
proud of the way we have served them in 2023. In 2024 we
are committed to raising our ambition to provide meaningful,
personalised experiences through a consistent, connected
experience for our customers at every life moment.
We will continue to invest in more compelling, seamless
journeys and embed our financial services into life moments
to enable customers to access related and relevant services
when and where they need them. We will further scale
personalised engagement with customers with meaningful
insights throughout their lifecycle and experiment with new
artificial intelligence capabilities to enhance experiences.
Helping customers build
better financial habits
In October 2023, we launched Insights, the new
financial wellbeing function in our mobile Retail
Banking app. Insights makes it easier for our
customers to find relevant features and tools
in the app that can help them better manage
their money, like Savings Goals, Round Ups,
and Know Your Credit Score. It can also help
customers with challenges such as reducing their
household bills and finding ways to save money.
Customers can use all the Insights features in
the app on their own or with a NatWest Group
colleague as part of a Financial Health Check to
better understand their financial health. We want
our customers to feel in control of their day-to-
day finances and confident about their life goals,
so we’ll continue to evolve the way Insights can
help them in 2024 and beyond.
(1)
2020 goal: To help two million people save over £100 for the first time with NatWest Group since 2020.
(*)
Within the scope of EY assurance. Refer to page 68.
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We serve the banking, lending and wealth
management needs of UK-connected high
net-worth individuals and their business interests
through the Coutts brand. We also deliver the
investment requirements of customers across
NatWest Group through our Investment Centre
of Expertise.
Our Private Banking strategy continues to help our
customers to meet their financial goals. Through
our relationship-led, digitally enabled, proactive
client engagement model, we aim to deliver good
outcomes for our clients and manage their wealth
responsibly, while supporting the wider NatWest
Group to deliver on our strategy.
2023 focus and highlights
We continue to focus on meeting our customers’
needs as they evolve towards more digital engagement.
Our investment is focused on increasing clients’ ability to
self-serve when they want and in ways more suited to their
needs. We improved how our customers can invest with
us digitally, including deepening integration with the mobile
banking app, digitising and simplifying more journeys and
developing new digital journeys for customers receiving
investment advice through our face-to-face channel. As a
result, adoption of our digital services within our customer
base is high and maturing. In 2023, over 90% of payments,
were made digitally and more than 100,000 customers from
across NatWest Group invested more than £2 billion with us
through our digital investment service.
In a high interest rate environment, we saw client demand
and needs change rapidly both in deposits and lending, and
the market became increasingly competitive, particularly in
the first quarter of 2023. We reviewed our proposition and
in August 2023, we launched the Coutts NatWest Mortgage
to give Coutts clients an improved choice of mortgage
options. Our research has shown that 30% of Coutts
clients have simpler mortgage needs and could benefit
from NatWest products, which on retail policies offer
lower mortgage rates, a broader product range, and
a more digitised client journey.
We have continued our climate commitments and in
2023, our Coutts Asset Management published its first
detailed climate disclosures within NatWest Group’s
overall climate disclosures, which were compliant with the
TCFD recommendations and the FCA’s ESG sourcebook
requirements for asset managers. We also assessed 81 of
our funds using our Net Zero Investment Framework and
published progress against our portfolio alignment target
for the first time. As at the end of 2023, 49% of funds
within our managed assets were portfolio aligned.
Continuing our collaboration with the Business Growth Fund
(BGF), with the close of UK Enterprise Fund (UKEF 3) in
January 2024 we have now raised more than £110 million.
So far 89 companies, spread throughout the UK and
diversified across sectors, have been backed in the first
two funds (UKEF 1 & 2). Around 70% of investment is in
companies based outside of London and the South East.
UKEF is proud to support female founders and their
businesses with c.15% of investment from the portfolio
and BGF going towards female-led companies, alongside
providing additional support including investment-ready
workshops run by BGF and NatWest Group.
2024 priorities
In 2024, we are continuing to focus on delivering what
matters most to our customers while driving profitable
growth and long-term efficiencies for the business segment.
We will sharpen our focus on core clients, supporting them
with their banking, lending and wealth management needs.
We are taking actions to ensure that we meet the evolving
client needs and more competitive market, and are creating
a platform to meet this in an effective and efficient way.
With the rise of Generative Artificial Intelligence (Gen AI)
in 2023, we have been exploring options to embed Gen AI
into our internal ways of working to improve the efficiency
of our colleagues. The focus of development is to use Gen AI
as a tool to help our colleagues and teams strengthen our
approach to client interactions and service delivery, centring
around developing lasting and positive relationships
Business performance continued
Private Banking
Stepping into the growing
market of workplace
pensions through Cushon
In June 2023, we completed the acquisition of
workplace savings and pensions fintech Cushon.
Leveraging Cushon’s proposition enables NatWest
Group to offer a suite of financial wellbeing
services to its customers and their employees.
With £2.3 billion in assets under administration as
at the end of 2023, Cushon was the fifth-largest
Master Trust (a pooled investment vehicle that
combines the management of funds contributed
from multiple sources) by number of employees
in the UK for the second half of 2023. Its primary
products are its workplace ISA and master trust
pension. Following a successful pilot in 2022, its
proposition is currently available to NatWest
Group’s commercial mid-market customers in
certain regions, with broader roll out planned
in the first half of 2024.
‘Our mission is to offer UK savers a convenient
way to save,’ explains Ben Pollard, CEO and
co-founder of Cushon. ‘As a result, we hope to
end the status quo of too many people being
excluded from life-long savings.’
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Business performance continued
Commercial &
Institutional
Commercial & Institutional provides
specialist banking services and expert
advice to a broad range of businesses,
from supporting start-ups at launch to
partnering with large companies and
global institutions. We help our Commercial
& Institutional customers achieve their
financial goals and manage their risks,
while navigating change, by providing
financing, transaction banking, trading
and risk management services.
2023 focus and highlights
Commercial & Institutional proactively supported customers’
needs across the full range of our services, connecting them
to the knowledge, solutions and products critical for success
in the sectors, regions and markets they operate in. The
benefits of bringing the franchise closer together were
seen through deepened relationships with our customers.
We maintained our position as the UK bank of choice for
SMEs, banking 1 in 5 of every small business in the UK.
We remained the biggest high-street bank for start-ups,
growing our market share from 10% two years ago to
19% in 2023
(1)
. For these smaller business owners, we
introduced several initiatives to support them as they
faced a challenging economic environment: providing
free everyday business banking to new start-ups opening
a bank account for the first time, cash-back on business
credit cards and making payments easier, faster and
cheaper for small businesses. Over 1,300 businesses
went through our Accelerator programme in 2023
across our 13 regional and digital hubs, accessing
advice, coaching, training schemes and peer support.
We also supported, in conjunction with key partners, over
300,000 businesses with interventions such as learning and
development events, including providing over 4,400 financial
health checks for businesses. We aim to be a simpler bank
to deal with and during 2023 continued to invest in digital,
data and technology capabilities to better connect
customers to the products and services they need.
Over 80% of our business banking customers now primarily
use digital channels to interact with us, up from 63% at the
beginning of 2023. Meanwhile, our payments platform Tyl
continued to scale, doubling to over 30,000 merchants, in
2023. We were one of the first banks to offer Apple and
Android Tap to Pay, a low-cost service removing the
need for any hardware to accept payments. We have
also incorporated Generative Artificial Intelligence into our
webchat channel to provide better service to our business
customers. We continued to improve our digital and product
offering for small business owners, supported by the
popularity of Mettle, our free digital-only business account.
Our extensive network of relationship managers remained
critical to our success, and during 2023 they continued to
help our commercial and corporate customers to grow
stronger, manage costs, find the right funding solutions
and reduce risk in volatile markets, including internationally.
At the Euromoney Foreign Exchange Awards 2023, we
were recognised as the ‘Best FX Bank for Corporates’
and named the ‘Best Sterling Lead Manager’ at the
Global Capital Covered Bond Awards 2023.
We continue to support our customers with their transition
towards a net-zero economy, providing digital tools to help
customers measure and reduce their carbon footprint, with
a large number of customers using these tools during 2023.
Through Lombard, the No.1 UK provider for asset finance,
we continued to support customers with financing for
electric vehicles, renewables and cleaner energy
alternatives
(2)
. In June 2023 we were proud to be the sole
arranger on Ørsted’s €100 million privately placed Blue
Bond issuance, with proceeds going towards financing
initiatives that target offshore biodiversity and sustainable
shipping and in October 2023 we provided our first Green
labelled facility to a Funds customer, a GBP and EUR Green
use of proceeds facility to a UK clean energy fund.
We maintained our position as a leading green, social,
sustainability debt (GSS) bookrunner in our chosen markets
and geographies, ranking #1 lead manager for Global GBP
issuance, #1 for UK Financial Institutions and #4 Western
European Corporates (including Nordics)
(3)
.
2024 priorities
In 2024 we will contribute to NatWest Group plans for
disciplined growth and supporting a long-term stable return
on equity. To achieve this, we will invest in our platforms to
improve the customer experience, implement a more agile
deposit strategy and free up colleague capacity to spend
more time with our customers and deepen relationships.
We will support growth by providing our corporate
customers with access to international markets and
expertise in structured finance, payments, trade finance
and risk solutions. We will continue to maintain a disciplined
approach to management of our balance sheet and
optimise our capital utilisation to create capacity to
support more of our customer needs.
The UK launch of Tap to Pay
on iPhone
In July 2023, Tyl by NatWest supported Apple’s
UK launch of Tap to Pay on iPhone. Tap to
Pay lets businesses seamlessly and securely
accept contactless payments using iPhone
and NatWest’s supporting app – without the
need for extra hardware or card readers.
By bringing together the agility of our fintech
payments business and Apple’s technology,
we were one of the first UK banks to launch the
Tap to Pay service on iPhone. This followed our
successful pilot of Tap to Pay on Android in May
2023 and marks an important milestone in our
payment ambition.
When businesses join Tyl by NatWest, they can
benefit from our all-in-one NatWest Tap to Pay
app on both iPhone and Android. Through the
app, they can take contactless payments and
monitor sales and transactions day to day.
Businesses can also use insights and support
available in Tyl’s customer portal to track
sales trends, payments and invoices, and
set up marketing and loyalty programmes
to drive further business.
(1)
Based on the % of 647 businesses, less than two years old, that name a NatWest Group brand as their main bank (19%). Source: MarketVue Business Banking from Savanta,
YE Q4 2023. Data weighted by region and turnover to be representative of businesses in Great Britain.
(2)
Based on net leasing data (£m) as at 31 December 2022.
(3)
At 31 December 2023, NatWest Markets ranked first by deal value among bookrunners for supporting UK issuers for green, social and sustainability (GSS) debt issuance.
Source: Dealogic, 31 December 2023 â•fi excludes money market and short-term debt.
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NatWest Group’s climate strategy
We have an ambition to at least halve the climate
impact of our financing activity by 2030, against a 2019
baseline, and align with the 2015 Paris Agreement.
We champion potential. Helping people, families and businesses to thrive.
Our climate ambition is to be a leading bank in the UK, helping address the climate challenge.
NatWest Group’s ability to achieve its strategy, including its climate ambitions and targets entails significant risks and will significantly depend on many factors and uncertainties beyond
NatWest Group’s control. The most important of these uncertainties and factors that could cause actual results and outcomes to differ materially from those expressed or implied in forward-
looking statements are summarised in the Risk factors included on pages 417 to 441 (with special regard to the risk factors in relation to climate and sustainability-related risks that describe
several particular uncertainties, climate and sustainability-related risks to which NatWest Group is exposed and which may be amended from time to time). For more information, refer to
section 7 of the 2023 Climate-related Disclosures Report (Cautionary statements).
(1)
Our net zero by 2050 AUM ambition encompasses total AUM, including Managed Assets, Bespoke and Advisory, refer to page 76 of the 2023 Climate-related Disclosures Report for details. We consider Managed Assets (those assets we invest on our customers’
behalf, which represented 84% of AUM as at 31 December 2023) to be in-scope for our interim 2030 portfolio alignment target and weighted average carbon intensity (WACI) ambition. For details, refer to pages 38 to 39 of the Net Zero Asset Managers Initiative’s
Initial Target Disclosure Report (May 2022) https://www.netzeroassetmanagers.org/media/2022/05/NZAM-Initial-Target-Disclosure-Report-May-2022-1.pdf.
(2)
Our operational value chain captures greenhouse gas emissions Scopes 1, 2 and 3 (Categories 1-14, excluding Categories 8, 10, 14). Scope 3 category 15 (financed emissions) is discussed in section 5.2 and 5.3 of our 2023 Climate-related Disclosures Report.
(3)
Data challenges, particularly the lack of granular customer information, create challenges in identifying customers with coal-related infrastructure (e.g. transportation and storage) and other customers with coal-related operations within NatWest Group’s large
and diversified customer portfolios.
(4) Enterprise-wide risk management framework.
(5)
Direct own operations is defined as Scope 1, Scope 2 and Scope 3 (paper, water, waste, business travel, commuting and work from home) emissions. It therefore excludes upstream and downstream emissions from our value chain.
1
2
3
We have an ambition to be net zero by 2050 across our financed emissions, assets under management (AUM) and our operational value chain.
Our 2030 climate ambitions
We plan to reduce carbon intensity of our Managed
Assets by 50% by 2030, against a 2019 baseline, and to
move 70% of Managed Assets to a net-zero trajectory.
(1)
We plan to reduce emissions for our operational
value chain by 50%, against a 2019 baseline.
(2)
How we are helping to address the climate challenge
Supporting customer transition to net zero
Helping to end the most harmful activities
Powerful partnerships and collaborations
Getting our own house in order
We have a target to provide £100 billion climate and sustainable
funding and financing between 1 July 2021 and the end of 2025.
As part of this, we aim to provide at least £10 billion in lending for
EPC A and B rated residential properties between 1 January 2023
and the end of 2025.
We have an ambition to support our UK mortgage customers to
increase their residential energy efficiency and incentivise purchasing
of the most energy efficient homes, with an ambition that 50% of
our mortgage portfolio has an EPC rating of C or above by 2030.
We plan to phase out of coal for UK and non-UK customers who have UK coal production, coal fired generation and coal related
infrastructure by 1 October 2024, with a full global phase-out by 1 January 2030.
(3)
We plan to collaborate cross industry and create products and services to enable customers to track their transition to net zero.
Each year, we plan
to include targets for
executive remuneration
that reflect our latest
climate ambitions.
We continue to
integrate the financial and
non-financial risks arising
from climate change
into our EWRMF
(4)
in
accordance with our
multi-year climate risk
maturity approach.
We have a target to
reduce our direct own
operations emissions by
50% by 2025, against a
2019 baseline.
(5)
We plan to use only
renewable electricity in
our direct own global
operations by 2025
(RE100) and improve our
energy productivity 40%
by 2025 against a 2015
baseline (EP100).
We plan to install
electric vehicle charging
infrastructure in 15% of
spaces across our UK
portfolio by 2030 and
upgrade our fleet of
around 100 vehicles to
electric by 2025 (EV100).
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49%
of Managed Assets were
considered portfolio aligned
to a net-zero pathway as
at 31 December 2023
(5)
against our ambition of
70% by 2030
£0.4bn
(*)
exposure to oil and gas
major customers
(4)
2022: £0.9bn
£0.3bn
(*)
exposure to in-scope coal
customers
(4)
2022: £0.3bn
54%
reduction in Scope 1 and
location-based Scope 2
emissions
(6)
26%
reduction in Scope 3
operational value chain
emissions
(6)
90%
of our loans and
investment
(3)
exposure as at
31 December 2022 analysed
for Scope 3 financed
emissions measurement
Four out of
nine
sectors are aligned
to decarbonisation
convergence pathway
(2)
£61.9bn
(*)
cumulative contribution
towards £100 billion climate
and sustainable funding
and financing target
(1)
2023: £29.3bn
(*)
2022: £24.5bn
1 Jul – 31 Dec 2021: £8.1bn
(1)
Between 1 July 2021 and the end of 2025.
(2)
Based on 2022 emissions, reflecting sectors included in our Climate transition plan. Refer to section 2.3 of our 2023 Climate-related Disclosures
Report for further details.
(3)
Loans and investments relate to on-balance sheet gross lending and investment exposure, accounted at amortised cost (including finance leases)
and FVOCI.
(4)
Our Credible Transition Plan (CTP) assessment undertaken in 2021, which is monitored annually, employed a top-down approach to identification
of existing coal-related customers, utilising the expertise of our frontline teams. However, we recognise that this was a point-in-time assessment.
During 2024, we are working to review our ESE policies. We have also set up a working group within the Commercial & Institutional business
segment to support development of guiding principles for assessment of thermal and lignite coal embedded within activities like transportation,
storage, supply chain and value add services, additionally ensuring due consideration is given to external factors such as energy security.
(5)
We consider Managed Assets (those assets we invest on our customers’ behalf, which represented 84% of AUM as at 31 December 2023) to be
in scope for our interim 2030 portfolio alignment target and weighted average carbon intensity (WACI) ambition.
(6)
Against a 2019 baseline. Scope 3 emissions relate to our operational value chain, see pages 58-59 for further detail. Scope 3, category 15
financed emissions is covered in our 2023 Climate-related Disclosures Report.
(*)
Within scope of EY assurance. Refer to page 68.
In 2023, we continued to implement and refine our Climate transition plan. We focused on delivery of our
2030 decarbonisation ambitions by supporting customer transition to net zero, helping to end the most
harmful activities, building powerful partnerships and collaborations, and getting our own house in order.
These initiatives provided us with a greater understanding of the dependencies NatWest Group and our
customers have on timely and appropriate government policy and technological developments that will
support customer transition.
Climate progress highlights
Risks related to our climate ambitions
We have an ambition to be net zero across our financed emissions,
assets under management and our operational value chain by 2050,
aligned with the UK’s legal commitment to be net zero by 2050.
We continue to engage with and support our customers’ transition
to a net-zero economy and monitor further developments, including
progress on supplier and fund decarbonisation. Refer to section 2
of our 2023 Climate-related Disclosures Report for our Climate
transition plan, which also includes details of our external
dependencies. Our climate ambitions are unlikely to be achieved
without timely and appropriate government policy, and technology
developments, as well as supplier, customer and societal response.
We expect to achieve our Scope 1 and 2 own operations ambitions
and targets. With regards to our 2030 Scope 3 financed emissions
ambitions, while UK Government policies are expected to provide
incentives for customer transition and technology development,
delays to a range of net-zero related UK Government policies
indicate the pace of implementation is slower than required for
the net-zero transition as outlined in the UK Climate Change
Committee’s (UK CCC) sixth carbon budget, issued in 2020. The
UK CCC ‘Progress in reducing emissions’ 2023 report to Parliament,
issued in June 2023 (UK CCC June 2023 Progress report) states
that the rate of emissions reduction will need to significantly increase
for the UK to meet its 2030 commitments, and continued delays
in policy development and implementation mean achievement is
increasingly challenging. Accordingly, we consider achievement
of the following ambitions increasingly challenging:
i.
50% of our mortgage portfolio of EPC rating of C or above
by 2030; and
ii.
halving the climate impact of our financing activity by 2030,
against a 2019 baseline.
We will continue to review our climate ambitions and targets as the
external environment develops.
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NatWest Group confirms that it has:
made climate-related financial disclosures for the year ended
December 31, 2023 that it believes are consistent with the
Task Force
on Climate-related Financial Disclosures (TCFD)
Recommendations and
Recommended Disclosures (as defined in the FCA’s Listing Rules,
as amended by the Disclosure of Climate-Related Financial Information
(No. 2) Instrument 2021) which include:
(i)
Final Report – Recommendations of the Task Force on Climate-
related Financial Disclosures
(June 2017) (focusing in particular on
the four recommendations and the eleven recommended disclosures
set out in Figure 4 of Section C of the TCFD Final Report);
(ii)
Implementing the Recommendations of the Task Force on
Climate-related Financial Disclosures
(October 2021 version);
(iii) Technical Supplement –
The Use of Scenario Analysis in Disclosure
of Climate-related Risks and Opportunities
(June 2017);
(iv)
Guidance on Risk Management Integration and Disclosure
(October 2020); and
(v)
Guidance on Metrics, Targets and Transition Plans
(October 2021
version); and summarised on pages 51 to 57;
we have set out these disclosures in this report and in its “2023
NatWest Group Climate-related Disclosures Report”, both published on
16 February 2024 (and available on natwestgroup.com); and
we have adopted this approach given the detailed and technical content
of the climate-related financial disclosures as it believes these
presentations best present its climate-related financial disclosures in a
decision-useful manner to the users of these reports.
Governance
Strategy
Risk
Management
Metrics
and Targets
Task Force on Climate-related Financial Disclosures (TCFD)
overview
Refer to page 51.
Refer to pages 52-53.
Refer to pages 54-55.
Refer to pages 56-57.
Natwest Group’s governance around climate-related risks
and opportunities.
The Board’s oversight of climate-related risks and opportunities.
Management’s role in assessing and managing climate-related risks
and opportunities.
How the organisation identifies, assesses, and manages
climate-related risks.
Processes for identifying and assessing climate-related risks.
Processes for managing climate-related risks.
How our processes for identifying, assessing, and managing climate-related
risks are integrated into overall risk management.
The metrics and targets used to assess and manage relevant
climate-related risks and opportunities.
The metrics used to assess climate-related risks and opportunities in line
with our strategy and risk management process.
Scope 1, Scope 2 and Scope 3 greenhouse gas (GHG) emissions, and the
related risks.
The targets used to manage climate-related risks and opportunities and
performance against targets.
The actual and potential impacts of climate-related risks and opportunities
on NatWest Group’s business, strategy and financial planning.
Climate-related risks and opportunities identified over the short, medium
and long-term.
The impact of climate-related risks and opportunities on our businesses,
strategy and financial planning.
The resilience of our strategy, taking into consideration different
climate-related scenarios, including a 2°C or lower scenario.
NatWest Group committed to support the Financial Stability Board’s Task Force on Climate-related Financial Disclosures (TCFD)
recommendations in 2017 and has published climate-related disclosures consistent with the TCFD recommendations since February 2022.
The latest assessment of consistency with the TCFD recommendations and recommended disclosures is included on this page, supported
by summary disclosure on pages 51 to 57, and in our 2023 Climate-related Disclosures Report.
Disclosures addressing our regulatory obligation to report
greenhouse gas (GHG) emissions pursuant to the Companies
(Directors’ Report) and Limited Liability Partnerships (Energy
and Carbon Report) Regulations 2018 which implement the
government’s policy on Streamlined Energy and Carbon
Reporting (SECR) has been included on pages 58 and 59.
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The Board’s oversight of climate-related risks
and opportunities
The Board is responsible for promoting the long-term sustainable success of the
NatWest Group, sets strategic aims, and monitors and oversees progress against our
climate ambitions. During 2023, the Board considered climate-related matters at five of
eight scheduled meetings. The Group CEO updated the Board on climate-related risks
and opportunities impacting NatWest Group, our customers, and key stakeholders.
In February 2023, the Board approved the 2022 Climate-related Disclosures Report,
including the initial iteration of NatWest Group’s Climate transition plan. In February
2023, the Board also approved the Executive Director bonus scorecard, including
performance against climate targets. Subsequent climate-related updates were
made to the Board in July, September, October and December 2023. These included a
discussion of the key climate-related opportunities and challenges, as well as a spotlight
on supporting customers’ transitions and broadening the sustainability opportunity.
In advance of every Board meeting, a Board business insights pack was provided,
which includes a snapshot of NatWest Group’s progress against our climate ambitions.
The Board also received regular updates through the Group CEO report, risk management
report and business updates. Committee chairs provided the Board with an overview of
relevant discussions of climate-related matters at committee meetings.
Looking ahead
The Board and Executive Committees will maintain oversight of climate progress and
ongoing climate-related risks and opportunities impacting NatWest Group. In February
2024, the Board reviewed progress and challenges against the initial Climate transition
plan, and approved disclosure on NatWest Group’s Climate transition plan included in
our 2023 Climate-related Disclosures Report.
For details of our Board skills and experience in relation to Environmental, Social
and Governance (including climate), refer to page 90.
NatWest Group’s governance around
climate-related risks and opportunities
TCFD: Climate-related disclosures overview continued
Board and senior management oversight of climate-related risks and opportunities is supported by embedding
climate within our established governance structure and operating rhythm.
Management’s role in assessing and managing climate-related
risks and opportunities
Climate accountabilities for identifying and managing the financial and non-financial risks
of climate change at management-level continue to be held jointly by the Group CEO
and Group CRO. Executive-level committees and cross-bank working groups assist the
Group CEO and CRO to discharge their responsibilities and support collaboration across
the organisation.
Under our integrated governance structure, business areas ensure that climate
considerations are built into decision-making. Accountable executives are empowered
to make decisions within their areas of accountability and responsibility. There are clear
escalation and reporting routes in place to executive-level committees and cross-bank
working groups, which assist in discharging responsibilities and supporting collaboration
across the organisation.
During 2023, the Climate Change Executive Steering Group (CCESG) continued to focus
on overseeing strategic progress against NatWest Group’s climate ambitions as well as
supporting executive recommendations to the Board on climate.
A key focus has been supporting the implementation of our systems thinking approach
and identifying opportunities to support customer transition to net zero through existing
and potential products and services such as our Home Energy Hub. CCESG also continued
to encourage collaboration with the UK Government and non-governmental organisations
as well as ongoing industry participation. In addition to reviewing actual 2023 expenditure
on building climate change capability against budget, CCESG also supported the finalisation
of the investment allocated to support customers’ transition in 2024.
Looking ahead
We will continue to focus on embedding climate in decision-making within business segments
and functions.
For further information on our governance of climate-related matters, refer to section 4 of the 2023
Climate-related Disclosures Report.
Governance
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NatWest Group’s strategy on
climate-related risks and opportunities
Strategy
Our strategic approach to climate change
Climate change is a global challenge which has implications for
our customers, investors, partners, suppliers and colleagues.
Our ambition to be a leading bank in the UK, helping to
address the climate challenge recognises that we may
contribute both directly and indirectly to the climate
challenge, as outlined below.
TCFD: Climate-related disclosures overview continued
Climate-related risks and
opportunities identified over the
short, medium and long term
Our climate ambition is to be a leading bank in
the UK, helping to address the climate challenge.
Our climate strategy, outlined on page 48,
recognises various short, medium and long-term
climate-related risks and opportunities to embed
climate into our business and culture, as well as
support customers in their transition to net zero.
In identifying climate-related risks and
opportunities to NatWest Group, the period in
which each is likely to occur has been assessed.
Risks and opportunities deemed material to our
five-year financial planning cycle are viewed
as short-term. Aligned with the guidance of
the Science Based Targets initiative (SBTi) for
financial institutions, long-term has been defined
as beyond 15 years, while medium-term has
been defined as within the next 5 to 15 years.
(1)
We have considered physical, transition and
liability risks, but have characterised climate-
related risks in the context of traditional
banking industry risk categories.
The principal risks considered most exposed
to climate-related risk are as follows. All have
been identified as potentially impacted over short,
medium and long-term time horizons:
Credit risk: from the adverse impact on future credit
worthiness of customers due to climate change risk
factors impacting asset valuation, income and costs.
Mitigants include the use of operational limits in the
residential mortgage portfolio and the inclusion
of climate considerations in sector strategy
within the commercial portfolio.
Operational risk: due to the increased likelihood and
potential impact of business disruption or arising from
new and changing policy standards, mitigants include
resilience and disclosure controls.
Conduct risk: due to poor customer outcomes
arising from the impacts of climate change including
changes to financial stability or general wellbeing,
which will either be supported or exacerbated by
NatWest Group’s conduct.
Reputational risk: due to the risk of damage to
NatWest Group’s reputation arising from perceived
impact on climate change or adequacy of actions
taken in response when compared against ambitions
and progress made by peers, mitigants include our
Environmental, Social and Ethical (ESE) policies.
Regulatory compliance risk: due to the need for
NatWest Group to ‘observe the letter and spirit’
of all applicable laws and regulations relating to
climate, mitigants include the introduction of an
Environmental, Social and Governance policy
to give comprehensive guidance on relevant
regulatory expectations.
(1)
Our climate transition planning uses different time frames than
those used in financial reporting. Accordingly, the references to ‘short’,
‘medium’ and ‘long-term’ in climate reporting are not indicative of the
meaning of similar terms used in certain of our other disclosures,
including our annual, periodic and interim reports.
The actual and potential impacts of climate-related risks and opportunities on NatWest Group’s
businesses, strategy and financial planning.
Climate
ambition
A leading bank
in the UK helping
to address the
climate challenge
Risks to
NatWest
Group
Climate-
related risk
factors
Climate
opportunities
Climate
change
impacts
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TCFD: Climate-related disclosures overview continued
Some of the key opportunities identified include:
As we implement our Climate transition plan, we’ll continue to refine and prioritise
our climate-related opportunities based on their relative commercial and decarbonisation
potential to support our customers and the wider economy transition to net zero. Climate-
related opportunities are identified and prioritised on an ongoing basis at a local level and
through our systems thinking lens at our Climate Opportunities Group, which met monthly
since April 2023. Our systems thinking approach aims to provide additional perspectives
on net zero that might otherwise be obscured at the sector level. For further details refer
to page 15 and 16 of our 2023 Climate-related Disclosures Report.
Key opportunities have been identified as having the potential to enable NatWest Group to
transform its balance sheet and operations in-line with its 2030 and 2050 climate ambitions.
The potential timing and impact of these opportunities will differ by sector, reflecting the
dependence on policies, technology and customer behaviour change. Examples include:
Supporting our customers’ sustainability transition: including the provision of financing,
development of new and enhanced green and transition products and services, in addition
to building capability.
Supporting our operations to decarbonise: including increased expenditure to support
reduction in carbon footprint in our own operations.
The impact of climate-related risks and opportunities on our businesses,
strategy and financial planning.
Through our integrated financial planning work and our Climate transition plan, we have
identified financial opportunities and investment required to support our net-zero ambitions
that will be refreshed annually as part of the annual financial planning cycle. Financial
opportunities from climate-related activities have been identified on a sector-by-sector
basis through the Climate transition plan, principal among these being our target to provide
£100 billion of climate and sustainable funding and financing between 1 July 2021 and the
end of 2025. We also continued to align our financial planning process with the climate
transition planning process, adding climate policy and technology-related transition
assumptions into the base case macroeconomic scenario used for financial planning and
assessment of Expected Credit Loss (ECL) in the IFRS 9 reporting period. This resulted in
an increase in ECL of £6 million as at December 2023.
In addition to reviewing actual 2023 expenditure against budget, CCESG also supported the
finalisation of investment allocated to support our customers’ transition. This includes
c.£20 million to support the ongoing development of climate-related opportunities and
mitigation of climate-related risks during 2024. This central amount is in addition to climate
related activities that have been operationalised within existing teams. We expect that the
centralised spending will reduce over time, as we further embed climate in our processes and
decision-making.
Looking ahead
We will continue to build scenario analysis capabilities to assess climate-related risks and
opportunities over the short, medium and long-term.
For further details of our climate strategy and transition plan, refer to section 2 of our 2023
Climate-related Disclosures Report.
(1)
There is increasing concern acknowledged by the NGFS consisting of 114 central banks, that model scenarios, including those provided by central banks and supervisory bodies and, therefore, used by NatWest Group are too benign and may not adequately capture:
(i) the financial implications of increasing frequency and severity of acute physical risks as global temperatures increase; (ii) second and third order impacts such as disruptions to supply chains and increased geo-political risks; nor (iii) possible ‘tipping points’ that could
lead to large, irreversible changes in the climate system (for example the melting of permafrost or the Greenland and Antarctic ice sheets).
The resilience of our strategy, taking into consideration different climate-
related scenarios, including a 2°C or lower scenario
To assess the ongoing resilience of our strategy, an extensive programme of climate scenario
analysis, covering our full credit book, has been in place since 2021. In 2023, we conducted a
range of climate scenario analysis exercises to test the resilience of our strategy to the impacts
of climate change, including risk management and capital adequacy use-cases. To ensure an
holistic assessment of financial and non-financial risks, we have also considered scenarios in
relation to conduct risk, operational risk, pension risk, liquidity risk and market risk. One of the
key lessons from NatWest Group’s extensive assessment of climate risk using scenario
analysis from 2021 to date is that, while climate-related risks could potentially amplify other
risk drivers, for example resulting in effects such as the erosion of competitiveness,
profitability, or reputational damage, overall NatWest Group continues to be resilient to these
risks, within the context of the scenarios tested.
Our 2023 climate scenario analysis programme assessed climate-related risks and
opportunities across short (< 5 years) and medium term (5 to 10 years) horizons to support the
embedding of climate-related analytics in decision-making and the management of climate-
related risks. To support this, we enhanced our suite of climate risk models, developing
additional in-house modelling capabilities and enhanced sector and counterparty level
modelling, which further integrates climate insights into existing risk management processes.
This included continued integration of climate into our internal capital adequacy assessment
process (ICAAP) using an internally developed Network for Greening the Financial System
(NGFS)
(1)
based Disruptive Policy scenario and into ECL measurement frameworks using an
internally developed scenario based on UK Climate Change Committee scenario to ensure
we are adequately capitalised by measuring potential losses and testing our resilience against
expected and unexpected losses.
Another priority area of focus was an end-to-end test of our in-house Corporate Transition
Risk Model which has undergone development since the CBES exercise, using an internally
developed NGFS based Disruptive Policy scenario and Inevitable Policy Response scenario.
This internal scenario analysis exercise informed our heightened climate-related risk sector
assessment methodology and supported the independent validation of our suite of climate
risk models.
Looking ahead
We will continue to deepen our climate risk modelling, build additional internal capabilities, and
further embed climate scenario analysis into portfolio and customer decisioning. To do this, we
are progressing in several areas, including exploring enhanced UK-specific climate risk
scenarios grounded in potential real-world changes in UK climate policy. We also intend to
develop and test our in-house climate risk model for residential and commercial properties
including an event-based physical risk scenario exercise. We will continue to respond to
regulatory expectations and prepare for future climate scenario analysis exercises.
For further information on the resilience of our strategy refer to section 3.2 of the 2023 Climate-
related Disclosures Report.
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TCFD: Climate-related disclosures overview continued
Our processes for managing climate-related risks
The effective management of climate risk requires the full integration of climate-related
risk factors into strategic planning, transactions and decision-making. Our approach has
evolved since 2021 alongside our ongoing, iterative multi-year apporach to mature
climate risk management capabilities.
We manage climate-related risk in the wholesale portfolio, through:
1.
Top-down portfolio check and shaping, including incorporating climate factors in
our overall sector strategy, updating our ESE risk acceptance criteria in response
to potential climate-related risks and applying climate-enhanced Transaction
Acceptance Standards (TAS), and;
2.
Bottom-up transaction assessments, including ensuring enhanced oversight for our
largest lending climate transactions and use of qualitiative climate risk scorecards to
provide a consistent and structured approach for understanding customer-specific
exposure to climate-related risks.
During 2023 Commercial & Institutional continued to enhance pricing frameworks to
embed climate considerations. These enable us to support businesses to help address
the climate challenge and to reshape the Commercial & Institutional business segment
towards more sustainable, transition- aligned transactions.
In the residential mortgage portfolio, we applied lending limits based on climate
characteristics, including: (i) exposure to EPC A and B rated properties, (ii) Buy-to-let
properties with potential EPC between D and G and (iii) flats, new builds and buy to let
properties at high or very high risk of flood. Additionally, our credit policies do not allow
buy-to-let mortgages to properties with an EPC rating between F and G. Limits are
continually reviewed to reflect new flood risk data, risk profile and market conditions.
Looking ahead
During 2023 we started to develop customer engagement tools within Commercial
& Institutional, to further embed climate within customer journeys to continually
enhance decision-making. These tools have been designed to complement and build
on established climate engagement touchpoints with customers through TAS and our
qualitative climate scorecards. Given the scale of implementation, we intend to launch
on a phased basis from early 2024. Ongoing enhancements to NatWest Group’s
processes for managing climate-related risk will continue to evolve and improve
as the organisation matures its climate risk management capabilities.
How NatWest Group identifies, assesses and
manages climate-related risks
How we identify, assess and manage climate-related risk continues to evolve. In this section we provide
an overview of our progress in 2023 and priorities for the future.
Risk
Management
Our processes for identifying and assessing
climate-related risks
We introduced an annual assessment of the relative significance of climate-related risk factors
to other principal risks in 2020 and we reviewed this during 2023. The assessment continues
to use the judgement of risk subject matter experts combined with scenario analysis, increased
granularity of climate data, as well as improved understanding of evolving regulatory guidance,
to understand the current and potential impact of physical and transition climate-related risk as
a causal factor to other principal risks. During 2023, NatWest Group has also begun exploring
approaches which can be used to assess the potential materiality of nature-related risks.
We continue to identify and assess climate-related risks at NatWest Group and subsidiary
level in three ways:
Scenario analysis: We undertake scenario analysis to understand the potential impacts of
climate-related risks.
Portfolio level assessment: Our heightened climate-related risk sector assessment seeks to
identify sectors that are likely to see increased credit risks for NatWest Group because of
climate-related factors, over a 10- to 15-year horizon.
Transaction level assessment: We completed a review and recalibration exercise to
enhance the quality of the insights generated by NatWest Group’s climate risk scorecards.
Through this process we continue to build capability among first- and second-line risk
colleagues, and a culture where consideration of climate risk is part of the credit journey.
In parallel with the full roll-out of our initial suite of climate risk scorecards for the Commercial
& Institutional business segment, in 2023 NatWest Group began development of enhanced
climate risk scorecards. This involved the expansion of the scorecard methodology to
capture quantitative considerations. We plan to roll out our latest scorecards in 2024
on a test-and-learn basis.
We also regularly consider the potential impact of existing and emerging regulatory
requirements related to climate change at NatWest Group and subsidiary level through
external horizon scanning and monitoring of emerging regulatory requirements.
Looking ahead
We will continue the scaled implementation of scorecards within credit assessment processes
and progress our embedding of nature-related risk into risk management frameworks.
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TCFD: Climate-related disclosures overview continued
How our processes for identifying, assessing,
and managing climate-related risks are integrated into
overall risk management
Climate risk has been included in the NatWest Group risk directory since 2021 alongside an
ongoing, iterative multi-year approach to mature capabilities.
In 2021 NatWest Group achieved first-generation implementation of climate risk maturity
through application of predominantly qualitative approaches, concentrated within priority
sectors or customers. In 2022, these capabilities were enhanced with increased data
availability and increased utilisation of quantitative analysis to inform customer
segmentation and areas of focus.
In 2023, key outcomes included:
conclusion of 2023 internal climate scenario analysis exercise, demonstrating enhanced
scenario analysis capabilities;
regular quantitative reporting on climate risk appetite within senior risk committees;
development and implemention of pricing adjustments within wholesale lending;
development of additional measures to enhance climate risk monitoring, including
introducing new operational limits within Commercial & Institutional; and
updates to retail credit limits, including review following newly sourced physical risk data.
In 2023, NatWest Group’s climate risk appetite was reported and reviewed in line with
its Risk Appetite Framework. Quantitative risk appetite measures are focused on excess
exposures to heightened climate-related risk sectors, along with exposures which significantly
deviate from transition trajectory. The qualitative appetite statement has also been enhanced
to recognise nature-related risk.
NatWest Group uses its EWRMF to identify the principal risks which could impact the
organisation. As our climate capabilities mature, climate-related risks are planned to be
effectively managed through existing policies and these policies are captured within the
EWRMF. The EWRMF sets out the requirements on how risk appetite is implemented
through risk policies and standards and translated into operational procedures. The impact
of climate-related risk as a causal factor to other principal risks will be reassessed and
managed through the annual refresh of the EWRMF and its individual components.
In addition, during 2023, strategic customer engagement tools have been developed which,
when fully operational, are expected to provide enhanced capabilities and will support
effective management of potential risks. These include a dedicated Climate Decisioning
Framework for wholesale lending, which will be rolled out on a test-and-learn basis in early
2024. Separately, and in recognition of the link between climate risk and nature degradation,
NatWest Group added nature risk to its climate risk considerations within the risk directory
for implementation from 1 January 2024.
For further details on climate risk refer to page 277 and 278, and section 3 of the 2023 Climate-related
Disclosures Report.
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TCFD: Climate-related disclosures overview continued
NatWest Group’s own operational footprint, as outlined on pages 58 and 59 of
this report and section 2.7 of the 2023 Climate-related Disclosures Report.
Estimates of financed emissions, as outlined in sections 2.3, 2.4, 5.2 and 5.3
of the 2023 Climate-related Disclosures Report. We used a combination of
methodologies, some of which are still under development, to estimate absolute
emissions and emissions intensities. In addition, these estimates are premised on use
of the assumptions, extrapolations or aggregation at subsector levels due to data
limitations, including lack of published emissions data and granularity of customer
information. As a result, we expect our estimates of emissions and emissions
intensities to change as we improve the granularity and coverage of customer
climate data and develop our methodologies further.
Estimates of facilitated emissions from corporate underwriting relate to capital
markets corporate bond underwriting activities, which equates to 21% of NatWest
Market’s total underwriting
(4)
.
These metrics are reported to the Board periodically within the NatWest Group Board
business insights pack.
Looking ahead
We will continue to develop metrics and measurement capabilities to monitor
and manage climate-related risks and opportunities. We will also continue to monitor
evolving carbon measurement standards and enhance capabilities including ongoing
engagement with the Partnership for Carbon Accounting Financials (PCAF) to develop
measurement, monitoring and reporting capabilities for asset management.
The metrics and targets used to assess and manage
relevant climate-related risks and opportunities
The metrics used to assess climate-related risks
and opportunities in line with our strategy and risk
management process
We use a range of metrics to measure opportunities and risks and progress against our
climate ambitions, including:
Provision of climate and sustainable funding and financing
(1)
: since the £100 billion target
came into effect in July 2021 NatWest Group has provided £61.9 billion
(*)
of climate and
sustainable funding and financing (£29.3 billion
(*)
during 2023)
(2)
. An annual breakdown of
our progress since 2021 can be found on page 21.
Exposure to heightened climate-related risk sectors is based on loans, loan commitments
and contingent obligations. Total wholesale heightened climate-related risk exposure
increased by £14.5 billion since 31 December 2022, due to the inclusion of three additional
sectors resulting from an updated methodology. There has also been portfolio growth
in terms of renewables projects within electricity generation.
Energy efficiency of the UK residential mortgage portfolio: as at 31 December 2023,
£140.8 billion, 67.6%, of the total residential mortgages portfolio had Energy Performance
Certificate (EPC) data available (31 December 2022 – £138.8 billion, 68.3%), of which,
44.1%
(*)
were rated as EPC A to C (31 December 2022 – 41.6%).
Flood risk of the UK residential mortgage portfolio
(3)
: On a total volume basis, present day
UK mortgages at high risk of flooding are 3.5%
(*)
of the assessed portfolio and those at very
high risk are 1.3%
(*)
of the portfolio. This is slightly lower than the overall UK volume-based
analysis with high of 4.0% and very high of 2.2%. This analysis covers 98.3% of NatWest
Group’s UK residential mortgage portfolio.
Metrics and
Targets
(1)
For the year ended 31 December 2023, the NatWest Group CSFFI criteria published in December 2022 has been used to determine the assets, activities and companies that are eligible to be counted. For the year ended 31 December 2022, our CSFFI criteria
published in October 2021 was applied. For the year ended 31 December 2021, the CSFFI criteria published in February 2021 was applied. Lending to personal customers for properties with EPC A and B ratings was included within climate and sustainable funding
and financing reporting from 1 July 2021.
(2)
The £61.9 billion cumulative climate and sustainable funding and financing total consists of £34.7 billion in lending and £27.2 billion in underwriting transactions.
(3)
Flood risk data is obtained through our third-party vendor, RHDHV, and their flood risk analysis provides a measure of the likelihood and severity of a flood hazard affecting each individual property. This property-specific rating process analyses all layers within the
United Kingdom FloodMap product via a weighted algorithm which looks at the predicted severity and the frequency of flooding from multiple sources. RHDHV flood score model as at 31 October 2023 and NatWest Group residential mortgage portfolio data as at
31 December 2023.
(4)
Where NatWest Group is a facilitator (active or passive) as defined by the PCAF published standard.
(*)
Within scope of EY assurance. Refer to page 68.
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TCFD: Climate-related disclosures overview continued
Scope 1, Scope 2 and Scope 3
greenhouse gas (GHG) emissions,
and the related risks
During 2023, we focused on activities with the potential
to contribute towards our ambition to reduce emissions
from our direct own operations by 50% by 2025, against a
2019 baseline, as well as making progress against our SBTi
validated 2030 targets. As a result, we achieved a 54%
reduction against a 2019 baseline in our Scope 1 and
Scope 2 location-based emissions. We will continue to
pursue further decarbonisation towards our 2050
net-zero ambition to reference the continued direction
of travel and build on our Climate transition plan.
We have continued to enhance our measurement
capabilities and scope of Scope 3 financed emissions
models. Our work was guided by the availability of
methodologies for estimating financed emissions, most
notably from the SBTi and PCAF – refer to the 2023
Sustainability Basis of Reporting for methodologies used. In
addition to sector-level lending models, where measurement
standards are more developed, we estimated emissions
for the remaining lending and investment exposures at
a total level.
As a result, we have now analysed 90%
(1)
of our loans
and investment exposure at 31 December 2022
(74% at 31 December 2019).
For related risks and limitations refer to page 56 of this
report and section 2.7, 5.3, 5.4 and section 7 of our
2023 Climate-related Disclosures Report.
Looking ahead
Our measurement work to date has reinforced our
understanding of the challenges involved in financed
emissions estimation as well as the urgency and the scale
of transition required to align our financing activities to the
2015 Paris Agreement and achieve net zero by 2050.
We intend to continue our work to enhance our
measurement capabilities and, over time, we expect climate
data granularity to improve as we move towards utilising
actual customer climate data.
We also intend to progress with continued enhancements to
the availability of data and data quality to support future
calculations of financed emissions, including absolute
emissions and emissions intensities.
The targets used to manage climate-
related risks and opportunities and
performance against targets
Our ambition to be net zero by 2050 across our financed
emissions, assets under management and operational value
chain is supported by our 2030 ambitions, refer to page 48.
In 2022 we published 2030 sector-level targets validated by
the SBTi as science-based. These targets included our own
operational emissions as well as 79% of our 2019 lending
book and 57% of debt securities and equity shares,
excluding sovereign debt securities. SBTi targets have been
set based on a number of methodologies, external
scenarios, pathways and assumptions that vary by sector.
The metrics and targets used to assess and manage relevant climate-related risks and opportunities, where such information
is material
(1)
The PCAF standard does not currently outline an estimation approach for short term assets (such as nostro and repurchase agreements), quasi sovereign assets (e.g. local authorities) and consumer lending other than mortgages and motor vehicle loans. As such
these products are currently excluded from our financed emissions estimation. Loans and investments relate to on-balance sheet gross exposure, accounted for at amortised cost (including finance leases) and FVOCI.
Since 2020, we have included a climate goal and related
measures in our Executive Director performance goals.
Climate progress is an integral part of the annual bonus
scorecard introduced under our Executive Director
Remuneration Policy.
For 2023, 10% of potential annual bonus was based
on performance against the following climate ambitions:
Implementation of the initial Climate transition plan,
with four sectors on target and one of the two AUM
and retrofit milestones achieved. Achieved in 2023.
Climate and sustainable funding and financing with
a target of £25.3 billion in 2023. Achieved in 2023.
NatWest Group will continue to monitor its performance
against its climate-related targets and ambitions and
revise as appropriate.
For further details on our metrics, targets and progress, refer to
our 2023 Climate-related Disclosures Report.
For further details of integration of climate considerations into
remuneration, refer to the Directors’ Remuneration Report.
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Our own operational footprint
2023 progress
Our direct
(1)
own operations emissions have now reduced
by 47% against a 2019 baseline, supporting delivery of
our 2025 and 2030 ambitions. We also continued to
disclose our full operational value chain emissions.
We opened our new office in Spinningfields, Manchester,
which has been awarded the RICS SKA gold accreditation,
achieving the highest level of sustainable fit-out using the
rating method, with an EPC rating improvement from D
to B. Incorporating technology and innovation into the
design including removing all gas operations has enabled
Spinningfields to be our new flagship building
for sustainability.
We have also begun action to decrease our reliance on
the carbon credit market by funding our own projects.
In 2023, we retired 120,000 nature-based carbon
removal credits, refer to page 41 of our 2023
Climate-related Disclosures Report.
Energy reduction initiatives relating to
movements in Scopes 1 and 2
Between 2022 and 2023 we reduced our energy
consumption by 38 GWh, driven by portfolio transformation
and projects completed during the reporting year,
as follows:
Building Management System (BMS) software:
Installed
in all our large and medium office buildings to optimise the
control of our energy-using systems such as heating,
cooling and air handling.
Data centres:
Building management initiatives have been
delivered across the four strategic UK data centres’
including the installation of energy efficient chillers
to cool the data centres’ halls and optimisation of
the temperatures. In addition, a multi-year upgrade
programme to our Edinburgh data centre network
has completed end-of-life hardware decommissioning.
LED lighting:
As part of a multi-year LED investment
programme, we upgraded 65 of our branches in 2023.
The aim is to roll out across a further 200 of our
branches, delivering c.8 GWh reduction in electricity use.
Installation of low-energy LED lighting in our data centres
has provided savings and we also made progress in
overseas offices with an LED lighting exchange saving
10% energy at our Poland office compared with the
same period last year.
Emissions movements relating to Scope 3 from
our operational value chain
(2)
Supply chain:
In 2023, we began our supplier data
improvement journey for our emissions estimates,
transitioning from a fully spend-based approach to
a hybrid approach. This uses supplier specific data,
where available, for our top 80% of spend, topping-up
with spend-based data where more accurate, disclosed
data is not available. Our 2023 supplier footprint is now
18% supplier-specific data. As a result, our category 1, 2
and 4 emissions for 2019 have been re-baselined in line
with recommended best practice as the changes exceeded
our 5% materiality threshold, driving a 50% reduction
in 2019 emissions from those reported historically.
Technology:
A cloud-hosted desktop service was
enabled for 34,000 colleagues that allows supporting
infrastructure to scale-up and down throughout the
day based on real-time demand. Further, rightsizing
our property portfolio has enabled the decommissioning
of a segment of our branch and head office network
infrastructure achieving savings of 680 tCO
2
e in 2023.
(1)
Our direct own operations are greenhouse gas emissions from Scopes 1, 2 and
3 (paper, water, waste, business travel, commuting and working from home).
(2)
Operational value chain captures greenhouse gas emissions Scopes 1, 2 and 3
(Categories 1-14, excluding Categories 8, 10, 14). Scope 3, category 15 is
covered within our 2023 Climate-related Disclosures Report. Our operational
value chain emissions in 2023 of 668,578 tCO
2
e represent a 30% reduction from
our 2019 baseline of 958,091 tCO
2
e. As part of this Scope 1 and location-based
Scope 2 emissions of 64,751 tCO
2
e collectively reduced by 54% (2019: 139,749
tCO
2
e) and Scope 3 emissions of 603,827 tCO
2
e reduced by 26%
(2019: 818,342 tCO
2
e).
(3)
For our own operations, net zero means aiming to reduce our operational value
chain by a minimum 90% reduction by 2050 against a 2019 baseline. We plan to
neutralise the residual 10% using carbon credits in line with ‘SBTi Corporate
Net Zero Standard’ released in October 2021.
(4)
The SBTi recommends that companies invest to mitigate emissions beyond
their value chain while they transition towards a state of net zero emissions.
In accordance with the Greenhouse Gas Protocol, our absolute emission
reductions of 50% Scope 1+2, 50% Scope 3 and 90% by 2050 are not
achieved through the use of carbon credits.
(5)
Location-based Scope 2 of 51,829 tCO
2
e shown gross of purchased renewable
electricity of 51,683 tCO
2
e. Scope 2 market based emissions, which factor in
purchased renewable electricity are 146 tCO
2
e.
(*)
Within scope of EY assurance, refer to page 68.
During 2023, we focused on activities with the potential to contribute towards our ambition to reduce our direct
(1)
own operations by 50% by 2025, against a 2019 baseline, as well
as making progress against our SBTi validated 2030 targets and our ambition to be net zero for our operational value chain
(2,3)
. As a result, we achieved a 54% reduction against a
2019 baseline in our Scope 1 and Scope 2 location-based emissions and a 26% reduction in Scope 3 operational value chain emissions
(2)
. As we implement and refine our Climate
transition plan we will continue to pursue further decarbonisation opportunities, invest beyond the value chain
(4)
and work towards our 2050 net-zero ambition. All activity
continues to be supported by a focus on continuous data improvement.
2023 Breakdown of operational value chain emissions (tCO
2
e)
(*)(2)
2%
8%
90%
668,578
Scope 1
12,922
Scope 2 (location-based)
(5)
51,829
Scope 3
(2)
603,827
Scope 3 – Direct emissions – 66,349
Category 1: Paper and water: 2,909
Category 5: Waste: 157
Category 6: Business travel: 23,380
Category 7: Commuting and working
from home: 39,903
Scope 3 – Upstream emissions – 506,212
Category 1: Purchased goods and services: 417,665
Category 2: Capital goods: 53,203
Category 3: Fuel and energy related activities: 19,966
Category 4: Transportation and distribution: 12,567
Category 6: Well to tank business travel: 2,811
Scope 3 – Downstream emissions – 31,266
Category 9: Transportation and distribution: 13,236
Category 11: Use of sold products: 8,873
Category 12: End of life treatment sold products: 1,976
Category 13: Leased assets: 7,181
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2023 Annual Report and Accounts
58
Streamlined Energy and Carbon Reporting (SECR)
The table below has been prepared against the framework for sustainability reporting that covers greenhouse gas emissions and energy
usage to encourage improved energy efficiency and outlines our performance for 2022 and 2023.
2023
2022
Greenhouse gas (GHG) emissions
UK and offshore
area
(1)
Global total
(excluding UK
and offshore)
(1)
Total
UK and offshore
area
(1)
Global total
(excluding UK
and offshore)
(1)
Total
Emissions from the combustion of fuel and operation of any facility (Scope 1 direct
(2)
) (tonnes of CO
2
e)
(*)
11,958
964
12,922
14,827
1,329
16,156
Emissions from the purchase of electricity, heat, steam and cooling by the company for its own use
(Scope 2
(3)
indirect) (location-based) (tonnes of CO
2
e)
(*)
39,209
12,620
51,829
44,983
15,255
60,238
Total gross Scope 1 & 2 (location-based) (tonnes of CO
2
e)
(*)
51,167
13,584
64,751
59,810
16,584
76,394
Intensity ratio: Location-based CO
2
e emissions per FTE (Scopes 1 & 2) (tonnes/FTE)
1.3
0.7
1.1
1.6
0.9
1.4
Scope 2
(4)
(market-based) (tonnes of CO
2
e)
(*)
11
135
146
13
2,371
2,384
Energy Consumption used to calculate above emissions (kWh)
246,230,119
29,374,856
275,604,975
280,120,202
34,058,491
314,178,693
Scope 3
(5)
emissions from our direct own operations, limited to paper, water, waste, business travel and
employee commuting and working from home (tonnes of CO
2
e)
(*)
46,800
19,549
66,349
39,645
18,713
58,358
Total gross Scope 1, 2 & 3 direct own operations (location-based) (tonnes of CO
2
e)
(*)
97,967
33,133
131,100
99,455
35,297
134,752
Intensity ratio: Location-based direct own operations CO
2
e emissions per FTE (Scopes 1, 2 & 3) (tonnes/FTE)
2.5
1.7
2.2
2.6
2.0
2.4
Emissions methodology and basis of preparation
Boundary:
this statement has been prepared in accordance with our regulatory obligation to report greenhouse gas (GHG) emissions pursuant to the Companies (Directors’ Report)
and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 which implement the UK Government’s policy on SECR. Our reporting year runs from 1 October 2022 to
30 September 2023. The emissions reporting boundary is defined as all entities and facilities either owned or under our operational control.
Reporting
(6,7)
: emissions have been reported using the Greenhouse Gas Protocol Corporate Standard and associated guidance and include all greenhouse gases, reported in tonnes of carbon
dioxide equivalent (CO
2
e) and global warming potential values. When converting data to carbon emissions, we use Emission Factors from UK Government Emissions Conversion Factors for
Company Reporting (Department for Business, Energy & Industrial Strategy, 2023, CO
2
emissions from fuel combustion (International Energy Agency, 2022) or relevant local authorities as
required. NatWest Group uses a third-party software system, to capture and record our environmental impact and ensure that control framework and assurance requirements are met.
All data is aggregated at a regional level to reflect the total regional consumption. The regional consumption results are then collated to reflect the total NatWest Group footprint. CO
2
e
values are attributed to these sources via an automatic conversion module in the third-party system.
For more information, refer to the own operational footprint page at natwestgroup.com.
(1)
Offshore area as defined in The Companies (Directors Report) and Limited Liability Partnerships (Energy and Carbon) Regulations 2018. This includes Jersey and Guernsey but not our overseas sites in America, EMEA and Asia-Pacific. These are included in the global
total (excluding UK and offshore).
(2)
Scope 1 emissions from natural gas, liquid fossil fuels, fluorinated gas losses and owned/leased vehicles.
(3)
Scope 2 emissions from electricity, district heating and cooling used in NatWest Group premises.
(4)
We have procured 100% electricity from renewable sources globally using green tariffs and renewable electricity certificates. The remaining Scope 2 market-based emissions arises from district cooling, district heating and the residual amount of non-renewable electricity.
(5)
Scope 3 emissions sources for our own operations emissions cover categories 1 – 14, with our direct own operations covering only paper, water, and categories 5 – 7. Refer to page 58 for further details. Scope 3 category 15 (financed emission) is covered in our 2023
Climate-related Disclosures Report.
(6)
Low data accuracy is a key risk of our reporting, as this could lead to misreporting of own operations emissions figures. To combat this, we have robust internal controls processes, with data and claims subject to third-party assurance.
(7)
The historic values reported in the table above may be updated from values we reported in 2022. This is due to updated bills, data provision and extrapolations. Further, future data is subject to change following any significant change to our business size and scope, as
baseline recalculation may result in differing emissions reductions.
(*)
Within scope of EY assurance. Refer to page 68.
Own operational footprint continued
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NatWest Group
2023 Annual Report and Accounts
59
Risk overview
Effective risk management helps to ensure that NatWest
Group delivers its long-term strategy.
Our approach to risk management
The enterprise-wide risk management framework (EWRMF)
sets out the approach to managing risk across NatWest
Group and provides a common risk language to facilitate
effective risk management. The framework applies to all
subsidiary legal entities, business segments and functions
to help deliver NatWest Group’s strategy in a safe and
sustainable way.
Risk culture
NatWest Group’s multi-year programme to enhance risk
management capability at different levels of the organisation
continued in 2023, with an ongoing emphasis on risk culture.
The approach to risk culture, under the banner of intelligent
risk-taking, ensures a focus on robust risk management
behaviours and practices.
The approach to our risk culture, in line with our strategy
and our values across all three lines of defence, enables us
to support better customer outcomes, develop a stronger
and more sustainable business and deliver an improved
cost base. During 2023, we continued to evolve the five key
outcomes to deliver on the intelligent risk-taking approach.
These outcomes focused on behaviours, leadership, risk
practices, decision-making and roles and responsibilities.
Risk governance
NatWest Group’s governance structure facilitates sound
risk management decision-making, in line with standards of
good corporate governance. The Board ensures there is a
framework of prudent and effective controls which enables
risks to be assessed and managed, including the completion
of a robust assessment of NatWest Group’s emerging
and principal risks. It reviews and approves the EWRMF
(including NatWest Group’s risk appetite framework) and
approves the risk appetite for principal risks. It monitors
performance against risk appetite, considers material risks
and reviews the effectiveness of risk management and
internal control systems. In addition, the principal risk
committees have the following roles and responsibilities:
The Group Board Risk Committee (BRC) is responsible
for: providing oversight and advice to the Board on
current and potential future risk exposures, future
risk profile including risk appetite, the approval and
effectiveness of the EWRMF; reviewing the effectiveness
of internal controls required to manage risk; reviewing the
performance of NatWest Group relative to risk appetite;
reviewing all material risk exposures and management’s
recommendations to monitor, control and mitigate such
exposures, including all principal risks; approving the Key
Risk Policies; providing input to remuneration decisions
from a risk management perspective; approving the Risk
Management Strategy and overseeing its effective delivery;
and reviewing and recommending to the Board the
assumptions, scenarios and metrics used for stress tests.
The Group Executive Risk Committee (ERC), chaired by
the Chief Risk Officer is responsible for: supporting the
CRO and other accountable individuals in discharging
their risk management accountabilities; reviewing
performance relative to risk appetite, and reviewing
and debating all material risk exposures across NatWest
Group and management’s recommendations to monitor
and control such exposures; reviewing the EWRMF,
supporting its recommendation to BRC and overseeing its
implementation across NatWest Group; and reviewing the
Key Risk Policies and the Risk Management Strategy and
supporting their recommendation to BRC.
Three lines of defence
In line with industry best practice and sound risk
governance principles, NatWest Group adopts a three
lines of defence model of risk governance. Everyone has
a responsibility for the intelligent management of risk in
day-to-day activities. This includes actively demonstrating
risk practices and behaviours that are consistent with
NatWest Group’s desired risk culture.
As the second line of defence, the Risk function has
a clear mandate to undertake proactive risk oversight
and monitoring of all risk management activities including
maintaining a robust control environment. The Risk function
designs and maintains the EWRMF. The Chief Risk Officer
leads the Risk function and plays an integral role in advising
the Board on NatWest Group’s risk profile. This includes
continuous monitoring activities to confirm that NatWest
Group engages in sustainable risk-taking activities in
pursuit of strategic objectives.
Risk appetite
The risk appetite framework is a component of the EWRMF
and establishes the extent of permissible risk-taking to
support business outcomes and delivery of the strategy.
The EWRMF sets out the requirements regarding how risk
appetite is implemented through risk policies and standards
and translated into operational procedures. This consistent
approach is followed for all principal risks, frameworks, tools
and techniques. Risk appetite statements and associated
measures are approved at least annually by the Board on
the Board Risk Committee’s recommendation to ensure
they remain appropriate and aligned to strategy.
Risk profile – key developments
NatWest Group maintained a stable risk profile in 2023
despite persistent inflation, higher interest rates, geopolitical
tensions and elevated reputational risks creating a challenging
risk environment. Our approach to intelligent risk-taking
helped us support UK households and businesses facing
these and other challenges.
The overall financial risk profile remained within risk appetite
despite challenging economic conditions. Key developments
in 2023 included:
NatWest Group retained robust capital, liquidity and
funding positions despite volatility in interest rates and
increased competition for deposits and customers.
A strong capital position was maintained in 2023, with
a CET1 ratio of 13.4%. This was significantly ahead
of regulatory requirements and aligned with NatWest
Group’s target of 13-14%. Movements in the CET1
ratio reflected the attributable profit offset by the
ordinary dividend accrual and the increase in RWAs.
Overall credit risk performance remained stable with
limited signs of deterioration despite economic headwinds.
The overall trend for non-financial risk improved in 2023.
Areas of management focus included:
Significant investment continued to be made to support
the delivery of the multi-year transformation plan across
financial crime risk management. Enhancements were
made to technology, data quality, and data analytics to
improve the effectiveness of systems used to monitor
customers and transactions.
Some non-financial risks were elevated in relation to
the departure of Alison Rose as NatWest Group Chief
Executive Officer and issues that had arisen in connection
with account closure decisions that attracted significant
public and media attention. Following an independent
legal review of customer account closures, as well as the
outcome of ongoing FCA and internal reviews, NatWest
Group are making changes to its policies and procedures
to deliver better, more consistent outcomes for customers.
NatWest Group’s model risk management practices
continued to evolve, supported by a dedicated model
risk management enhancement programme, set up in
response to the PRA’s Supervisory Statement 1/23.
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2023 Annual Report and Accounts
60
Risk
toolkit
cycle
Identify and assess
Effective risk identification and
assessment to understand
the risk profile.
Mitigate
Determination of the
appropriate action for how risks
are managed or mitigated.
Report
Reporting of the risk profile,
emerging themes, current issues
and other key information.
Monitor
Monitoring of the risk profile
through principal risk indicators
or other key metrics.
Capital risk
Financial crime risk
Liquidity and funding risk
Model risk
Credit risk
Operational risk
Earnings stability risk
Reputational risk
Traded market risk
Regulatory compliance risk
Non-traded market risk
Pension risk
Climate risk
Principal risks
Financial risks
Non-financial risks
The enterprise-wide risk management framework (EWRMF)
sets out our approach to managing risk across NatWest
Group and provides a common risk language and
framework to facilitate effective risk management.
The building blocks of the EWRMF are: risk appetite, risk
governance, three lines of defence and risk culture.
Principal risks are used as the basis for setting risk appetite
and risk identification.
1
2
5
4
The risk toolkit cycle outlines the NatWest Group-wide
approach to identify, assess, mitigate, monitor and
report risks.
Enterprise-wide risk management framework
R
e
p
o
r
t
M
o
n
i
t
o
r
M
i
t
i
g
a
t
e
I
d
e
n
t
i
f
y
a
n
d
a
s
s
e
s
s
Enterprise-wide risk management framework
Common risk language, architecture and approach
Risk overview continued
Risk appetite
Risk appetite is defined
as the type and
aggregate level of risk
NatWest Group is willing
to accept in pursuit of its
strategic objectives and
business plans.
Risk directory
and principal risks
The risk directory
provides a common
language to ensure that
consistent terminology is
used across NatWest
Group to describe the
principal risks.
Risk governance
NatWest Group’s
governance structure
facilitates sound risk
management decision-
making, in line with
standards of good
corporate governance.
Principal risk
policies
Risk policies are in place
for each principal risk
and define, at a high
level, the cascade of
qualitative expectations,
guidance and standards
for risk.
Three lines of defence
NatWest Group adopts
a three lines of defence
model of risk
governance. Everyone
has a responsibility for
intelligent risk-taking.
Risk standards
Risk standards provide
a more granular
expression of the risk
policies and provide the
detail for the first line of
defence to develop
operational policies/
procedures.
Risk culture
The EWRMF is centred
on the embedding of a
strong risk culture that
encompasses both
prudential and conduct
risk outcomes and
prescribed behaviours.
Risk
toolkits
Risk toolkits define the
approaches, tools and
techniques for managing
risk (split by all principal
risks, financial and
non-financial risks).
The EWRMF sets out a common risk language and standard
definitions to ensure consistency in the application of risk
management terminology.
3
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2023 Annual Report and Accounts
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Risk overview continued
Risk directory and principal risks
To ensure common language and a consistent approach across NatWest Group, the risk directory defines and documents all principal risks that NatWest Group may face, categorised into
financial and non-financial risks. The risk directory is an important component of the EWRMF, underpinning the linkage between strategy, risk appetite, risk reporting and governance. Principal
risks are the Board approved EWRMF categories that describe the highest-level financial and non-financial risks in the risk directory.
Principal risks – financial
Key developments
Mitigants
Capital risk –
The risk that there is or will be
insufficient capital and other loss-absorbing debt
instruments to operate effectively, including meeting
minimum regulatory requirements, operating within
Board-approved risk appetite and supporting its
strategic goals.
A strong capital position was maintained in 2023, with a CET1 ratio of
13.4%. This was significantly ahead of regulatory requirements and aligned
with NatWest Group’s target of 13-14%. Movements in the CET1 ratio
reflected the attributable profit offset by the ordinary dividend accrual and
increase in RWAs. For the Bank of England 2022/23 annual cyclical scenario
stress test, NatWest Group remained above its CET1 capital and Tier 1
leverage ratio hurdle rates.
Capital planning is integrated into NatWest Group’s wider annual budgeting
process with capital plans produced over a five-year planning horizon under
expected and stress conditions.
Stress testing is a principal risk management tool and is used to quantify
and evaluate the potential impact of risks on the financial strength and
capital position.
Liquidity and funding risk –
The risk that NatWest
Group, or any of its subsidiaries or branches, cannot
meet its actual or potential financial obligations, in a
timely manner, as they fall due. Funding risk is the
risk that NatWest Group cannot maintain a
diversified and stable funding base.
A robust liquidity and funding risk profile was maintained throughout 2023,
with a liquidity coverage ratio of 144% and a loan:deposit ratio (excluding
repos and reverse repos) of 84%.
A suite of tools is used to monitor, limit and stress test the liquidity and funding
risks on the balance sheet. Limit frameworks are in place to control the level of
liquidity risk, asset and liability mismatches and funding concentrations. Liquidity
condition indicators are monitored daily.
Performance is reported to the Asset & Liability Management Committee on a
regular basis.
Credit risk –
The risk that customers, counterparties
or issuers fail to meet their contractual obligation to
settle outstanding amounts.
Despite a challenging outlook driven by persistent inflation and higher
interest rates, the credit risk profile remained stable throughout 2023.
Overall ECL increased during 2023 reflecting portfolio growth alongside
broadly stable portfolio performance. There were Stage 3 default flow
increases, particularly in the Personal portfolio, but these were broadly in
line with expectations due to growth and normalisation of risk parameters.
This was mitigated by a net ECL reduction from 2023 updates to economic
scenarios and weightings.
Extensive and thorough credit processes, strategies and controls to ensure
effective risk identification, management and oversight.
Wholesale credit risk – sector appetite continues to be reviewed regularly,
with particular focus on sector clusters and sub-sectors that are deemed to
represent a heightened risk.
Retail credit risk – adjustments were made to affordability assumptions and
stress rates to ensure that lending continued to be assessed appropriately,
given the high interest rate and inflationary environment.
Earnings stability risk –
The risk that profits are not
sustainable under stress.
NatWest Group remained within earnings stability risk appetite
throughout 2023.
A range of scenario sensitivities were run, to explore downside risks to earnings
stability, including a sharp fall in interest rates and stressed macro factors
aligned to a 1-in-10 year event.
Traded market risk –
The risk to the value of
assets and liabilities inside the trading book, or
the risk to income which arises from changes
in market prices.
All material traded market risk resides in NatWest Markets. 2023 was
marked by periods of increased market volatility. The significant volatility in
gilts, sterling swaps and inflation entered the rolling window for value-at-risk
(VaR) calculation during 2023. However, traded VaR and stressed
value-at-risk (SVaR) remained within appetite and, on an average basis,
at similar levels compared with 2022.
VaR, SVaR and the incremental risk charge are used to measure traded
market risk.
Traded market risk exposures are monitored against limits and analysed daily.
Limit reporting is supplemented with regulatory capital and stress testing.
Non-traded market risk –
The risk to the value
of assets and liabilities outside the trading book or
the risk to income which arises from changes in
market prices.
Overall, non-traded market risk VaR rose in 2023, on both an average and
period end basis. This was driven by an increasing trend in credit spread
VaR, notably in the second half of the year, reflecting increased holdings
of bonds in the liquidity portfolio. Interest rate VaR fell slightly in the second
half of the year, driven by a reduction in the interest rate sensitive position,
particularly in sterling. By the end of 2023, credit spread risk had displaced
interest rate risk as the main driver of non-traded VaR.
Non-traded market risk appetite is measured via VaR, SVaR, sensitivity and
stress limits, and earnings-at-risk limits.
Limits are reviewed to reflect changes in risk appetite, business plans, portfolio
composition and the market and economic environments.
Non-traded market risk stress results are combined with those for other risks
into capital planning.
Pension risk –
The inability to meet contractual
obligations and other liabilities to the established
employee or related company pension scheme.
The main section of The NatWest Group Pension Fund is the largest source
of pension risk with £33.6 billion of assets and £26.5 billion of liabilities. There
were no material changes to NatWest Group’s overall exposure to pension
risk during 2023.
Pension risk is monitored by the Executive Risk Committee and the Board
Risk Committee, while the Asset & Liability Management Committee receives
updates on the performance of NatWest Group’s material pension funds.
Annual stress tests are undertaken on the material defined benefit pension
schemes. These tests are also used to satisfy the requests of regulatory bodies,
such as the Bank of England.
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2023 Annual Report and Accounts
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Risk overview continued
Principal risks – financial
Key developments
Mitigants
Climate risk –
Financial loss or adverse
non-financial impacts associated with climate
change and political, economic and environmental
responses to it.
In 2023, a range of scenario analysis exercises were conducted to test the
resilience of NatWest Group’s strategy against the impacts of climate
change under different climate scenarios. NatWest Group continued to
enhance its in-house climate risk modelling capabilities. An end-to-end test of
NatWest Group’s in-house corporate transition risk model was completed.
There was a focus on developing the capabilities to use scenario analysis to
identify the most material climate risks and opportunities for its customers.
While this is a maturing discipline (with recognised limitations around data,
scenario and methodologies), progress continues to be made to leverage the
insights to inform risk management practices, maximise the opportunities arising
from a transition to a low-carbon economy and support decision-making.
Principal risks – non-financial
Key developments
Mitigants
Financial crime risk –
The risk that NatWest
Group’s products, services, employees and/or third
parties are intentionally or unintentionally used to
facilitate criminal activities in the form of money
laundering, terrorist financing, bribery and
corruption, sanctions and tax evasion, as
well as external or internal fraud.
Significant investment continued to be made to support the delivery of the
multi-year transformation plan across financial crime risk management.
Enhancements were made to technology, data quality and data analytics
to improve the effectiveness of systems used to monitor customers
and transactions.
The financial crime framework, relevant policies, systems, processes and
controls are used to mitigate and manage financial crime risk. This includes
the use of dedicated screening and monitoring systems and controls to identify
people, organisations, transactions and behaviours that may require further
investigation or other actions.
Model risk –
The potential for adverse
consequences from model errors or the
inappropriate use of modelled outputs to
inform business decisions.
Following extensive model remediation work, NatWest Group returned to
model risk appetite in April 2023. NatWest Group’s model risk management
practices continued to evolve, supported by a dedicated model risk
management enhancement programme, set up in response to the
PRA’s Supervisory Statement 1/23.
Model risk appetite is set to limit the level of model risk that NatWest Group
is willing to accept in the course of its business activities. Policies, toolkits
and model standards related to the development, validation, approval,
implementation, use and ongoing monitoring of models are in place to ensure
adequate control across the lifecycle of an individual model. This includes
refining, redeveloping or restricting use of models where appropriate.
Operational risk –
The risk of loss resulting from
inadequate or failed internal processes, people
and systems, or external events. It arises from
day-to-day operations and is relevant to every
aspect of the business.
The enhanced risk and control self-assessment approach continued to be
developed and embedded with a focus on material operational risks across
key end-to-end processes.
NatWest Group recognised the risk associated with the processing
of payments, and as such, a NatWest Group-wide programme on the
movement of funds was mobilised, which focused on enhancing payment
related controls.
Operational risk appetite supports effective management of all operational risks.
It expresses the level and types of operational risk that NatWest Group is willing
to accept to achieve its strategic objectives and business plans.
Operational risks are mitigated by applying key preventative and detective
controls. The half-yearly control environment certification process is an
effective means to provide a consistent and comparable view of the
adequacy and effectiveness of the internal control environment.
Reputational risk –
The risk of damage to
stakeholder trust due to negative consequences
arising from internal actions or external events.
Reputational risks were elevated in relation to the departure of Alison Rose
as NatWest Group Chief Executive Officer and issues that had arisen in
connection with account closure decisions that attracted significant public
and media attention. Following an independent legal review of customer
account closures and internal reviews, NatWest Group are making changes
to its policies and procedures to deliver better, more consistent outcomes
for customers.
Relevant internal and external factors are monitored through regular
reporting via reputational risk registers at business or legal entity level.
They are escalated, where appropriate, to the relevant business risk committee
and where material, to the NatWest Group Reputational Risk Committee.
The environmental, social and ethical (ESE) risk framework guides decision-
making in areas of elevated reputational risk. ESE risk acceptance criteria are
regularly reviewed and updated. For example, all climate-focused ESE risk
acceptance criteria (mining and metals, power generation and oil and gas)
underwent a review, to ensure they reflect the current risk landscape.
Regulatory compliance risk –
The risk that
NatWest Group fails to observe the letter and spirit
of all relevant laws, codes, rules, regulations and
standards of good market practice.
Further progress was made on the compliance agenda during 2023.
Significant enhancements were made to the compliance and conduct
framework with the introduction of numerous new tools to manage the
risk profile. These include a compliance and conduct risk directory and
new risk standards and toolkits which support NatWest Group to
measure and manage compliance accurately and efficiently.
Risk appetite for compliance and conduct risks is set at Board level. Risk
appetite statements articulate the levels of risk that legal entities, businesses
and functions work within when pursuing their strategic objectives and
business plans.
A range of controls are operated to ensure the business delivers good
customer outcomes and are conducted in accordance with legal and
regulatory requirements.
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Risk overview continued
Top and emerging risks
Top and emerging risks are scenarios that could have a significant negative impact on our ability to operate or deliver our strategy and are managed through the EWRMF toolkit. They usually
combine elements of several principal risks and require a coordinated management response. Top risks could occur or require management action within 1-2 years while emerging risks are
evolving and/or could occur over a longer time horizon but have the potential to become a top risk. Both are subject to review by senior governance forums including ERC and BRC. Horizon
scanning is an important element of the toolkit, enabling NatWest Group to identify, assess and mitigate both top and emerging risks. A range of methods are used including scenario exercises,
analysis, planning, monitoring, review of industry/institutional insights and discussion with external experts. In 2023, there was continued focus on assessing and managing interconnected risks
assessing preparedness for correlated risk scenarios. This approach helps to integrate strategic risk considerations into business processes, as well as planning and strategy.
Top risk scenarios in
focus in 2023
Description
Mitigants
Increased competition
Competitive pressures could intensify, impeding NatWest Group’s ability to grow or
retain market share, impacting revenues and profitability, particularly in key UK retail,
Commercial & Institutional banking segments. Drivers of competition mainly relate
to developments in technology, evolving incumbents, challengers, new entrants to
the market, shifts in customer behaviour and changes in regulation. For example,
increased competition from technology conglomerates, who may have competitive
advantages in scale, technology and customer engagement (including brand recognition).
NatWest Group closely monitors the competitive environment and adapts strategy as
appropriate. This includes utilising scenario analysis and assessing how mega-trends will
impact industry competitive dynamics. Strategic responses are focused on investing to
deliver innovative and compelling propositions for customers and effectively leveraging
acquisitions and partnerships. For example, NatWest Group has invested in a number of
fintech ventures, including Mettle, FreeAgent, Tyl, Rooster Money, Vodeno and Cushon.
Cyberattack
There is a constantly evolving threat from cyberattacks that are increasing in terms
of frequency, sophistication, impact and severity. This includes hostile attempts to
gain access to and exploit potential vulnerabilities of IT systems including via malware.
Any failure in NatWest Group’s cybersecurity policies, procedures or controls, may
result in significant financial losses, major business disruption, inability to deliver
customer services, loss of data, and may cause associated reputational damage.
NatWest Group continues to invest in additional capability to defend against threats
including developing and evolving cybersecurity policies, procedures and controls that
are designed to minimise the potential effect of such attacks. The focus is to manage
the impact of the attacks and maintain services for NatWest Group’s customers. This
includes testing and proving cyber resilience capabilities via stress testing of NatWest
Group’s important business services.
Economic and rate
volatility
High interest rates and the rising cost of living created uncertain economic conditions
in 2023 including driving a shifts in customer behaviours and increased deposit
competition. Economic conditions could deteriorate, depending on factors including
weak economic activity, volatility in interest rates, liquidity pressures, sharp falls in
asset prices, escalating geopolitical tensions and concerns regarding sovereign debt
or sovereign credit ratings. Any of the above may have a material adverse effect on
NatWest Group’s future financial prospects.
A range of complementary approaches is used to mitigate the risks, such as targeted
scenario analysis, stress tests, targeted customer reviews and reviews of risk appetite.
Stress tests included completion of regulatory stress tests including the Bank of England
2022/23 Annual Cyclical Scenario and the 2023/24 System Wide Exploratory Scenario
as well as a range of internal scenarios.
Climate change
Climate-related risks represent a source of systemic risk in the global financial system.
The financial impacts of climate-related risks, both physical and transition risk, are
expected to be widespread and may disrupt the proper functioning of financial
markets and institutions, including NatWest Group.
NatWest Group’s climate-related strategy, targets and transition plan support the
identification and management of climate-related risks. However, they also entail
significant execution and reputational risk and are unlikely to be achieved without
significant and timely government policy, technology and customer behavioural changes.
Operational risk
scenarios
Operational risks are inherent in NatWest Group’s businesses and a broad range of
scenarios are considered. NatWest Group could be adversely impacted by a broad
range of operational risk scenarios including a failure to have or be able to access
current, complete, and accurate data or disruption to services should a third-party
service provider experience any interruptions. These scenarios could result in business
and customer interruption and related reputational damage, significant compensation
costs, regulatory sanctions and/or a breach of applicable regulations.
NatWest Group devotes significant resources to third party risk management. Focus
areas include identification of critical service suppliers, developing robust exit and
contingency plans in the event of supply chain disruption, and ensuring appropriate
monitoring and oversight of third party performance.
Effective and ethical use of data is critical to NatWest Group’s goals, with continued
focus on delivering a long-term data strategy alongside enhancing control and policy
frameworks governing data usage.
Evolving regulation
NatWest Group’s businesses are subject to substantial regulation and oversight, which
are constantly evolving and may have an adverse impact on NatWest Group. Areas
of focus include Basel 3.1 standards implementation, including the resulting effect on
RWAs and models and the FCA’s Consumer Duty standards on consumer protection.
NatWest Group constantly monitor regulatory change and work with the regulators
to help shape those developments that materially impact NatWest Group, responding
when necessary either bilaterally or in partnership with one of the affiliated industry
bodies. We implement new regulatory requirements where applicable and use our
frequent engagement meetings with regulators to discuss key regulatory priorities.
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Risk overview continued
Emerging risk scenarios
in focus in 2023
Description
Mitigants
Artificial intelligence
Innovations in artificial intelligence (AI), including generative AI, may rapidly transform
and disrupt customers, industry and the economy. NatWest Group’s ability to continue
to deploy AI solutions and integrate AI in systems and controls will become increasingly
important to retain and grow business. There can be no certainty that NatWest
Group’s innovation strategy will be successful, and competitors may be more
successful in implementing AI technologies, in turn, affecting industry competitive
dynamics. Developments in AI may also result in increased model risk and rising levels
of fraud.
NatWest Group closely monitors developments in disruptive technologies including AI
and adapts strategy as appropriate. The focus is on how we use AI and machine-
learning technologies safely and ethically to improve the support we can offer to our
customers and ensure that our use of data continues to be secure, accountable, fair
and ethical. In 2023, we developed a robust set of controls for the use of generative AI
models across NatWest Group.
Biodiversity and nature
loss
NatWest Group and its customers, suppliers and counterparties face uncertainty in
terms of risks relating to the degradation of the environment, such as air, water and
land pollution, biodiversity loss and deforestation. There is also increasing investor,
regulatory and stakeholder scrutiny regarding how businesses address these changes
and related climate change, biodiversity and other sustainability issues.
NatWest Group is developing its approach to assess, manage and mitigate nature-
related risks. Using emerging industry guidance such as the Task Force on Nature
Related Financial Disclosure framework, NatWest Group is seeking to further its
understanding of nature-related risks. This includes how its business activities impact
nature, the dependencies NatWest Group and its counterparties (including its suppliers)
and customers have on nature, and the risks and opportunities nature can generate.
Central bank digital
currency
NatWest Group operates in markets which would be exposed to any developments in
digital money, including a UK central bank digital currency (CBDC). The Bank of
England and HMT are exploring the case and design for a retail CBDC that could be
used by the public and businesses, the digital pound. The future introduction of retail
CBDCs, including a digital pound, could result in deposit outflows, higher funding costs,
and/or other implications for UK banks including NatWest Group.
NatWest Group engages with the UK government and regulators on digital currency
developments. This includes engagement with policymakers on a bilateral and industry
level. For example, NatWest Group is represented on the Bank of England’s CBDC
Engagement Forum, and responds to relevant consultations, discussion papers and
other publications. In addition, NatWest Group has established an Executive Steering
Group on digital assets including overseeing developments and engagement on digital
currencies, such as CBDCs.
NatWest Group has also reviewed the potential impact of a UK central bank digital
currency including on deposits, funding costs and broader implications for the business
model.
Geopolitical risk
NatWest Group is exposed to risks arising from geopolitical events or political
developments. Geopolitical tensions remain elevated and a range of potential scenarios
and impacts were considered. This includes the potential impact of armed conflict,
global trade and supply-chain disruption, volatility in commodity prices, protectionist
policies or trade barriers and state sponsored cyberattacks.
NatWest Group closely monitors the geopolitical risk outlook and undertakes regular
scenario analysis to understand the potential impacts and takes mitigating actions as
required. This includes second and third order analysis of impacts, for example, through
customers’ supply-chain disruption or disruption to third-party providers.
UK Government
shareholding in
NatWest Group
In November 2023, the UK Government announced that as part of its commitment to
continue the sale of its holding in NatWest Group, it is exploring options to launch a
share sale to retail investors before autumn 2024. While precise timing and plans are
uncertain, a retail share offering may result in or amplify reputational risks for NatWest
Group.
NatWest Group engages closely with HM Treasury (or UKGI on its behalf) on its
shareholding in NatWest Group plc. Such engagement would be expected to extend to
HM Treasury contemplating launching a sale of any of its holding to retail investors.
NatWest Group identifies and manages reputational risks through the Reputational Risk
Framework. As with other actual or potential risks of a material nature, appropriate
bank wide or business actions plans or programmes are established to manage relevant
risk scenarios.
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NatWest Group
2023 Annual Report and Accounts
65
Viability statement
In accordance with Provision 31 of the UK
Corporate Governance Code, the Board
is required to make a statement in the
Annual Report and Accounts regarding
NatWest Group’s viability over a specified
time horizon.
Considerations
In assessing NatWest Group’s future viability, the Board
considers a period of three years to be appropriate. The
budget and business planning processes are based on
a five-year horizon. However, a three-year period is
considered more suitable given levels of uncertainty
increase as the time horizon extends.
In assessing NatWest Group’s viability over this time
frame, the Board has considered a wide range of
information including:
Strategic and financial outlook
NatWest Group’s business and strategic plans.
Current capital position and projections over the
relevant period.
Liquidity and funding profile and projections over the
relevant period.
Internal scenarios and stress tests, which consider the
material risks and uncertainties facing NatWest Group.
The strategic, risk and financial outlook for the financial
services sector including assessing learnings from
high-profile bank failures in 2023 and changes in
customer behaviour.
Risk management and risk profile
NatWest Group’s enterprise-wide risk management
framework (EWRMF) including the processes by
which risks are identified and mitigated.
NatWest Group’s risk profile including any breaches of
risk appetite and top and emerging risks that could have
a significant negative impact on NatWest Group’s ability
to operate.
Regulatory
Mandatory regulatory requirements including activity
related to the Bank of England stress tests including the
2022/23 annual cyclical scenario (ACS) and the 2023/24
system-wide exploratory scenario (SWES). In addition,
completion of the Bank of England Internal Capital
Adequacy Assessment Process (ICAAP) and the Internal
Liquidity Adequacy Assessment Process (ILAAP).
Expected future changes to regulatory requirements
including in relation to the implementation of
Basel 3.1 standards.
Operating environment
Consideration of the operating environment for
NatWest Group including shifts in customer behaviour,
developments in technology, economic trends and
competitive factors.
Assessment
NatWest Group’s business and strategic plans, which are
reviewed and evaluated at least annually, provide long-term
direction and assess resilience to a range of risks across the
planning horizon. These plans include multi-year forecasts
assessing NatWest Group’s expected financial position
throughout the planning period.
A suite of economic scenarios, supports NatWest Group’s
financial planning processes. Stress testing is a key risk and
financial management tool and is integrated with financial
planning processes. It is used to quantify and evaluate the
potential impact of material risks on the financial strength
of NatWest Group, including its liquidity and capital position.
Given elevated levels of uncertainty in 2023, economic
scenarios were designed to capture a broad range of
uncertainties and risks faced by NatWest Group. The suite
of scenarios was continuously refined and reviewed. In the
second half of 2023, this included benchmarking against
external forecasts and regulatory stress tests. These scenarios
explored a range of risks and uncertainties including:
Deep simultaneous recessions in the UK and global
economy with large falls in asset prices including UK
house prices.
Sustained levels of high inflation, higher than anticipated
UK interest rates, and bank liquidity under severe pressure.
A sharp fall in inflation and UK interest rates combined
with a material increase in UK unemployment.
Elevated geopolitical risks including Russia-Ukraine and
China-Taiwan.
Climate related risks including elevated physical risks that
force a rapid climate transition.
A combination of internal scenarios was used to examine
going concern capital requirements on a forward-looking
basis by assessing the resilience of capital adequacy and
leverage ratios. The assessment includes assumptions about
regulatory and accounting factors (such as IFRS 9). They
also incorporate key assumptions on balance sheet and
profit and loss drivers, such as deposits and RWAs, to
demonstrate that NatWest Group maintains sufficient
capital. Applying the scenarios to NatWest Group’s capital,
liquidity and funding positions did not result in a breach of
any regulatory thresholds.
Consideration was given to the operational resilience
of NatWest Group across a range of operational risk
scenarios including conduct, financial crime, climate and a
cyberattack. While NatWest Group has not been subject to
a material cyberattack and operates a multi-layered system
of defences, there is a possibility that a cyberattack could
have a severe effect on operations. The evolving threat is
continually monitored with a focus on managing the impact
of any attack and sustaining availability of services for
NatWest Group’s customers. As cyberattacks evolve and
become more sophisticated, NatWest Group continues to
invest in additional capability designed to defend against
emerging risks.
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2023 Annual Report and Accounts
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Risks facing NatWest Group are identified and assessed
according to the EWRMF which is outlined in the Risk
overview section. The Board reviews and approves the
EWRMF and monitors performance against risk appetite.
Despite elevated economic and political uncertainty,
NatWest Group’s risk profile remained stable in 2023.
Risk appetite is a key consideration in assessing the risk
profile and the Board monitors the performance of NatWest
Group against risk appetite including in relation to credit risk,
liquidity and funding, financial crime, conduct and regulatory
compliance risk and operational risk. In 2023, there were no
material breaches in risk appetite that were viewed as a
threat to the viability of NatWest Group.
NatWest Group’s top and emerging risk process also
highlights risk scenarios that could have a significant
negative impact on NatWest Group’s ability to operate or
deliver its strategy. In 2023, the Executive Risk Committee
and the Board Risk Committee received regular reporting
on top and emerging risks. The committees also reviewed
and discussed an annual spotlight on top and emerging
risks which included an update on horizon scanning activity,
to enable early identification and mitigation of top and
emerging risks. Top and emerging risks are also a significant
consideration in internal scenario planning as well as the
ICAAP and ILAAP.
NatWest Group is impacted by a wide range of
macroeconomic, political, regulatory, technological,
social and environmental developments. The evolving
operating environment presents opportunities and risks
which NatWest Group continues to evaluate and adapt to.
For example:
Learnings from the failure of several US and European
banks in 2023 were evaluated and used to test and
strengthen NatWest Group’s governance and risk
management processes.
Assessing and adapting to shifting consumer behaviour
in response to higher interest rates and increased
competition for savings balances. This included measures
to mitigate funding risk including offering new fixed term
savings accounts.
The 2023 Annual Report and Accounts were considered as
part of the assessment. This includes review of the principal
risks and uncertainties set out on pages 60 to 65 which
highlights the possible impact of legal, regulatory and
competitive factors on NatWest Group. The detailed
disclosure of financial performance of NatWest Group
was considered as part of the assessment. This included:
NatWest Group’s robust capital position; CET1 ratio of
13.4%. The current capital position provides significant
headroom above both NatWest Group’s minimum
requirements and its maximum distributable amount
threshold requirements.
The sustainable profitability and capital generation of
the business.
NatWest Group’s strong liquidity and funding position;
the liquidity portfolio of £222.8 billion, a robust liquidity
coverage ratio of 144% and a net stable funding ratio
of 133%.
NatWest Group participates in stress tests run by regulatory
authorities to test industry-wide vulnerabilities under
crystallising global and domestic systemic risks. The Bank
of England published the results of the 2022/23 ACS stress
test in July 2023.
The 2022/23 ACS was aimed at testing the resilience of
the UK banking system to deep simultaneous recessions
in the UK and global economies, large falls in asset prices
and higher global interest rates, and a separate stress
of misconduct costs. The ACS results indicated NatWest
Group would be able to withstand a severe macroeconomic
scenario and had the capacity to support households and
businesses throughout the stress. The results of the ACS
stress test informed the Board’s assessment of viability.
The Bank of England launched its SWES in June 2023.
The SWES explores stressed financial market conditions
and how market behaviour might interact to amplify shocks
in UK financial markets. NatWest Group submitted its round
one scenario response to the Bank of England in January
2024. Round two of the SWES scenario is expected to be
launched in Q2 2024 with the full SWES results published by
the Bank of England in late 2024. As the SWES progresses,
the results will continue to inform the Board’s assessment
of viability.
Reverse stress testing is also carried out to identify
circumstances that may lead to specific, defined outcomes
such as business failure. Reverse stress testing allows
potential vulnerabilities in the business model to be
examined more fully. During 2023, reverse stress testing
considered the impact of sustained income challenges
and increased impairments in a severe recession scenario.
Based on the factors outlined above, the current financial
forecasts, including the strength of its capital and liquidity
positions, the management of NatWest Group’s principal
risks, including mitigating actions, the Board has a
reasonable expectation that NatWest Group will be
able to continue in operation and meet its liabilities
over the three-year period of the assessment.
Viability statement continued
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NatWest Group
2023 Annual Report and Accounts
67
Non-financial and sustainability
information statement
This non-financial and sustainability
information statement provides
an overview of topics and related
reporting references in our external
reporting as required by sections 414CA
and 414CB of the Companies Act 2006.
We integrate non-financial and Environmental, Social and
Governance (ESG) information across the Strategic report,
thereby promoting cohesive reporting of non-financial and
ESG matters.
ESG reporting frameworks and guidance
We are actively monitoring developments including
in relation to metrics. In 2023, our focus included the
Sustainability Accounting Standards Board (SASB)
standards, the Global Reporting Initiative (GRI) standards,
the Task Force on Climate-related Financial Disclosures
(TCFD) and the World Economic Forum (WEF) International
Business Council (IBC) metrics. As signatories of the UN
Principles for Responsible Banking (PRB), our ambition is to
further align our strategy with the 2015 Paris Agreement
and the UN Sustainable Development Goals (SDGs).
How we contribute to the UN Sustainable
Development Goals (SDGs)
As signatories of the UN Principles for Responsible Banking,
our ambition is to align our strategy with the 2015 Paris
Agreement and the SDGs. In 2023 we set a new financial
wellbeing goal which strives to make a positive impact to
SDGs 1, 8 and 10.
Our ambitions across Climate, Enterprise and Learning now
strive to make a positive impact towards the following SDGs:
Our PRB report can be found in the ESG Frameworks
Appendix available at natwestgroup.com.
Reporting requirement
Page references
in this report
Relevant policy or document
available at natwest.com
Business model
Investment case and shareholder value
Our strategic framework
Our business model
Delivering our strategy
Key performance indicators
Business performance
10 to 11
9
12 to 13
18 to 19
20 to 22
44 to 47
Our stakeholders
Section 172(1) statement
Stakeholder engagement
Stakeholder focus areas
24 to 25
26 to 29
30 to 43
Environment
Market environment
Risk management
Risk factors
14 to 16
60 to 65
417 to 441
Environmental, social and
ethical policies
(1)
The SDGs are a collection of 17 non-legally binding interlinked global goals set forth by the UN for countries and governments. These are included only as indicative guidance for the proposed aim of our Climate, Enterprise and Learning ambitions and NatWest Group
makes no representation, warranty or assurance of any kind, express or implied, or takes no responsibility or liability as to whether the areas of focus further the objective or achieves the purpose of the indicated SDG.
Further information on non-financial and ESG matters can
be found within our reporting suite.
Climate-related Disclosures Report
ESG Disclosures Report
ESG Frameworks Appendix
natwestgroup.com
Assurance Approach
NatWest Group plc appointed Ernst & Young LLP (EY) to
provide independent assurance over certain sustainability
metrics and elements of the UN Principles for Responsible
Banking (UN PRB) Template. These sustainability metrics
are marked with an asterisk (*) within this report and the
UN PRB Template is presented within the ESG Frameworks
Appendix. The assurance engagement was planned and
performed in accordance with the International Standard on
Assurance Engagements (UK) 3000 (July 2020) Assurance
Engagements Other than Audits or Reviews of Historical
Financial Information (“ISAE (UK)3000 (July 2020)”).
An assurance report was issued and is available at
natwestgroup.com. This report includes further details
on the scope, respective responsibilities, work performed,
limitations and conclusion.
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2023 Annual Report and Accounts
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Non-financial information and sustainability statement continued
Reporting requirement
Page references
in this report
Relevant policy or document
available at natwest.com
Our colleagues
Colleagues
Diversity, equity and inclusion
36 to 37
38 to 39
Our code of conduct
Governance
Section 172(1) statement
Governance and remuneration
Governance at a glance
Boardroom Inclusion Policy
Directors’ remuneration report
Report of the directors
24 to 25
83 to 162
89
90
127 to 133
165 to 168
Boardroom Inclusion Policy
Social matters
Our strategic framework
Our business model
Delivering our strategy
Key performance indicators
Stakeholder engagement
Stakeholder focus areas
Business performance
9
12 to 13
18 to 19
20 to 22
26 to 29
30 to 43
44 to 47
Supplier Charter
Respect for human rights
Respecting human rights
43
Human Rights Position
Statement
Anti-bribery and corruption
(ABC)
Risk management
Risk and capital management
Financial crime risk
60 to 65
170 to 282
276
Statement on Anti-Bribery and
Corruption
Risk management
Risk management
Risk and capital management
Risk factors
60 to 65
170 to 282
417 to 441
Environmental, social and
ethical policies
Climate-related financial
disclosures as required by
sections 414CA and 414CB
of the Companies Act 2006
A description of the company’s governance arrangements in relation to assessing and managing
climate-related risks and opportunities.
A description of how the company identifies, assesses, and manages climate-related risks
and opportunities.
A description of how processes for identifying, assessing, and managing climate-related risks are
integrated into the company’s overall risk management process.
A description of (i) the principal climate-related risks and opportunities arising in connection with the
company’s operations, and (ii) the time periods by reference to which those risks and opportunities
are assessed.
A description of the actual and potential impacts of the principal climate-related risks and
opportunities on the company’s business model and strategy.
An analysis of the resilience of the company’s business model and strategy, taking into account
consideration of different climate-related scenarios.
A description of the targets used by the company to manage climate-related risks and to realise
climate-related opportunities and of performance against those targets.
The key performance indicators used to assess progress against targets used to manage climate-
related risks and realise climate-related opportunities and a description of the calculations on which
those key performance indicators are based.
51
52 to 55
55
52, 53
48, 49, 52, 53,
56, 57, 58
53
48, 57
48, 49, 56, 59
2023 Climate-related
Disclosures Report
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2023 Annual Report and Accounts
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customers
Serving our
every day
Financial review
71
Chief Financial Officer’s review
72
Financial summary
76
Segment performance
82
Summary financial statements
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2023 Annual Report and Accounts
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‘We have delivered a strong operating
performance in 2023 with a RoTE of
17.8%. Total income excluding notable
items of £14.3 billion was up by 9.8% and
levels of default remain stable across
our portfolio. We remain focused on cost
discipline and have achieved our cost
target of around £7.6 billion, with a
cost:income ratio of 51.8%.’
Financial performance
Total income increased by 12.1% to £14.8 billion compared
with 2022. Total income excluding notable items, was 9.8%
higher than the prior year principally driven by lending
growth, higher income in our markets business and
favourable yield curve movements partially offset by the
change in deposit mix from non-interest bearing to interest
bearing and lower deposit balances. Bank NIM of 3.04%
Group Chief Financial
Officer’s review
As part of this we aim to provide at least £10 billion in
lending for residential properties with Energy Performance
Certificate (EPC) ratings A and B between 1 January 2023
and the end of 2025. During 2023 we provided £29.3 billion
climate and sustainable funding and financing, which included
£3.9 billion in lending for residential properties with EPC
ratings A and B.
Customer deposits excluding central items decreased
by £13.8 billion during 2023 to £419.1 billion principally
reflecting the competitive environment for deposits and an
overall market liquidity contraction. Despite the reduction,
LDR (excl. repos and reverse repos) remains healthy at 84%.
In the fourth quarter customer deposit balances reduced by
£4.5 billion largely within Corporate & Institutions as a result
of active management, with growth in Retail Banking and
Private Banking partially offsetting. We have continued to
see the mix of our book shift towards interest bearing and
term balances, with non-interest bearing balances now
accounting for 34% of balances and term at 16%.
TNAV per share increased by 28 pence in the year to
292 pence primarily reflecting the attributable profit for the
period and an £872 million movement in cash flow hedging
reserves as rate expectations lowered, partially offset by
the impact of distributions. Intangible assets increased by
£498 million in the year, primarily reflecting software
capitalisation and the acquisition of Cushon.
Capital and leverage
The CET1 ratio remains strong at 13.4%, or 13.2%
excluding IFRS 9 transitional relief. The 80 basis point
reduction compared with 31 December 2022 principally
reflected distributions deducted from capital of c.200 basis
points, partially offset by the attributable profit. The NatWest
Group’s minimum requirement for own funds and eligible
liabilities (MREL) ratio was 30.5%. RWAs increased by
£6.9 billion during 2023 to £183.0 billion principally reflecting
lending growth in Commercial & Institutional and a £3.0 billion
uplift associated with CRD IV model updates, partially offset
by a £4.0 billion reduction as we continue our exit from the
Republic of Ireland.
Funding and liquidity
The LCR of 144%, representing £45.4 billion headroom
above 100% minimum requirement, decreased by
1 percentage point during the year, driven by growth in
customer lending and reduced customer deposits offset by
an increase in wholesale funding and UBIDAC asset sale.
Katie Murray
Group Chief Financial Officer
was 19 basis points higher than 2022 primarily due to
benefits from yield curve movements, net of changes in
deposit mix, partially offset by lending margin pressure.
Total operating expenses were £309 million higher than
2022. Other operating expenses were £339 million, or 4.6%,
higher for the year at £7.6 billion, in line with our full year
guidance. The increase was principally due to higher staff
costs, including a payment to support our colleagues with
cost of living challenges and inflationary pressures on utility
and contract costs. FTE
(1)
reduced by c.300 to c.61,200
principally reflecting reductions as we continue our exit from
the Republic of Ireland and automation and simplification in
Retail Banking, partially offset by investment in technology
and data roles.
A net impairment charge of £578 million, or 15 basis points
of gross customer loans, primarily reflects continued low
and stable levels of stage 3 defaults across the portfolio and
good book charges related to unsecured lending. Compared
with 2022, our ECL provision increased by £0.2 billion to
£3.6 billion and our ECL coverage ratio has increased from
0.91% to 0.93%. We retain post model adjustments of
£0.4 billion related to economic uncertainty, or 11.8%
of total impairment provisions.
As a result, we are pleased to report an attributable profit
for 2023 of £4.4 billion, with earnings per share of 47.9
pence and a RoTE of 17.8%, above our guided range.
The profit for the year includes a deferred tax asset
write back of £385 million in respect of tax losses.
Net loans to customers excluding central items increased
by £8.9 billion in the year largely reflecting a £7.6 billion
increase in Retail Banking and £2.0 billion of growth in
Commercial & Institutional due to an increase in term
loan facilities and private financing within Corporate &
Institutions, net of £2.7 billion of UK Government scheme
repayments. Retail Banking mortgage lending increased by
£5.9 billion, with gross new mortgage lending of £29.8 billion
in 2023 compared with £41.4 billion in 2022 reflecting the
smaller mortgage market, and unsecured lending increased
by £2.0 billion with continued strong customer demand.
Private Banking net loans to customers decreased by
£0.7 billion driven by higher repayments on mortgages.
Up to 31 December 2023 we have provided £61.9 billion
against our target to provide £100 billion climate and
sustainable funding and financing between 1 July 2021
and the end of 2025.
(1)
Full Time Equivalents of our permanent and internal fixed term resource.
Each full-time employee is one FTE, with part-time employees recorded
based on hours worked.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
71
Financial Summary
Year ended or as at
2023
2022
Variance
Performance key metrics and ratios
Total income
£14,752m
£13,156m
12.1%
Notable items within total income
(1)
£413m
£95m
nm
Total income excluding notable items
(1)
£14,339m
£13,061m
9.8%
Bank net interest margin
(1)
3.04%
2.85%
19bps
Bank average interest earning assets
(1)
£363bn
£345bn
5.2%
Cost:income ratio (excl. litigation and conduct)
(1)
51.8%
55.5%
(3.7%)
Loan impairment rate
(1)
15bps
9bps
6bps
Profit attributable to ordinary shareholders
£4,394m
£3,340m
31.6%
Total earnings per share attributable to ordinary
shareholders – basic
47.9p
33.8p
14.1p
Return on tangible equity (RoTE)
(1)
17.8%
12.3%
5.5%
Climate and sustainable funding and financing
(2)
£29.3bn
£24.5bn
19.6%
Balance sheet
Total assets
£692.7bn
£720.1bn
(3.8%)
Loans to customers – amortised cost
£381.4bn
£366.3bn
4.1%
Loans to customers excluding central items
(1,3)
£355.6bn
£346.7bn
2.6%
Loans to customers and banks – amortised cost
FVOCI
£392.0bn
£377.1bn
4.0%
Total impairment provisions
(4)
£3.6bn
£3.4bn
5.9%
Expected credit loss (ECL) coverage ratio
0.93%
0.91%
2bps
Assets under management and administration
(AUMA)
(1)
£40.8bn
£33.4bn
22.2%
Customer deposits
£431.4bn
£450.3bn
(4.2%)
Customer deposits excluding central items
(1,3)
£419.1bn
£432.9bn
(3.2%)
Liquidity and funding
Liquidity coverage ratio (LCR)
144%
145%
(1.0%)
Liquidity portfolio
(5)
£223bn
£233bn
(4.3%)
Net stable funding ratio (NSFR)
133%
145%
(12.0%)
Loan:deposit ratio (excl repos and reverse repos)
(1)
84%
79%
5.0%
Total wholesale funding
£80bn
£74bn
8.1%
Short-term wholesale funding
£28bn
£21bn
33.3%
Year ended or as at
2023
2022
Variance
Capital and leverage
Common Equity Tier 1 (CET1) ratio
(6)
13.4%
14.2%
(80bps)
Total capital ratio
(6)
18.4%
19.3%
(90bps)
Pro forma CET1 ratio (excl. forseeable items)
(7)
14.2%
15.4%
(120bps)
Risk-weighted assets (RWAs)
£183.0bn
£176.1bn
3.9%
UK leverage ratio
5.0%
5.4%
(0.4%)
Tangible net asset value (TNAV) per
ordinary share
(1,8)
292p
264p
28p
Number of ordinary shares (millions)
(8)
8,792
9,659
(9.0%)
(1)
Refer to the Non-IFRS financial measures section for details of the basis of preparation and reconciliation of non-IFRS financial
measures and performance metrics.
(2)
NatWest Group uses its climate and sustainable funding and financing inclusion (CSFFI) criteria to determine the assets,
activities and companies that are eligible to be included within its climate and sustainable funding and financing target.
This includes both provision of committed (on and off-balance sheet) funding and financing, including provision of services
for underwriting issuances and private placements.
(3)
Central items includes Treasury repo activity and Ulster Bank RoI.
(4)
Includes £0.1 billion relating to off-balance sheet exposures (31 December 2022 – £0.1 billion).
(5)
Comparative periods have been re-presented on an LCR basis in line with the Liquidity portfolio definition as of
31 December 2023.
(6)
Refer to the Capital, liquidity and funding risk section for details of the basis of preparation.
(7)
The pro forma CET1 ratio at 31 December 2023 excludes foreseeable items of £1,538 million: £1,013 million for ordinary
dividends and £525 million foreseeable items. (31 December 2022 excludes foreseeable items of £2,132 million: £967 million
for ordinary dividends and £1,165 million foreseeable charges).
(8)
The number of ordinary shares in issue excludes own shares held.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
72
Financial summary
I
I
n
n
c
c
o
o
m
m
e
e
c
c
o
o
n
n
t
t
i
i
n
n
u
u
i
i
n
n
g
g
o
o
p
p
e
e
r
r
a
a
t
t
i
i
o
o
n
n
s
s
2023
2022
Variance
£m
£m
£m
%
Interest receivable
(1)
21,026
12,637
8,389
66.4%
Interest payable
(1)
(9,977)
(2,795)
(7,182)
257.0%
Net interest income
11,049
9,842
1,207
12.3%
Net fees and commissions
2,330
2,292
38
1.7%
Income from trading activities
794
1,133
(339)
(29.9%)
Other operating income
579
(111)
690
nm
Non-interest income
3,703
3,314
389
11.7%
Total income
14,752
13,156
1,596
12.1%
Total income
excluding notable items
14,339
13,061
1,278
9.8%
Notable items within total income
Commercial & Institutional
Fair value, disposal losses and asset disposals/
strategic risk reduction
-
(45)
Own credit adjustments (OCA)
(2)
42
Tax interest on prior periods
3
-
C
e
e
n
n
t
t
r
r
a
a
l
l
i
i
t
t
e
e
m
m
s
s
&
&
o
o
t
t
h
h
e
e
r
r
Loss on redemption of own debt
-
(161)
Effective interest rate adjustment as a
result of redemption of own debt
-
(41)
Profit from insurance liabilities
-
92
Liquidity Asset Bond sale losses
(43)
(88)
Share of associate losses for Business Growth
Fund
(4)
(22)
Property strategy update
(69)
-
Interest and foreign exchange management
derivatves not in hedge accounting relationships
79
369
Foreign exchange recycling gains
484
-
Ulster Bank RoI fair value mortgage adjustments
-
(51)
Tax interest on prior periods
(35)
-
413
95
nm = not meaningful
(1)
Interest receivable and interest payable on trading assets and liabilities are included in income from trading activities.
Total income increased by 12.1% to £14,752 million compared with 2022. Total
Income excluding notable items was £14,339 million, or 9.8%, higher than 2022
driven by lending growth, higher income in our markets business and favourable yield
curve movements partially offset by the change in deposit mix from non-interest
bearing to interest bearing and lower deposit balances.
Bank NIM of 3.04% was 19 basis points higher than 2022 primarily due to benefits
from yield curve movements, net of changes in deposit mix as customers shifted to
lower margin fixed term accounts, partially offset with lending margin pressure.
Interest receivable was materially above the prior year reflecting the higher rate
environment. The increase in interest payable reflects the impact of the pass-through
of rate increases on interest-bearing deposit balances and the migration of balances
from non-interest bearing to interest-bearing and term deposits. Net interest income
was £1,207 million higher than 2022 benefitting from favourable yield curve
movements partially offset by the change in deposit mix from non-interest bearing to
interest bearing and lower deposit balances.
Net fees and commissions increased £38 million to £2,330 million compared with
2022, largely within Commercial & Institutional, driven by increased lending fees and
card volumes coupled with higher payment services income.
Income from trading activities of £794 million decreased £339 million, or 29.9%
primarily due to Treasury volatility, with a partial offset in other operating income,
and hedge accounting adjustments on foreign exchange swaps which are largely
offset in net interest income.
Other operating income was £690 million higher for the year principally reflecting
movements in notable items, in particular: foreign exchange recycling gains of £484
million; £161 million loss on redemption of own debt in 2022; and lower losses on
liquidity asset bond sales.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
73
Financial summary continued
O
O
p
p
e
e
r
r
a
a
t
t
i
i
n
n
g
g
e
e
x
x
p
p
e
e
n
n
s
s
e
e
s
s
c
c
o
o
n
n
t
t
i
i
n
n
u
u
i
i
n
n
g
g
o
o
p
p
e
e
r
r
a
a
t
t
i
i
o
o
n
n
s
s
2023
2022
Variance
£m
£m
£m
%
Staff expenses
3,839
3,671
168
4.6
Premises and equipment
1,153
1,112
41
3.7
Other administrative expenses
1,715
1,686
29
1.7
Depreciation and amortisation
934
833
101
12.1
Other operating expenses
7,641
7,302
339
4.6
Litigation and conduct costs
355
385
(30)
(7.8)
Operating expenses
7,996
7,687
309
4.0
Staff expenses were £168 million, or 4.6%, higher than 2022 primarily due to a 6.4%
average wage increase effective in April 2023 and around a £60 million colleague
cost of living payment,
offset by lower costs, including redundancy expenses, within
our operations in the Republic of Ireland.
Premises and equipment costs of £1,153 million were £41 million higher than 2022
primarily due to increased utilities and repairs costs driven by inflationary pressures.
Other administrative expenses increased £29 million over the year driven by
inflationary pressures, increasing third party costs, offset by the reduction of
operating and strategic costs as a result of the withdrawal of operations in the
Republic of Ireland.
Depreciation and amortisation of £934 million was £101 million higher than 2022 due
to capitalised technology spend and a property impairment in 2023.
Litigation and conduct costs of £355 million represent the net impact of a number of
remediation and litigation matters concluding, including customer due diligence costs
paid during the year. Refer to Note 26 to the consolidated financial statements for
additional information on other litigation and conduct matters.
T
T
a
a
x
x
c
c
o
o
n
n
t
t
i
i
n
n
u
u
i
i
n
n
g
g
o
o
p
p
e
e
r
r
a
a
t
t
i
i
o
o
n
n
s
s
2023
2022
£m
£m
Tax charge
(1,434)
(1,275)
UK corporation tax rate
23.5%
19.0%
Effective tax rate
23.2%
24.8%
A tax charge of £1,434 million for the year ended 31 December 2023 arises rather than
the expected charge of £1,452 million based on the corporation tax rate of 23.5%. The
lower tax charge reflects tax credits in respect of the carrying value of loss DTAs and
the foreign exchange recycling on the UBIDAC capital reduction. These factors have
been partially offset by the UK banking surcharge, no tax relief for RoI tax losses,
adjustments relating to prior years, and other non-deductible items. Further details can
be found in Note 7 to the consolidated financial statements.
I
I
m
m
p
p
a
a
i
i
r
r
m
m
e
e
n
n
t
t
s
s
c
c
o
o
n
n
t
t
i
i
n
n
u
u
i
i
n
n
g
g
o
o
p
p
e
e
r
r
a
a
t
t
i
i
o
o
n
n
s
s
2023
2022
Variance
£m
£m
£m
%
Loans - amortised cost and FVOCI
392,040
377,153
14,887
3.9
ECL provisions
3,645
3,434
211
6.1
ECL provisions coverage ratio
0.93%
0.91%
0.02%
2.2
Impairment (releases)/losses
ECL charge
(1)
578
337
241
71.5
Amounts written off
319
482
(163)
(33.8)
(1)
The table above summarises loans and related credit impairment measured on an IFRS 9 basis. Refer to Credit Risk –
Banking activities in the Risk and capital management section for further details.
Compared with 2022, our ECL provision increased by £0.2 billion to £3.6 billion and our
ECL coverage ratio has increased from 0.91% to 0.93%. We retain post model
adjustments of £0.4 billion related to economic uncertainty, or 11.8% of total impairment
provisions.
A net impairment charge of £578 million, or 15 basis points of gross customer loans,
primarily reflects continued low and stable levels of stage 3 defaults across the portfolio
and good book charges related to unsecured lending.
P
P
r
r
o
o
f
f
i
i
t
t
f
f
o
o
r
r
t
t
h
h
e
e
y
y
e
e
a
a
r
r
2023
2022
Variance
£m
£m
£m
Operating profit before tax
6,178
5,132
1,046
20.4
Tax charge
(1,434)
(1,275)
(159)
12.5
Profit from continuing operations
4,744
3,857
887
23.0
Loss from discontinued
operations, net of tax
(112)
(262)
150
(57.3)
Profit for the year
4,632
3,595
1,037
28.8
Attributable to:
Ordinary shareholders
4,394
3,340
1,054
31.6
Paid-in equity holders
242
249
(7)
(2.8)
Non-controlling interests
(4)
6
(10)
nm
Operating profit before tax of £6,178 million is £1,046 million, or 20.4%, higher than 2022
primarily due to increased income as a result of the favourable yield curve movements
partially offset with higher costs largely attributable to inflationary pressures.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
74
Financial summary continued
S
S
u
u
m
m
m
m
a
a
r
r
y
y
c
c
o
o
n
n
s
s
o
o
l
l
i
i
d
d
a
a
t
t
e
e
d
d
b
b
a
a
l
l
a
a
n
n
c
c
e
e
s
s
h
h
e
e
e
e
t
t
a
a
s
s
a
a
t
t
3
3
1
1
D
D
e
e
c
c
e
e
m
m
b
b
e
e
r
r
2
2
0
0
2
2
3
3
2023
2022
Variance
£m
£m
£m
%
Assets
Cash and balances at central banks
104,262
144,832
(40,570)
(28)
Trading assets
45,551
45,577
(26)
(0)
Derivatives
78,904
99,545
(20,641)
(21)
Settlement balances
7,231
2,572
4,659
181
Loans to banks - amortised cost
6,914
7,139
(225)
(3)
Loans to customers - amortised cost
381,433
366,340
15,093
4
Other financial assets
51,102
30,895
20,207
65
Other assets (including intangible assets)
16,374
16,292
82
1
Assets of disposal groups
902
6,861
(5,959)
(87)
T
o
o
t
t
a
a
l
l
a
a
s
s
s
s
e
e
t
t
s
s
692,673
720,053
(27,380)
(4)
Liabilities
Bank deposits
22,190
20,441
1,749
9
Customer deposits
431,377
450,318
(18,941)
(4)
Settlement balances
6,645
2,012
4,633
230
Trading liabilities
53,636
52,808
828
2
Derivatives
72,395
94,047
(21,652)
(23)
Other financial liabilities
55,089
49,107
5,982
12
Subordinated liabilities
5,714
6,260
(546)
(9)
Notes in circulation
3,237
3,218
19
1
Other liabilities
5,202
5,346
(144)
(3)
Total liabilities
655,485
683,557
(28,072)
(4)
Total equity
37,188
36,496
692
2
T
o
o
t
t
a
a
l
l
l
l
i
i
a
a
b
b
i
i
l
l
i
i
t
t
i
i
e
e
s
s
a
a
n
n
d
d
e
e
q
q
u
u
i
i
t
t
y
y
692,673
720,053
(27,380)
(4)
Tangible net asset value per ordinary share
(1)
292p
264p
28p
11%
(1)
Tangible net asset value per ordinary share is tangible equity divided by the number of ordinary shares.
Total assets of £692.7 billion as at 31 December 2023 decreased by £27.4 billion, 4%,
compared with 31 December 2022. This was primarily driven by decreases in cash
and balances at central banks and derivative assets partially offset by an increase in
other financial assets and loans to customers.
Cash and balances at central banks decreased by £40.6 billion mainly due to net
business segment funding outflows of £17.3 billion and a decrease of £19.5 billion
mainly driven by the acquisition of non-cash liquid assets as part of on going liquidity
management.
Other financial assets increased by £20.2 billion mainly as a result of net bonds
activity of £16.5 billion and an increase in Commercial & Institutional, £3.8 billion,
mainly driven by an increase in held-to-collect securities purchased to support
customer primary issuance.
Derivative assets decreased by £20.6 billion, 21%, to £78.9 billion and liabilities
decreased by £21.7 billion, 23%, to £72.4 billion. These movements were driven by a
decrease in exchange rate and interest rate trading books mainly due to matured
and buyouts trades exceeding new trades.
Total loans to customers increased by £15.1 billion to £381.4 billion, primarily
reflecting £7.6 billion growth mainly in the Retail Banking mortgage and credit cards
business and a £6.5 billion increase in Treasury mainly due to higher reverse repos.
Total loans to banks decreased by £0.2 billion, 3%, to £6.9 billion due to lower
Commercial & Institutional nostro balances.
Customer deposits decreased by £18.9 billion reflecting a reduction of £9.9 billion in
Commercial & Institutional and £3.5 billion reduction in Private Banking, lower
business current accounts, savings and non-interest bearing deposits, and a £6.0
billion reduction as a result of the withdrawal from the Republic of Ireland.
Bank deposits increased by £1.7 billion mainly due to higher repo activity.
Other financial liabilities, which includes customer deposits at fair value through profit
and loss and debt securities in issue, increased by £6.0 billion, to £55.1 billion.
Subordinated liabilities have decreased by £0.5 billion, 9%, to £5.7 billion due to
redemptions partially offset by new issuances.
Other liabilities decreased by £0.1 billion, 3%, to £5.2 billion mainly due to lower lease
liabilities partially offset by higher financial guarantees.
Owners’ equity increased by £0.7 billion, 2%, to £37.2 billion, driven by higher profit
for the year of £4.8 billion offset by dividends paid of £1.
5
billion and shares
repurchased in the year of £2.0 billion.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
75
Segment performance
S
S
e
e
g
g
m
m
e
e
n
n
t
t
a
a
l
l
s
s
u
u
m
m
m
m
a
a
r
r
y
y
i
i
n
n
c
c
o
o
m
m
e
e
s
s
t
t
a
a
t
t
e
e
m
m
e
e
n
n
t
t
s
s
Commercial &
Central items
Total NatWest
Retail Banking
Private Banking
Institutional
& other
Group
2
0
0
2
2
3
3
£m
£m
£m
£m
£m
Continuing operations
Net interest income
5,496
710
5,044
(201)
11,049
Non-interest income
435
280
2,377
611
3,703
Total income
5,931
990
7,421
410
14,752
Direct expenses
(815)
(255)
(1,510)
(5,061)
(7,641)
Indirect expenses
(1,896)
(421)
(2,357)
4,674
-
Other operating expenses
(2,711)
(676)
(3,867)
(387)
(7,641)
Litigation and conduct costs
(117)
(9)
(224)
(5)
(355)
Operating expenses
(2,828)
(685)
(4,091)
(392)
(7,996)
Operating profit before impairment losses
3,103
305
3,330
18
6,756
Impairment losses
(465)
(14)
(94)
(5)
(578)
Operating profit
2,638
291
3,236
13
6,178
Total income excluding notable items
5,931
990
7,420
(2)
14,339
Return on tangible equity
(1)
na
na
na
na
17.8%
Return on equity
(1,2)
23.8%
14.8%
15.4%
nm
na
Cost:income ratio (excl. litigation and conduct)
(1)
45.7%
68.3%
52.1%
nm
51.8%
Customer deposits (£bn)
188.0
37.7
193.4
12.3
431.4
Average interest earning assets (£bn)
205.4
19.0
131.5
nm
362.9
Net interest margin
(1)
2.68%
3.74%
3.84%
nm
3.04%
Third party asset rate
(1)
3.23%
4.54%
6.15%
nm
nm
Third party customer funding rate
(1)
(1.42%)
(2.17%)
(1.40%)
nm
nm
For the notes to this table, refer to the following page.
nm = not meaningful, na = not applicable.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
76
Segment performance continued
S
S
e
e
g
g
m
m
e
e
n
n
t
t
a
a
l
l
s
s
u
u
m
m
m
m
a
a
r
r
y
y
i
i
n
n
c
c
o
o
m
m
e
e
s
s
t
t
a
a
t
t
e
e
m
m
e
e
n
n
t
t
s
s
c
c
o
o
n
n
t
t
i
i
n
n
u
u
e
e
d
d
Commercial &
Central items
Total NatWest
Retail Banking
Private Banking
Institutional
& other
Group
2022
£m
£m
£m
£m
£m
Continuing operations
Net interest income
5,224
777
4,171
(330)
9,842
Non-interest income
422
279
2,242
371
3,314
Total income
5,646
1,056
6,413
41
13,156
Direct expenses
(709)
(235)
(1,506)
(4,852)
(7,302)
Indirect expenses
(1,775)
(375)
(2,057)
4,207
-
Other operating expenses
(2,484)
(610)
(3,563)
(645)
(7,302)
Litigation and conduct costs
(109)
(12)
(181)
(83)
(385)
Operating expenses
(2,593)
(622)
(3,744)
(728)
(7,687)
Operating profit/(loss) before impairment losses/releases
3,053
434
2,669
(687)
5,469
Impairment (losses)/releases
(229)
2
(122)
12
(337)
Operating profit/(loss)
2,824
436
2,547
(675)
5,132
Total income excluding notable items
5,646
1,056
6,416
(57)
13,061
Return on tangible equity
(1)
na
na
na
na
12.3%
Return on equity
(1,2)
28.6%
24.5%
12.2%
nm
na
Cost:income ratio (excl. litigation and conduct)
(1)
44.0%
57.8%
55.6%
nm
55.5%
Customer deposits (£bn)
188.4
41.2
203.3
17.4
450.3
Average interest earning assets (£bn)
190.8
19.1
126.1
nm
345.2
Net interest margin
(1)
2.74%
4.07%
3.31%
nm
2.85%
Third party asset rate
(1)
2.64%
3.01%
3.53%
nm
nm
Third party customer funding rate
(1)
(0.20%)
(0.27%)
(0.21%)
nm
nm
nm = not meaningful, na = not applicable.
(1)
Refer to the Non-IFRS financial measures section for details of the basis of preparation.
(2)
NatWest Group’s CET1 target is approximately 13-14% but for the purposes of computing segmental return on equity (ROE), to better reflect the differential drivers of capital usage, segmental operating profit or loss adjusted for preference share dividends
and tax, is divided by average notional equity allocated at different rates of 13.5% for Retail Banking (2022 - 13%), 11.5% for Private Banking (2022 – 11%), and 14% for Commercial & Institutional (2022 – 14%) of the period average of segmental risk-
weighted assets equivalents (RWAe) incorporating the effect of capital deductions. NatWest Group return on equity is calculated using profit attributable to ordinary shareholders. Refer to the Non-IFRS financial measures section for details of the basis of
preparation.
.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
77
Segment performance continued
R
R
e
e
t
t
a
a
i
i
l
l
B
B
a
a
n
n
k
k
i
i
n
n
g
g
2023
2022
Variance
2023
2022
Variance
Income statement
£m
£m
£m
%
Capital and balance sheet
£bn
£bn
£bn
%
Net interest income
5,496
5,224
272
5.2%
Loans to customers (amortised cost)
Non-interest income
435
422
13
3.1%
- personal advances
8.1
7.6
0.5
6.6%
Total income
5,931
5,646
285
5.0%
- mortgages
193.1
187.2
5.9
3.2%
Other operating expenses
(2,711)
(2,484)
(227)
9.1%
- cards
5.9
4.4
1.5
34.1%
Litigation and conduct costs
(117)
(109)
(8)
7.3%
Total loans to customers (amortised cost)
207.1
199.2
7.9
4.0%
Operating expenses
(2,828)
(2,593)
(235)
9.1%
Loan impairment provisions
(1.9)
(1.6)
(0.3)
18.8%
Impairment losses
(465)
(229)
(236)
103.1%
Net loans to customers (amortised cost)
205.2
197.6
7.6
3.8%
Operating profit
2,638
2,824
(186)
(6.6)%
Total assets
228.7
226.4
2.3
1.0%
Performance ratios
(
(
1
1
)
)
Customer deposits
188.0
188.4
(0.4)
(0.2%)
Return on equity
23.8%
28.6%
(4.8%)
Risk-weighted assets
61.6
54.7
6.9
12.6%
Net interest margin
2.68%
2.74%
(0.06%)
Cost:income ratio (excl. litigation and conduct)
45.7%
44.0%
1.7%
Loan impairment rate
22bps
11bps
11bps
During 2023, Retail Banking continued to pursue sustainable lending growth,
increasing £7.6 billion, whilst taking a measured approach to risk. Retail Banking
delivered operating profit of £2.6 billion and a return on equity of 23.8%, against a
more challenging operating environment and inflationary cost impacts.
Retail Banking provided £3.7 billion of climate and sustainable funding and financing
in 2023 from lending on properties with an EPC rating of A or B.
Total income was £285 million, or 5.0%, higher than 2022 reflecting higher lending
growth and the impact of rate rises on deposit income, partly offset by mortgage
margin dilution, higher treasury funding costs and the impact of the deposit balance
mix shift from non-interest bearing current accounts to interest bearing term
balances.
Net interest margin was 6 basis points lower than 2022 largely reflecting the
movements impacting total income, partly offset by the impact of pass-through
management and hedges on deposit income as interest rates increased.
Other operating expenses were £227 million, or 9.1%, higher than 2022 reflecting
higher pay awards to support our colleagues with cost of living challenges, property
lease termination losses, increased restructuring costs and continued investment in
the business. This was partly offset by savings from a 6.3% reduction in headcount.
An impairment charge of £465 million in 2023, £236 million higher than 2022,
reflecting higher stage 3 inflows and increased good book charges driven by both
lending growth and normalisation of risk parameters.
(1)
Refer to the Non-IFRS financial measures section for details of basis of preparation and reconciliation of non-IFRS
financial measures and performance metrics.
Net loans to customers increased by £7.6 billion, or 3.8%, in 2023 reflecting mortgage
growth of £5.9 billion, with gross new mortgage lending of £29.8 billion, representing
flow share of around 13%. Cards balances increased by £1.5 billion and personal
advances increased by £0.5 billion in 2023 with continued strong customer demand.
Customer deposits decreased by £0.4 billion in 2023 reflecting lower current
accounts of £10.2 billion, partly offset by higher fixed term deposits driving savings
growth of £9.8 billion. Term deposits now represents 11% of deposit balances.
RWAs increased by £6.9 billion, or 12.6%, in 2023 driven by both lending growth in
the period and IRB temporary model adjustments.
Non-interest income of £435 million was £13 million, or 3.1%, higher than 2022
primarily due to increased spend-related fee income.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
78
Segment performance continued
P
P
r
r
i
i
v
v
a
a
t
t
e
e
B
B
a
a
n
n
k
k
i
i
n
n
g
g
2023
2022
Variance
2023
2022
Variance
Income statement
£m
£m
£m
%
Capital and balance sheet
£bn
£bn
£bn
%
Net interest income
710
777
(67)
(8.6%)
Loans to customers (amortised cost)
Non-interest income
280
279
1
0.4%
- personal
1.8
2.2
(0.4)
(18.2%)
Total income
990
1,056
(66)
(6.3%)
- mortgages
12.3
12.7
(0.4)
(3.1%)
Other operating expenses
(676)
(610)
(66)
10.8%
- other
4.5
4.4
0.1
2.3%
Litigation and conduct costs
(9)
(12)
3
(25.0%)
Total loans to customers (amortised cost)
18.6
19.3
(0.7)
(3.6%)
Operating expenses
(685)
(622)
(63)
10.1%
Loan impairment provisions
(0.1)
(0.1)
-
-
Impairment (losses)/releases
(14)
2
(16)
nm
Net loans to customers (amortised cost)
18.5
19.2
(0.7)
(3.6%)
Operating profit
291
436
(145)
(33.3%)
Total assets
26.9
29.9
(3.0)
(10.0%)
Performance ratios
(
(
1
1
)
)
Assets under management (AUMs)
(1)
31.7
28.3
3.4
12.0%
Return on equity
14.8%
24.5%
(9.7%)
Assets under administration (AUAs)
(1)
9.1
5.1
4.0
78.4%
Net interest margin
3.74%
4.07%
(0.33%)
Assets under management and
Cost:income ratio (excl. litigation and conduct)
68.3%
57.8%
10.5%
administration (AUMA)
(1)
40.8
33.4
7.4
22.2%
Loan impairment rate
8bps
(1bp)
9bps
Customer deposits
37.7
41.2
(3.5)
(8.5%)
AUM net flows (£bn)
1.3
2.0
(0.7)
Loan:deposit ratio (excl. repos and
reverse repos)
(1)
49%
47%
2%
4.3%
Risk-weighted assets
11.2
11.2
-
-
During 2023, Private Banking continued to support customers to meet their financial
goals and manage their wealth responsibly, delivering a return on equity of 14.8%
which reflected the impact of a more challenging operating environment. AUMA was
22.2% higher at £40.8 billion and is now greater than customer deposits of £37.7
billion which fell as a result of competitive pressure and a change in customer
behaviour.
Private Banking provided £0.2 billion of climate and sustainable funding and financing
in 2023, principally in relation to mortgages on residential properties with EPC A or B
certificates.
Total income was £66 million, or 6.3%, lower than 2022 reflecting lower deposit
balances with mix shifting from non-interest bearing to interest bearing balances, as
customers migrated to savings products offering higher returns, combined with
reduced lending volumes and mortgage margin dilution.
Net interest margin was 33 basis points lower than 2022 reflecting lower deposit
balances with mix shift from non-interest bearing to interest bearing balances and an
increase in pass-through of interest rate increases to customers, partly offset by the
impact of rate rises on deposit income.
Non-interest income of £280 million was broadly flat compared to 2022 primarily
driven by higher payment services fees offset by reduced investment management
income due to product re-pricing.
Other operating expenses were £66 million, or 10.8%, higher than 2022 reflecting an
increase in pay awards to support our colleagues with cost of living challenges, an
additional VAT charge, property revaluation costs and strategic spend to increase
operational efficiency.
The impairment charge of £14 million in 2023, compared with a £2 million release in
2022, largely reflects non-recurrence of good book releases in 2022 whilst overall
impairments remain at low levels.
(1)
Refer to the Non-IFRS financial measures section for details of basis of preparation and reconciliation of non-IFRS
financial measures and performance metrics.
A net impairment charge of £5 million in Q4 2023 largely reflects good book charges
whilst stage 3 defaults remain at low levels.
Net loans to customers decreased by £0.7 billion, or 3.6%, in 2023 as higher levels of
customer repayments more than offset gross new lending.
Customer deposits decreased by £3.5 billion, or 8.5%, in 2023 reflecting an increase
in competition and higher tax outflows in Q1 2023. Changes in customer behaviour
drove a shift in mix of deposits with a decrease in instant access savings and current
accounts, and a switch to term and notice accounts which now represent 30% of
deposit balances.
AUMA increased by £7.4 billion to £40.8 billion, reflecting net inflows of £1.3 billion for
AUM and £0.4 billion AUA: strong market performance of £3.4 billion and £2.3 billion
Cushon balances following the acquisition in June 2023.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
79
Segment performance continued
C
C
o
o
m
m
m
m
e
e
r
r
c
c
i
i
a
a
l
l
&
&
I
I
n
n
s
s
t
t
i
i
t
t
u
u
t
t
i
i
o
o
n
n
a
a
l
l
2023
2022
Variance
2023
2022
Variance
I
n
n
c
c
o
o
m
m
e
e
s
s
t
t
a
a
t
t
e
e
m
m
e
e
n
n
t
t
£m
£m
£m
%
Capital and balance sheet
£bn
£bn
£bn
%
Net interest income
5,044
4,171
873
20.9%
Loans to customers (amortised cost)
Non-interest income
2,377
2,242
135
6.0%
- Business Banking
4.5
6.1
(1.6)
(26.2%)
T
o
o
t
t
a
a
l
l
i
i
n
n
c
c
o
o
m
m
e
e
7,421
6,413
1,008
15.7%
- Commercial Mid-market
71.5
71.7
(0.2)
(0.3%)
Other operating expenses
(3,867)
(3,563)
(304)
8.5%
- Corporate & Institutions
57.4
53.7
3.7
6.9%
Litigation and conduct costs
(224)
(181)
(43)
23.8%
Total loans to customers (amortised cost)
133.4
131.5
1.9
1.4%
Operating expenses
(4,091)
(3,744)
(347)
9.3%
Loan impairment provisions
(1.5)
(1.6)
0.1
(6.3%)
Impairment losses
(94)
(122)
28
(23.0%)
Net loans to customers (amortised cost)
131.9
129.9
2.0
1.5%
Operating profit
3,236
2,547
689
27.1%
Total assets
385.0
404.8
(19.8)
(4.9%)
P
e
e
r
r
f
f
o
o
r
r
m
m
a
a
n
n
c
c
e
e
r
r
a
a
t
t
i
i
o
o
s
s
(
(
1
1
)
)
Funded assets
306.9
306.3
0.6
0.2%
Return on equity
15.4%
12.2%
3.2%
Customer deposits
193.4
203.3
(9.9)
(4.9%)
Net interest margin
3.84%
3.31%
0.53%
Loan:deposit ratio (excl. repos and
Cost:income ratio (excl. litigation and conduct)
52.1%
55.6%
(3.5%)
reverse repos)
(1)
68%
64%
4%
6.3%
Loan impairment rate
7bps
9bps
(2bps)
Risk-weighted assets
107.4
103.2
4.2
4.1%
During 2023, Commercial & Institutional continued to support customers with an
increase in lending of 1.5% and delivered a strong performance with growth in
revenues and operating profit supporting a return on equity of 15.4%, an increase
from 12.2% in 2022.
Commercial & Institutional provided £25.4 billion of climate and sustainable funding
and financing in 2023 to support customers investing in the transition to net zero.
Total income was £1,008 million, or 15.7%, higher than 2022 primarily reflecting
higher deposit returns supported by interest rate rises, growth in lending and higher
markets income partly offset by higher funding costs.
Net interest margin was 53 basis points higher than 2022 reflecting higher deposit
returns partly offset by higher funding costs.
Non-interest income was £135 million, or 6.0%, higher than 2022 principally driven by
higher lending and financing fees in relation to volume growth, increased credit and
debit card fees reflecting higher volumes and margins, higher payment services fees
and fixed income performance.
Other operating expenses were £304 million, or 8.5%, higher than 2022 reflecting
higher pay awards to support our colleagues with cost of living challenges and
continued investment in the business.
An impairment charge of £94 million in 2023, £28 million lower than 2022, reflecting
good book releases and lower stage 3 charges.
(1)
Refer to the Non-IFRS financial measures section for details of basis of preparation and reconciliation of non-IFRS
financial measures and performance metrics.
Net loans to customers increased by £2.0 billion, or 1.5%, in 2023 reflecting an
increase of £4.7 billion from growth in private financing activity, an increase in term
loan facilities including an increase in revolving credit utilisations within Corporate &
Institutions, and asset finance growth within Commercial Mid-market, partly offset by
£2.7 billion of UK Government scheme repayments.
Customer deposits decreased by £9.9 billion, or 4.9%, in 2023 primarily due to overall
market liquidity contraction, particularly in Commercial Mid-market. We have seen
strong growth in term deposits balances in 2023 which now represent 19% of deposit
balances. Across the year we continued to see a reduction in non-interest bearing
balances which now represent 36% of deposit balances.
RWAs increased by £4.2 billion, or 4.1%, in 2023 primarily reflecting lending facility
growth, partly offset by capital optimisation activity and foreign exchange benefits.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
80
Segment performance continued
C
C
e
e
n
n
t
t
r
r
a
a
l
l
i
i
t
t
e
e
m
m
s
s
&
&
o
o
t
t
h
h
e
e
r
r
2023
2022
Variance
2023
2022
Variance
I
n
n
c
c
o
o
m
m
e
e
s
s
t
t
a
a
t
t
e
e
m
m
e
e
n
n
t
t
-
-
c
c
o
o
n
n
t
t
i
i
n
n
u
u
i
i
n
n
g
g
o
o
p
p
e
e
r
r
a
a
t
t
i
i
o
o
n
n
s
s
£m
£m
£m
%
C
a
a
p
p
i
i
t
t
a
a
l
l
a
a
n
n
d
d
b
b
a
a
l
l
a
a
n
n
c
c
e
e
s
s
h
h
e
e
e
e
t
t
£bn
£bn
£bn
%
Total income
410
41
369
900.0%
Net loans to customers (amortised cost)
(2)
25.8
19.6
6.2
31.6%
Operating expenses
(1)
(392)
(728)
336
(46.2%)
Customer deposits
12.3
17.4
(5.1)
(29.3%)
of which: Other operating expenses
(387)
(645)
258
(40.0%)
RWAs
2.8
7.0
(4.2)
(60.0%)
of which: Ulster Bank RoI direct expenses
(275)
(433)
158
(36.5%)
Impairment (losses)/releases
(5)
12
(17)
(141.7%)
Operating profit/(loss)
13
(675)
688
nm
of which: Ulster Bank RoI
(473)
(723)
250
(34.6%)
Total income was £369 million higher than 2022 primarily reflecting notable items
including foreign exchange recycling gains of £484 million, lower losses on
redemption of own debt, business growth fund gains and lower losses on liquidity
asset bond sales, partially offset by lower gains on interest and foreign exchange risk
management derivatives not in accounting hedge relationships and losses associated
with property lease terminations.
Other operating expenses were £258 million, or 40.0%, lower than 2022 principally
reflecting the reduction in cost due to our withdrawal of operations from the Republic
of Ireland.
Net loans to customers increased by £6.2 billion, to £25.8 billion, over the year
mainly due to reverse repo activity in Treasury.
Customer deposits decreased by £5.1 billion 2023 primarily reflecting our withdrawal
of our operations from the Republic of Ireland. Ulster Bank RoI customer deposit
balances were £0.2 billion as at Q4 2023.
(1)
Includes withdrawal-related direct program costs of £91 million for the year ended 31 December 2023 (31 December
2022 – £195 million).
(2)
Excludes £0.3 billion of loans to customers held at fair value through profit or loss (31 December 2022 – £0.5 billion).
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
81
Summary financial statements
S
S
u
u
m
m
m
m
a
a
r
r
y
y
c
c
o
o
n
n
s
s
o
o
l
l
i
i
d
d
a
a
t
t
e
e
d
d
i
i
n
n
c
c
o
o
m
m
e
e
s
s
t
t
a
a
t
t
e
e
m
m
e
e
n
n
t
t
For the year ended 31 December 2023
2023
2022
2021
£m
£m
£m
Net interest income
11,049
9,842
7,535
Non-interest income
3,703
3,314
2,894
Total income
14,752
13,156
10,429
Operating expenses
(7,996)
(7,687)
(7,758)
Profit before impairment losses
6,756
5,469
2,671
Impairment losses
(578)
(337)
1,173
Operating profit before tax
6,178
5,132
3,844
Tax charge
(1,434)
(1,275)
(996)
Profit from continuing operations
4,744
3,857
2,848
(Loss)/profit from discontinued operations, net of tax
(112)
(262)
464
Profit for the year
4,632
3,595
3,312
Attributable to:
Ordinary shareholders
4,394
3,340
2,950
Preference shareholders
-
-
19
Paid-in equity holders
242
249
299
Non-controlling interests
(4)
6
44
4,632
3,595
3,312
S
S
u
u
m
m
m
m
a
a
r
r
y
y
c
c
o
o
n
n
s
s
o
o
l
l
i
i
d
d
a
a
t
t
e
e
d
d
b
b
a
a
l
l
a
a
n
n
c
c
e
e
s
s
h
h
e
e
e
e
t
t
As at 31 December 2023
2023
2022
2021
£m
£m
£m
Cash and balances at central banks
104,262
144,832
177,757
Trading assets
45,551
45,577
59,158
Derivatives
78,904
99,545
106,139
Settlement balances
7,231
2,572
2,141
Loans to banks and customers - amortised cost
388,347
373,479
366,672
Other financial assets
51,102
30,895
46,145
Other and intangible assets
16,374
16,292
14,965
Assets of disposal groups
902
6,861
9,015
Total assets
692,673
720,053
781,992
Deposits
453,567
470,759
506,089
Trading liabilities
53,636
52,808
64,598
Settlement balances, derivatives, other financial
liabilities and subordinated liabilities
139,843
151,426
160,658
Other liabilities
5,202
5,346
5,797
Owners' equity
37,157
36,488
41,796
Notes in circulation
3,237
3,218
3,047
Non-controlling interests
31
8
7
Total liabilities and equity
692,673
720,053
781,992
NatWest Group’s financial statements are prepared in accordance with UK adopted International Accounting Standards (IAS), and International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB).
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2023 Annual Report and Accounts
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customers
Serving our
every day
Governance
84
Our Board
88
Chairman’s introduction
89
Governance at a glance
105
Report of the Group Nominations and Governance Committee
110
Report of the Group Audit Committee
115
Report of the Group Board Risk Committee
122
Report of the Group Sustainable Banking Committee
127
Directors’ remuneration report
138
Summary of Policy for executive directors
141
Annual remuneration report
162
Compliance report
165
Report of the directors
169
Statement of directors’ responsibilities
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Date of appointment:
14 July 2015 (Board), 1 September 2015 (Chairman)
Committee memberships:
N
Contribution to the Board:
Howard brings substantial financial services knowledge and
experience to the Board, together with a deep understanding of
global economic, environmental and social issues. With extensive
board level experience, Howard draws on his prior regulatory and
supervisory expertise to contribute both strategic and practical
insights to Board discussions and debate. Howard is also a highly
adept Chairman with valuable leadership and stakeholder
management skills.
Relevant experience:
Howard has held several regulatory roles during his career
including Chairman of the UK Financial Services Authority and
Deputy Governor of the Bank of England. Howard was Director of
the London School of Economics and Political Science and is also
Professor of Practice at the Paris Institute of Political Studies
(Sciences Po).
Howard has also previously served as a non-executive director of
Morgan Stanley and Prudential plc, as Chairman of Phoenix plc
and as Chair of the UK Airports Commission.
Current external appointments:
Chairman of Inigo Limited
Member of the Regulatory and Compliance Advisory Board of
Millennium Management LLC
Chair of the International Advisory Council of the China Securities
Regulatory Commission
Member of the International Advisory Council of the National
Administration of Financial Regulation (formerly the China
Banking and Insurance Regulatory Commission)
Date of appointment:
25 July 2023
Committee memberships:
N/A
Contribution to the Board:
An experienced leader of NatWest Group’s Commercial &
Institutional segment and Payments business, Paul was appointed
NatWest Group CEO for an initial 12-month period in July 2023 and
then permanently with effect from 16 February 2024. He brings a
customer focus to the Board, as well as expertise in balance sheet
management, transformation and risk and controls.
Paul was central to the formulation and execution of NatWest
Group’s strategy reviews in both 2014 and 2019, giving him a
strong, enterprise-wide view. He has led the development and
delivery of industry-leading initiatives on climate and support for
SMEs, including the coordination of NatWest Group’s business
support during the COVID pandemic.
In addition, Paul has played an active role in NatWest Group’s
diversity, equality and inclusion agenda, sponsoring and progressing
a number of targeted programmes including NatWest Group’s
Junior Management Team and Multicultural Network.
Relevant experience:
Paul has a track record of success in senior global roles within
Wholesale, Corporate, International, Risk and Retail Banking,
based across the UK, Europe and US. Most recently he was Chief
Executive Officer of NatWest Group’s Commercial & Institutional
segment between July 2022 and July 2023, having previously led
NatWest Group’s Commercial Banking division as CEO since
November 2019. As part of his most recent role, Paul also
led NatWest Group’s Payments business.
Current external appointments:
Non-executive director of Pollinate Networks Limited
Date of appointment:
1 January 2019
Committee memberships:
N/A
Contribution to the Board:
Katie is a Chartered Accountant with over 30 years’ experience
in finance and accounting gained through several roles across the
financial services industry. Katie’s deep knowledge and experience
in specialist areas including capital management, investor relations
and financial planning mean she is well placed to provide valuable
input and expertise during Board discussions.
Relevant experience:
Katie joined NatWest Group as Director of Finance in 2015 and was
appointed as Deputy Chief Financial Officer in March 2017. She
was appointed as Group Chief Financial Officer in January 2019.
Katie was previously the Group Finance Director for Old Mutual
Emerging Markets, based in Johannesburg (2011-2015), having
held various roles across Old Mutual from 2002. Prior to this Katie
worked at KPMG for 13 years. She is a member of the Institute of
Chartered Accountants of Scotland.
Current external appointments:
Non-executive director of Phoenix Group Holdings plc
Board Committees
Group Nominations & Governance Committee (N&G)
S
Group Sustainable Banking Committee (SBC)
A
Group Audit Committee (GAC)
Ri
Group Board Risk Committee (BRC)
Re
Group Performance & Remuneration Committee (RemCo)
Underline denotes Committee Chair
N
Our Board
Corporate governance
Howard Davies
Chairman
Paul Thwaite
Group Chief Executive
Officer
Katie Murray
Group Chief Financial
Officer
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Date of appointment:
16 May 2016
Committee memberships:
Re
Contribution to the Board:
Frank is a former investment banker and technology company
CEO with substantial global board expertise. This broad background
enables Frank to make a valuable contribution to Board discussions,
particularly in relation to technology, digital and innovation matters.
Frank’s experience also encompasses key areas including customer
experience, stakeholder engagement, ESG and risk. In April 2018,
Frank assumed the role of Chairman of NatWest Markets Plc,
which enables him to bring a unique perspective to Board debate.
Relevant experience:
During his executive career, Frank held various roles at Thomson
S.A., including Chairman and Chief Executive Officer, and was
Deputy Chief Executive Officer of France Telecom. Prior to that
he was Chairman of SG Warburg France and Managing Director
of SG Warburg.
Frank has also held a number of non-executive roles at Crédit
Agricole CIB, EDF, Home Credit, Orange, Sonaecom SGPS and
Arqiva Group Limited. He was also Deputy Chairman and
acting Chairman of Telenor ASA, an international media
communications group.
Current external appointments:
Chairman of Gen Digital Inc.
Non-executive director of IHS Holding Limited
Chairman of the Advisory Board of STJ Advisors
Date of appointment:
1 October 2022
Committee memberships:
S
Contribution to the Board:
Roisin brings extensive customer, marketing and branding
experience to the Board, gained during her long executive
career at Procter & Gamble. She has a strong background in
digital transformation and data and significant knowledge and
experience of developing ESG strategies at board level. Roisin
also brings practical board and committee experience to the role,
having served on a number of listed company boards.
In April 2023, Roisin was appointed as NatWest Group’s Consumer
Duty Board Champion. She is also the Chair of the NatWest Group
Colleague Advisory Panel, which provides a valuable link to
colleague and customer issues.
Relevant experience:
Roisin spent over 30 years leading marketing and brand building
at Procter & Gamble in different UK and international roles. Most
recently Roisin served as Chief Marketing Officer for Procter &
Gamble Northern Europe (2014-2016) and prior to that served
as Chief Marketing Officer for Procter & Gamble UK and Ireland
(2002-2014).
Roisin’s previous non-executive directorships include HomeServe
plc, Just Eat plc, Holland and Barrett Limited, and Bourne
Leisure Limited.
Roisin is an Honorary Fellow of the Marketing Society.
Current external appointments:
Non-executive director of Premier Foods plc
Non-executive director of The Sage Group plc
Member of the Digital Advisory Board, Coca-Cola Europacific
Partners plc
Non-executive Advisor, Internet Advertising Bureau
Date of appointment:
1 April 2017 (Board), 1 January 2018
(Senior Independent Director)
Committee memberships:
A
Re
N
Contribution to the Board:
Mark, a former senior investment banker, brings comprehensive
financial services knowledge and substantial FTSE 100 board
experience to the Board. A former boardroom adviser, Mark
contributes significant banking and corporate transformation
expertise in particular, alongside a range of customer and
wider stakeholder engagement skills.
Relevant experience:
Mark has held various senior roles at Credit Suisse/BZW during his
executive career, including Deputy Chairman, CSFB Europe and
Chairman, UK Investment Banking, CSFB.
Mark has served as a non-executive director on company boards
across a range of industry sectors, including BG Group plc, as
Senior Independent Director of Kingfisher plc, and as Deputy
Chairman of G4S plc. He has significant experience of chairing
committees and as a Senior Independent Director.
Current external appointments:
Non-executive director of Smiths Group plc
Non-executive director and trustee of The Brooklands Museum
Mark Seligman
Senior Independent
Director
Frank Dangeard
Independent
non-executive director
Roisin Donnelly
Independent
non-executive director
Corporate governance continued
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Date of appointment:
8 January 2024
Committee memberships:
N
Contribution to the Board:
Rick is a highly experienced Chair who combines a successful
commercial career with a deep knowledge of financial services
markets and technology, as well as a strong track record of delivery
at significant customer-facing organisations. Rick’s Chair experience
extends across industry sectors, including Embedded Finance,
a fintech company; QiO Technologies Limited, the industrial AI
company that Rick co-founded; and Xynteo, a Norway-based
sustainability consultancy.
Relevant experience:
Rick served as Chair of Mastercard Inc. during its transformation
from a credit card company to a global technology company and
an increase in its market value from $5 billion to over $350 billion.
He also chaired Arc International Holdings, Centrica plc and
Network Rail Limited, and was a partner at Star Capital. Rick’s
past non-executive directorships include Globant S.A., Cookson plc,
Lafarge S.A., Land Securities plc and ICI plc. Rick also led the
Haythornthwaite Review of UK Armed Forces Incentivisation.
Rick has been responsible for several high-profile business
transformations and rescues, including Invensys, then one
of the world’s leading industrial controls companies, as CEO.
Current external appointments:
Chair of Ocado Group plc
Chairman of AA Limited
Chairman of Embedded Finance Limited
(1)
Senior advisory partner at Moelis & Co
(1) advisory role
Prior to becoming NatWest Group Chair, Rick will step down as
Chairman of AA Limited (remaining as a non-executive director)
and as advisory Chairman of Embedded Finance Limited.
Rick Haythornthwaite
Independent non-executive
director and Chair Designate
Corporate governance continued
Date of appointment:
1 June 2018
Committee memberships:
A
Ri
N
Contribution to the Board:
Patrick contributes significant retail and commercial banking
experience to the Board, together with a background in complex
organisational restructuring and technology transformation.
This experience enables Patrick to provide insightful contributions
to Board discussions on complex matters, alongside his significant
financial knowledge and expertise.
Relevant experience:
Patrick was the Chief Financial Officer and a member of the
Executive Board of ING Group for over eight years to May 2017.
Prior to that, he worked for HSBC for 20 years. Patrick is a
Fellow of Chartered Accountants Ireland.
Current external appointments:
Non-executive director and Senior Independent Director of
Aviva plc
Patrick Flynn
Independent
non-executive director
Date of appointment:
1 April 2020
Committee memberships:
S
Contribution to the Board:
Yasmin brings a wealth of retail banking and customer experience
to the Board, as well as valuable technology and innovation insights,
and a strong background in general management. Yasmin adds
strength and depth to the Board in these important areas,
supporting challenge and debate and effective decision-making.
On 1 April 2020 Yasmin re-joined the Board of NatWest Group plc,
having first been appointed in June 2017. Yasmin stepped down
in April 2018 in order to serve solely as a director of our key
ring-fenced entities, and, like the majority of our directors, she
continues to serve on these boards in addition to the Board of
NatWest Group plc.
Relevant experience:
During her executive career, Yasmin held Chief Information Officer
roles at Bupa and the Financial Times, where she later became
the Chief Operating Officer. Prior to that Yasmin held a number
of senior roles at Abbey National PLC, in a career spanning nearly
20 years, where latterly she served as an executive director on
the board.
Yasmin has also held a number of non-commercial roles
including Vice Chair of the Board of Governors at the University
of Bedfordshire (2008 to 2011) and Vice Chair of the National
Committee of the Aga Khan Foundation (UK) Ltd, a non-
denominational charity that works with communities in Africa,
Asia and the Middle East.
Current external appointments:
Non-executive director of Guardian Media Group plc
Non-executive director of Nation Media Group Limited
Yasmin Jetha
Independent
non-executive director
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Date of appointment:
1 April 2023
Committee memberships:
A
Ri
N
Contribution to the Board:
Stuart brings extensive risk management, financial services and
regulatory experience to the Board gained during his executive
career, predominantly at Deutsche Bank. He also brings practical
board-level experience, having served on a number of boards and
committees in both executive and non-executive capacities. Stuart’s
strengths in risk and financial services complement and enhance the
overall knowledge and experience of the Board, particularly in support
of growth opportunities and continued organisational transformation.
Relevant experience:
Stuart served 10 years on the Management Board of Deutsche
Bank as Chief Risk Officer, retiring in May 2022. He joined Deutsche
Bank in 1996, where he held a variety of senior roles, including
Deputy Chief Risk Officer, Global Chief Credit Officer and Chief
Credit Officer for Asia Pacific. He was previously Head of European
Credit Risk Management at Credit Suisse Financial Products.
Stuart served as a non-executive director of the London Stock
Exchange Group plc (2013-2016) and in 2013 was elected to the
Global Association of Risk Professionals Board of Trustees. He was
also a Member of the Foundation Board of the International Financial
Risk Institute (2010-2022) and served as Chair (2016-2018).
Current external appointments:
Member of the Board of Trustees of the Global Association of
Risk Professionals
Member of the Advisory Committee of the International
Association of Credit Portfolio Managers
Visiting Professor in Practice in the Finance Department,
London School of Economics
Date of appointment:
1 January 2018
Committee memberships:
N
Re
S
Ri
Contribution to the Board:
Lena contributes significant knowledge and experience to the Board
drawn from a broad executive and non-executive career. She has
extensive transformation and development skills, with experience in
enterprise, internationalisation, stakeholder management, ESG and
general management.
As a former Chair of the NatWest Group Colleague Advisory Panel,
Lena provides valuable insights into customer and people issues
in particular.
Relevant experience:
Lena has a portfolio of Chair roles in the listed, private equity
and professional services sectors. She has been a FTSE 100
non-executive director for over 10 years and previously served
on the boards of Scottish Power Renewables Limited and Intertek
Group plc. Lena was Chief Executive of Scottish Enterprise
(2009-2017) and prior to that was Senior Investment Advisor
to The World Bank in Washington DC.
Lena was a member of Scotland’s Financial Services Advisory
Board and Chair of Scotland’s Energy Jobs Taskforce. In June 2015
she received a CBE for services to economic development in Scotland.
Current external appointments:
Chair of Picton Property Income Limited
Visiting Professor, University of Strathclyde Business School
Member of the European Advisory Board of Workday Inc.
Date of appointment:
5 August 2019
Contribution to the Board:
Jan works closely with the Chairman to ensure effective and
efficient functioning of the Board and appropriate alignment and
information flows between the Board and its Committees. She is
responsible for advising the Board and individual directors on all
governance matters, and also facilitates Board induction and
directors’ professional development.
Relevant experience:
Jan is a chartered company secretary with over 20 years’
corporate governance experience. She was appointed Chief
Governance Officer and Company Secretary in 2019, and prior
to that held various roles in the legal and secretariat functions,
including Head of Board and Shareholder Services.
Jan has a law degree and is a Fellow of the Chartered Banker
Institute. She is also an Associate of The Chartered Governance
Institute and has an INSEAD Certificate in Corporate Governance.
Lena Wilson CBE
Independent
non-executive director
Stuart Lewis
Independent
non-executive director
Jan Cargill
Chief Governance Officer
and Company Secretary
Corporate governance continued
Former directors:
Mike Rogers stood down as a director
on 25 April 2023.
Alison Rose stood down as a director
on 25 July 2023.
Morten Friis stood down as a director
on 31 July 2023.
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NatWest Group
2023 Annual Report and Accounts
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Chairman’s
introduction
I am also delighted that Geeta Gopalan will join the Board
as an independent non-executive director on 1 July 2024.
Given the significant changes in the leadership of NatWest
Group, across 2023 and into the first part of 2024, the
Board agreed that the 2023 annual evaluation of Board
and committee effectiveness will be deferred until 2024 and
undertaken by an external facilitator.
The Board maintained its close oversight of the business of
NatWest Group through the year. Regular reports included
spotlights on cost of living challenges and how the bank has
been supporting colleagues and customers. Data on the
impact of changes in the macro-economic environment on
customer behaviour was considered regularly. The Board
also oversaw the preparation for and implementation of the
Consumer Duty requirements, which became effective on
31 July 2023.
The Board held a two-day strategy session in June 2023
which was focused on the impact of technological advances
on the financial services sector.
Following the announcement that the UK Government will
explore a potential retail share sale in 2024 as part of its
plans to reduce its shareholding in NatWest Group plc,
a Board Oversight Committee was established. This
Committee is responsible for considering all matters and
taking any necessary decisions in connection with a retail
share offering.
Details of the Board’s principal areas of focus and operations
during 2023 are set out on pages 95 and 97 respectively.
I would like to thank my fellow Board members for their
contribution, commitment and dedication during 2023
and also throughout my time as Chairman. I will hand
over my chairing responsibilities to Rick Haythornthwaite
on 15 April 2024.
Howard Davies
Chairman of the Board
15 February 2024
Letter from Howard Davies,
Chairman of the Board
89
Governance at a Glance
91
UK Corporate Governance Code
92
Our governance framework
95
Principal areas of Board focus
Dear Shareholder,
Welcome to the 2023 Corporate governance report.
It has been a challenging year for the Board with a
number of changes to directors and committee structure
and composition.
The most significant change was the departure of Alison
Rose as Group CEO in July 2023. The Board, supported by
the Group Nominations and Governance Committee, had
considered Group CEO succession plans in February 2023.
We were therefore ready to move quickly when she left.
Paul Thwaite was appointed as Group CEO in July 2023
for an initial period of 12 months. We are grateful to Paul
for stepping up at short notice, and to Katie Murray for
her continued support as Group CFO. Following a robust
recruitment process the Board appointed Paul as Group
CEO on a permanent basis with effect from 16 February
2024. Further information on this process is available on
page 109.
Other changes to Board membership during the year were
Mike Rogers and Morten Friis stepping down as directors on
25 April and 31 July 2023 respectively. I would like to record
our thanks to Mike and Morten for their significant
contributions to the Board during their tenures.
Stuart Lewis was appointed as a director on 1 April 2023,
succeeding Morten Friis as the Chair of the Group Board
Risk Committee on 1 August 2023.
In September we announced the appointment of Rick
Haythornthwaite as the next Chair of NatWest Group. You
can read more about the process undertaken by the Group
Nominations and Governance Committee to recruit Rick on
page 108. The Board’s role in the process is also described
in our section 172 statement on page 24.
I also want to take the opportunity to thank Graham Beale
who stepped down from the NWH Sub Group Boards, and
his role as NWH Sub Group Senior Independent Director, on
31 August 2023. We welcomed Mark Rennison to the NWH
Sub Group Boards on 1 September 2023 and Ian Cormack
is now the NWH Sub Group Senior Independent Director.
During the year the Technology and Innovation Committee
was retired, and the remit of the Group Sustainable Banking
Committee (SBC) was expanded to include technology, data
and innovation matters. Yasmin Jetha became Chair of
SBC, succeeding Mike Rogers.
Corporate governance continued
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2023 Annual Report and Accounts
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Key activities in 2023
Governance at a glance
Board changes during 2023
1 April
Stuart Lewis joined the Board as an independent
non-executive director and joined GAC and BRC.
Roisin Donnelly joined SBC.
25 April
Mike Rogers stepped down as a non-executive
director and SBC Chair.
26 April
Yasmin Jetha succeeded Mike Rogers as SBC Chair.
25 July
Alison Rose agreed by mutual consent with the Board
to step down as Group CEO and Paul Thwaite was
appointed as Group CEO for an initial period of
12 months.
31 July
Morten Friis stepped down as a non-executive
director and BRC Chair.
1 August
Stuart Lewis succeeded Morten Friis as BRC Chair
and joined N&G.
Board changes during 2024
8 January
Rick Haythornthwaite joined as an independent
non-executive director and Chair Designate.
16 February
Paul Thwaite becomes permanent Group CEO
15 April
Rick Haythornthwaite will succeed Howard Davies as
Chair of NatWest Group plc, and Howard will step
down from the Board.
1 July
Geeta Gopalan will join the Board as an independent
non-executive director.
Corporate governance continued
Chair appointment
We announced the appointment of Rick
Haythornthwaite to succeed Howard Davies
as Chair, following a rigorous search process.
Read more on page 108.
Board Oversight Committees
We set up two Board Oversight Committees (BOCs)
to support Board review and oversight of key areas
of focus for the bank – the Customer Exit BOC and
the Retail Share Offering BOC.
Read more on page 92.
Change in Group CEO
When Alison Rose agreed by mutual consent with the
Board to step down as Group CEO, we implemented
agreed contingency plans to appoint Paul Thwaite as
Group CEO for an initial period of 12 months.
Read more on page 104.
Streamlining Board committees
The remit of the Group Sustainable Banking
Committee was expanded to include technology,
data and innovation matters, and the Technology
and Innovation Committee was retired as a
standalone Board committee.
Read more on page 122.
Consumer Duty
Roisin Donnelly became our Consumer Duty Board
Champion, and the Board reviewed Consumer Duty
implementation across the bank.
Read more on page 24.
Supporting directors’ professional development
We provided dedicated induction programmes for
new directors and supported existing directors’
transitions into new committee roles, alongside
a bespoke training programme for all directors.
Read more on page 98.
Risk management
The Group Board Risk Committee reviewed, and
the Board approved, NatWest Group’s Enterprise-
Wide Risk Management Framework (EWRMF) and
the annual refresh of risk appetite.
Read more on page 117.
Board diversity
We maintained our focus on Board diversity, with
reference to our Boardroom inclusion policy, as
a number of changes were made to Board and
committee composition.
Read more on page 107.
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NatWest Group
2023 Annual Report and Accounts
89
Sex
Ethnicity
Age range
Tenure
Chairman and
non-executive directors
Independence
Board composition dashboard as at 31 December 2023
(1)
Board skills and experience
40%
60%
Male
Female
1
9
White
Minority ethnic
2
5
3
45-55
56-65
66-75
2
2
4
0-3 years
3-6 years
6-9 years
Full Board average tenure: 4.2 years
1
2
7
Chairman
Executive directors
Independent non-executive directors
The Board is structured to ensure that the directors
provide an appropriate combination of skills, experience
and knowledge as well as independence.
The bar chart opposite is an extract from our Board
skills matrix, which is reviewed by the Group Nominations
and Governance Committee and approved by the
Board annually.
The matrix reflects directors’ self-assessment of the skills
and experience they bring to Board discussions, in line
with pre-determined criteria aligned to current and
future strategic priorities.
(1)
As at 31 December 2023 there were 10 directors on the Board.
Corporate governance continued
0
1
2
3
4
5
6
7
8
9
10
Broad Financial Services
Risk Management
Transformation
Government / Regulatory / Public Sector
ESG (incl. climate and nature-related issues)
Customer Experience
Financial Markets / Investment Banking
Digital and Innovation
Retail / Commercial / Private Banking
Technology (infrastructure, cyber)
Prior CEO experience
CFO / Accountant
Skills and experience
Boardroom inclusion policy
Our boardroom inclusion policy aims to promote
diversity and inclusion in our Board and Board
Committee composition, and in the nominations
and appointments process.
Our disclosures under UK Listing Rule 9.8.6(9) and
(10) (Board and executive management diversity)
can be found on page 107.
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2023 Annual Report and Accounts
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UK Corporate Governance Code 2018
Corporate governance continued
The Listing Rules require companies to make a statement
of how they have applied the Principles, in a manner that
would enable shareholders to evaluate how the Principles
have been applied. The table below includes signposts to
key content in this report which describes how we have
applied the Principles and complied with the Provisions
of the Code during 2023, organised under the Code’s
five main section headings.
Provision 33
– that the Group Performance and
Remuneration Committee should have delegated
responsibility for setting remuneration for the Chairman
and executive directors. The Board considers these are
matters that should be reserved for the Board.
In addition, the Board has delegated two particular aspects
of the Code’s provisions to Board committees, with regular
updates provided to the Board as appropriate:
The Group Audit Committee has delegated
responsibility for reviewing and monitoring
NatWest Group’s whistleblowing process.
The Group Sustainable Banking Committee has
delegated responsibility for reviewing key workforce
policies and practices (not related to pay) to ensure
they are consistent with NatWest Group’s values
and support long-term sustainable success.
All directors are committed to observing high standards
of corporate governance, integrity and professionalism.
Throughout 2023, NatWest Group plc applied the Principles
and complied with the Provisions of the 2018 UK Corporate
Governance Code (the Code) with the following exceptions,
as described in full in our Statement of compliance
on page 162:
Provision 17
– that the Group Nominations and
Governance Committee should ensure plans are in
place for orderly succession to both the Board and senior
management positions, and oversee the development
of a diverse pipeline for succession. The Board considers
these are matters that should be reserved for the Board.
Provision 21
– that an annual evaluation of the
performance of the Board and its committees should be
undertaken. The Board agreed to defer the 2023 evaluation
until 2024 for the reasons set out on page 104. The Board
confirms there will be an evaluation in 2024, which will be
externally facilitated.
Board leadership and company purpose
Our strategic framework (page 9)
How We Create Value (pages 10 to 12)
Principal areas of Board focus (page 95)
Board oversight of our strategic framework (page 99)
How the Board oversees and monitors culture (page 100)
How the Board engaged with stakeholders, including our
multi-channel colleague listening approach (pages 101 to 102)
Division of responsibilities
Our governance framework (role and responsibilities of the
Board and Board committees) (page 92)
Division of responsibilities (page 93)
Subsidiary governance and ring-fencing (page 94)
Board and committee membership and attendance (page 97)
External appointments and time commitment (page 103)
Composition, succession and evaluation
Directors’ biographies and committee memberships
(pages 84 to 87)
Board and Board committee composition (page 104) and
changes in 2023 and 2024 (page 89)
Board skills matrix (page 90)
Board composition dashboard as at 31 December 2023
(sex, ethnicity, age, tenure, independence) (page 90)
Our Boardroom inclusion policy (page 106)
Board and executive succession planning (page 104)
Deferral of the 2023 Board and committee evaluation (page 104)
Group Nominations and Governance Committee report
(page 105)
UK Listing Rules Board and executive management diversity
disclosures (page 107)
Chair search process (page 108)
Remuneration
Directors’ remuneration report (page 127) (Group Performance and Remuneration Committee activity and decisions during 2023;
remuneration policy for executive directors; wider workforce remuneration)
Audit, risk and internal controls
Information on how the company has applied the Principles and
complied with the Provisions set out in this section of the Code
can be found throughout the Annual Report and Accounts.
The following sections are of particular relevance:
Group Audit Committee report (page 110)
Viability statement (page 66)
Compliance report (page 162)
Group Board Risk Committee report (page 115)
The Board regularly assesses the company’s emerging and
principal risks in a variety of ways including through review
of the risk management report and dedicated training.
Details of the company’s principal risks, procedures in place to
identify Top and Emerging Threats, and how these are managed
or mitigated, can be found on pages 60 to 65 (Risk overview)
and pages 170 to 282 (Risk and Capital Management).
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NatWest Group
2023 Annual Report and Accounts
91
NatWest Group plc Board
Our governance framework
To assist in providing effective oversight and leadership, the Board has established the following principal committees:
The Group Executive Committee
(ExCo) supports the Group CEO
in discharging his responsibilities
in managing NatWest Group’s
business day to day.
For further information on individual
roles and responsibilities, see page 93.
Corporate governance continued
Is collectively responsible for promoting the long-term success of the company,
driving shareholder value and Natwest Group’s contribution to wider society.
Establishes NatWest Group’s strategy and leads the development of its culture.
Provides leadership of the company within a framework of prudent and effective
controls which enables risk to be assessed and managed.
Sets the strategic aims of the company and its subsidiaries, ensures that the
necessary resources are in place for NatWest Group to meet its objectives.
Is responsible for the allocation and raising of capital, and reviews business and
financial performance.
Ensures that the company’s obligations to its shareholders and other key stakeholders
are understood and met.
Committee report on page 110.
Committee report on page 115.
Committee report on page 105.
Committee report on page 127.
Committee report on page 122.
Governance framework changes during 2023
From 1 May, SBC’s remit expanded to include technology, data and
innovation matters and the Technology and Innovation Committee was retired.
On 27 July a Customer Exit Board Oversight Committee (BOC) was set up to
oversee and advise the Board in relation to the work and findings of reviews
related to customer exits. On 11 December a Retail Share Offering BOC was
set up regarding the proposed share offering to retail investors by UKGI.
Further information
The terms of reference of the Board and its principal committees are
available at natwestgroup.com and are reviewed at least annually.
The Board terms of reference include a formal schedule of matters
specifically reserved for the Board’s decision.
Internal reviews confirmed the Board and its principal committees had
fulfilled their remits as set out in their terms of reference during 2023.
Group Audit Committee
(GAC)
Assists the Board in discharging
its responsibilities in relation
to the disclosure of NatWest
Group’s financial affairs.
Reviews accounting and
financial reporting and
regulatory compliance and
NatWest Group’s system
of internal controls.
Monitors the processes for
internal audit, risk
management, external audit
and whistleblowing.
Group Board Risk Committee
(BRC)
Group Nominations and
Governance Committee
(N&G)
Group Performance and
Remuneration Committee
(RemCo)
Group Sustainable Banking
Committee (SBC)
Supports the Board in
overseeing, supporting and
challenging actions taken by
management to run NatWest
Group as a sustainable
business, capable of
generating long-term
value for its stakeholders.
Oversees how technology,
data and innovation are used
to support the customer and
be a relationship bank for a
digital world.
Provides oversight and advice
to the Board in relation to
current and potential future
risk exposures of NatWest
Group, future risk strategy,
risk appetite and tolerance.
Promotes a risk awareness
culture within NatWest Group.
Assists the Board in the formal
selection and appointment
of directors.
Reviews the structure, size
and composition of the Board,
and approves appointments
to the boards of NatWest
Group’s principal and material
regulated subsidiaries.
Monitors NatWest Group’s
governance arrangements.
Responsible for the overview
of NatWest Group
remuneration policy and the
directors’ remuneration policy,
ensuring that arrangements
are designed to promote
the long-term success of
NatWest Group.
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2023 Annual Report and Accounts
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Division of responsibilities
Corporate governance continued
As at the date of publication of this report, the Board has 11 directors comprising the Chairman, two executive directors and nine independent non-executive directors, one of whom is the
Senior Independent Director. Director biographies and details of the Board committees of which they are members can be found on pages 84 to 87.
Non-executive director independence
The Board considers that the current Chairman, Howard Davies, and Chair Designate, Rick Haythornthwiate were both independent on appointment and that all other current non-executive
directors are independent for the purposes of the Code.
Chairman and Group CEO
The role of Chairman is distinct and separate from
that of the Group CEO and there is a clear division of
responsibilities, with the Chairman leading the Board and
the Group CEO managing the business day to day.
Non-executive directors
Along with the Chairman and executive directors, the
non-executive directors are responsible for ensuring the
Board fulfils its responsibilities under its terms of reference.
The non-executive directors combine broad business and
commercial experience with independent and objective
judgment. They provide constructive challenge, strategic
guidance, and specialist advice to the executive directors
and the executive management team and hold
management to account.
The balance between non-executive and executive
directors enables the Board to provide clear and effective
leadership across NatWest Group’s business activities and
ensures no one individual or small group of individuals
dominates the Board’s decision-making.
The Chairman and non-executive directors meet at least
once every year without the executive directors present.
Executive management
The executive management team supports the Group CEO
in managing NatWest Group’s businesses.
Members of the executive management team, including
the Group CEO, discharge their individual accountabilities
to review, challenge and debate relevant items and support
the Group CEO in forming recommendations to the Board.
Matters include strategy, financials, capital, risk, customers,
colleagues
(1)
and operational issues affecting NatWest Group
as well as monitoring the implementation of cultural change
and executive succession planning.
Biographies of the executive management team can be
found at natwestgroup.com.
(1)
References to ‘colleagues’ in this report mean all permanent employees and, in
some instances, members of the wider workforce e.g. temporary employees and
agency workers.
Chief Governance Officer and
Company Secretary
The Chief Governance Officer and Company Secretary
works closely with the Chairman to ensure effective and
efficient functioning of the Board and appropriate alignment
and information flows between the Board and its Committees.
The Chief Governance Officer and Company Secretary is
responsible for advising the Board and individual directors
on all governance matters, and also facilitates Board
induction and directors’ professional development.
Senior Independent Director
Throughout 2023, Mark Seligman, as Senior Independent
Director, acted as a sounding board for the Chairman, and
as an intermediary for other directors when necessary. He
was also available to shareholders to discuss any concerns
they may have had, as appropriate.
Mr Seligman, on behalf of the Board, also led the process to
identify and appoint a successor to Howard Davies as Chair
of NatWest Group.
Read more about the Chair search process on page 108.
Details of the key responsibilities of the Chairman, Group CEO, Senior Independent Director and non-executive directors are available at
natwestgroup.com.
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NatWest Group
2023 Annual Report and Accounts
93
Subsidiary governance and ring-fencing
Corporate governance continued
NatWest Group plc is a listed company with equity listed
on the London and New York stock exchanges. NatWest
Holdings Limited (NWH Ltd) is the holding company for our
ring-fenced operations, which include our Retail and Private
Banking businesses and certain aspects of our Commercial
& Institutional business. A common board structure is
operated such that the directors of NWH Ltd are also
directors of The Royal Bank of Scotland plc (RBS plc)
and National Westminster Bank Plc (NWB Plc). Known
collectively as the NWH Sub Group, the boards of
these three entities meet concurrently.
An integral part of NatWest Group’s governance
arrangements is the appointment of three double
independent non-executive directors (DINEDs) to the
Boards, and Board committees, of the NWH Sub Group.
They are Francesca Barnes, Ian Cormack and Mark
Rennison. On 31 August 2023, Graham Beale stood down
as NWH Sub Group Senior Independent Director (SID) and
a DINED. On 1 September 2023 Ian Cormack assumed the
SID role and Mark Rennison joined the NWH Sub Group
Boards as a DINED.
Abridged biographies for the DINEDs are presented
opposite with more detailed biographies available at
natwestgroup.com (NWH Ltd section). The DINEDs
are independent in two respects: (i) independent of
management as non-executives; and (ii) independent of
the rest of NatWest Group by virtue of their NWH Sub
Group-only directorships. They attend NatWest Group
plc Board and relevant Board committee meetings as
observers. Our DINEDs play a critical role in NatWest
Group’s ring-fencing governance structure, and are
responsible for exercising appropriate oversight of the
independence and effectiveness of the NWH Sub Group’s
governance arrangements, including the ability of each
Board to take decisions independently.
The governance arrangements for the Boards and
Board committees of NatWest Group plc and the NWH Sub
Group have been designed to enable NatWest Group plc
to exercise appropriate oversight and to ensure that, as far
as is reasonably practicable, the NWH Sub Group is able to
take decisions independently of the wider Group. The Group
Nominations and Governance Committee (N&G) monitors
the governance arrangements of NatWest Group plc and
its subsidiaries and approves appointments to the Boards of
principal and material regulated subsidiaries, as described in
the N&G report on page 105.
Date of appointment
1 May 2018
Ian’s extensive financial services career
provides him with significant experience
in commercial and investment banking,
with particular focus on customer and
risk management. This knowledge
combined with Ian’s understanding of
financial infrastructures, strategy and
transformation provides invaluable
input into Board discussions.
Ian spent 30 years with Citibank/
Citigroup where he held a number of
senior positions, including UK Country
Head (CCO), head of European training
and co-head of the Global Financial
Institutions Business.
Ian was also chief executive of
AIG’s insurance, financial services
and asset management business in
Europe between 2000 and 2002 and
served on the board of Luxembourg-
based bond clearing house CEDEL.
Ian has previously held non-executive
positions with Just Group plc, Phoenix
Group Holdings plc, Hastings Group
Holdings plc, Bloomsbury Publishing
plc and Broadstone Acquisition
Corporation Inc.
Date of appointment
1 May 2018
Francesca brings a wealth of banking
and private equity experience to the
Board gained through an extensive
executive career. Francesca’s
experience provides considerable
knowledge in important areas such
as customer experience, risk and
stakeholder management.
Francesca started at Chase Manhattan
Bank and went on to hold a number
of senior roles within UBS Investment
Bank including Global Head of Private
Equity; Head of Strategy and
Development; Global Loan Portfolio
Manager and Chair of the UBSIB
Development Board.
Francesca is currently the Senior
Independent Director of HarbourVest
Global Private Equity Limited, a
non-executive director of Capvis
Private Equity and previously served on
the Board of Coutts & Co (2012-2021),
a NatWest Group subsidiary.
Date of appointment
1 September 2023
Mark has extensive retail banking and
financial services expertise, alongside
substantial experience at board and
committee level. With 12 years’
experience on the Board of Nationwide
as CFO, Mark brings a blend of
technical knowledge and a deep
understanding of the financial
services sector.
Mark is a chartered accountant
with over 30 years’ experience in
financial services. He began his career
at Price Waterhouse (now PwC), where
he spent twelve years as a partner
specialising in financial services.
He was CFO of Nationwide Building
Society from 2007 to 2019. From 2020
to 2023 Mark was an independent
non-executive director of TSB and
Audit Committee Chair.
Mark is currently a non-executive
director of Royal London and
Homes England.
Senior Independent Director and double
independent non-executive director
Double independent
non-executive director
Double independent
non-executive director
Ian Cormack
NWH Sub Group
Francesca Barnes
NWH Sub Group
Mark Rennison
NWH Sub Group
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2023 Annual Report and Accounts
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Principal areas of Board focus in 2023
Corporate governance continued
Regular reports
Group CEO reports
Group CFO reports
Board committee and NatWest
Markets plc Chair reports
Business reviews
Risk management reports
Board business insights pack
Financial crime reports
Legal and regulatory updates
Colleague advisory panel reports
Consumer Duty updates
Key approvals
February: 2022 Annual Report and
Accounts; ESG disclosure report;
Climate-related disclosures report
(including the initial iteration of the
Climate Transition Plan) and
associated documents; 2023
budget; Internal and external
capital distributions
March: Recalibration of key risk
appetite limits
April: Q1 financial results and
ILAAP submission
June: ICAAP results;
2022 Modern Slavery &
Human Trafficking Statement
July: H1 financial results and
internal and external capital
distributions; CEO appointment
September: Resolvability
self-assessment;
Chair appointment
October: Q3 financial results
December: EWRMF annual
review and risk appetite refresh
Independent reviews
Following the events of the summer of 2023 in relation to customer exit decision-making and the change in Group CEO, the Board dedicated much time in the second
half of the year to considering the immediate and longer-term impacts. This included reviewing the three reports prepared by the independent party, Travers Smith LLP,
as well as considering the impact the events had on the wider workforce.
December
Considered the draft 2024 budget, including progress made against
climate ambitions and the macro-economic impact on customer
behaviour and deposits
Considered the culture measurement report
Approved the Board skills matrix
October
Received a progress update on the implementation of the new Digital X strategy
Post-implementation review of recent acquisitions and consideration of
future opportunities
Considered an update on the Retail Bank’s short-term borrowing strategy
including the approach to embedded finance
Considered the September Our View results
Reviewed the 2024 Annual Scenario for use in the Budget, Economic and
Stress Tests
September
Discussed sustainable transitions, NatWest Group’s strategy
and opportunities available to the bank in this area
A session was held for potential successors to ExCo to
meet the Board
Assessed the Group’s capabilities and preparations
to support resolution
July
Reviewed the latest culture measurement report and One Bank Transformation
H1 review
Considered the impact of potential future M&A activity on the capital
distribution strategy
Received the PRA’s Periodic Summary Meeting letter and discussed the response
Discussed with management the nature and biodiversity strategy ambitions
February
Received the FCA’s firm evaluation letter and discussed the response
Considered Board succession plans
April
Directors attended a virtual shareholder event and the Annual
General Meeting
Deep dive sessions held with members of management on Digital X
and Commercial & Institutional businesses
Received a detailed update on personalisation of customer life cycles
Appointed our Consumer Duty Board Champion
June
Considered the progress of standing up the Commercial & Institutional
business one year on
Reviewed the April Our View (colleague opinion survey) results
Strategy session focused on the competitive landscape
and the impact new technologies might have on banking
and customer behaviour in the future, including digital currencies
Discussed top and emerging threats with management
May
At an ad hoc meeting the Board approved participation in the directed buy-back
of shares from HM Treasury
March
Reviewed management’s strategy for NatWest Digital X
(previously the Services function)
Approved the Year 2 Operational Resilience Self Assessment
Received an update on the cost of living and how the bank was supporting
customers and colleagues and considered the impact on customer behaviour,
particularly in relation to deposit levels
Received an update on customer complaints
Considered the external market conditions and potential impacts for NatWest
Group in light of liquidity challenges experienced by peers
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2023 Annual Report and Accounts
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Board spotlights
Rick Haythornthwaite’s induction
Full details of the process to appoint Rick as NatWest Group Chair successor can be
found in the Group Nominations and Governance report on page 108.
After we announced Rick’s appointment in September 2023, the Group Chief
Governance Officer and Company Secretary worked closely with him to devise
a comprehensive induction programme.
The programme was tailored to Rick’s requirements. It included specific areas
of focus Rick had identified during the recruitment process, and it was flexible in
order to respond to areas of focus which emerged as the programme progressed.
This included supporting preparations ahead of Rick’s regulatory interview for the
Chair role with the PRA and FCA.
Rick’s induction programme prioritised early engagement with key internal and
external stakeholders, including current Chairman, Howard Davies, the Group
CEO, Group CFO, non-executive directors, members of the executive
management team, our auditors and legal advisers.
As well as providing opportunities for Rick to meet and get to know his NatWest
colleagues and key external contacts, the induction programme was designed to
ensure a comprehensive overview of NatWest Group’s structure and business
operations, its strategic priorities and current challenges.
During the Chair search process Rick had acknowledged that, whilst he
possessed strong financial services experience (for example, through his time as
Mastercard Chair), he would benefit from some additional upskilling on banking.
Arrangements were made for this to be addressed at an early stage during Rick’s
induction, with a focus on the broader picture relevant to a universal bank and
recognising Rick’s existing background in key areas including payments,
technology and innovation.
After Rick joined the Board in January 2024, attention turned towards planning for
an orderly handover of the Chair role. In preparation for taking on the role and
responsibilities of Chair, Rick joined the Group Nominations and Governance
Committee as a member, and will join other Board committee meetings as
an attendee.
Enhancing directors’ skills and knowledge
Directors’ training and development is co-ordinated by the Chief Governance
Officer and Company Secretary. Directors have access to a wide range of
briefing and training sessions and other professional development opportunities.
Internal training relevant to the business of NatWest Group is also provided
and during 2023 the Board undertook a comprehensive programme of training
sessions on a variety of topics. Some of these were determined at the start
of the year and others arranged in response to events or Board discussions.
Training was delivered by both members of management and external parties.
Topics covered included financial crime; recovery and resolution planning; digital
assets; nature and biodiversity (delivered by the World Wide Fund for Nature);
legal privilege; Consumer Duty (delivered by Oxera); capital management
and deposits. The training sessions enabled the directors to deepen their
understanding of these topics and informed their decision-making.
The Board also held a focus session to assess top and emerging threats.
Discussions covered the current and potential geo-political landscape, macro-
economic and regulatory trends and the impact of emerging technologies on
the risk environment.
A number of directors also accepted an invitation to the full Board to join meetings
of the Group Sustainable Banking Committee which covered areas of broader
interest, including artifical intelligence.
Directors undertake the training they consider necessary to assist them in
carrying out their duties and responsibilities.
The non-executive directors discuss their training and professional development
with the Chairman at least annually.
Corporate governance continued
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2023 Annual Report and Accounts
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Corporate governance continued
How the Board operated
Board and committee meetings
There were eight scheduled Board meetings during 2023.
As well as scheduled meetings, additional ad hoc meetings
of the Board and some of its committees were held
throughout the year to receive updates and deal with
time-critical matters. There were 11 additional Board
meetings held in 2023 compared to three additional
meetings held in 2022.
There was also one strategy session with executive
management in 2023.
When directors are unable to attend meetings convened at
short notice, owing to existing commitments, they receive
the papers and have the opportunity to provide their
feedback in advance.
In accordance with the Code, the Chairman and the
non-executive directors met at least once without executive
directors present.
At each scheduled Board meeting the directors received
reports from the Chairman, Board committee Chairs, Group
CEO, Group CFO, Group Chief Risk Officer (Group CRO)
and other members of the executive management team, as
appropriate. Business reviews from the CEOs of our Retail
Banking, Wealth and Commercial & Institutional businesses
included updates on progress against strategy and
spotlights on current topics including the cost of living,
personalisation of services, business strategies and
deposit plans.
In addition to our business CEOs, a number of other senior
executives attended Board meetings throughout the year to
present reports to the Board. This provided the Board with
an opportunity to engage directly with management on
key issues and supported succession planning.
The Board also welcomed external presenters and advisers
to Board meetings, who provided useful insights and
perspectives. The Board and Group Executive Committee
(ExCo) operating rhythm continues to support a proactive
and transparent agenda planning and paper preparation
process. This process includes the following elements:
A pre-Board meeting with the Chairman, Group CEO,
Group CFO and Chief Governance Officer and Company
Secretary to ensure the Board and executive
management are aligned on Board agendas.
A post-Board meeting with the Chairman, Group CEO
and Chief Governance Officer and Company Secretary
to discuss what went well or could be improved after
each meeting.
A look ahead paper at each ExCo and Board meeting
setting out key items that will be discussed at the
next meeting.
An overview of the Board’s principal areas of focus during
2023, is set out on page 95.
Board and committee membership and meeting attendance in 2023
Board
Group Audit Committee
(GAC)
Group Board Risk
Committee (BRC)
Group Nominations and
Governance Committee
(N&G)
Group Performance and
Remuneration
Committee (RemCo)
Group Sustainable
Banking Committee
(SBC)
Technology and
Innovation Committee
(TIC)
Director
Scheduled
Ad hoc
Scheduled
Ad hoc
Scheduled
Ad hoc
Scheduled
Ad hoc
Scheduled
Ad hoc
Scheduled
Ad hoc
Scheduled
Ad hoc
Howard Davies
(1)
8/8
8/8
4/4
3/3
Alison Rose
(2) (8)
4/4
Paul Thwaite
(2) (9)
4/4
6/6
Katie Murray
(2)
8/8
6/6
Frank Dangeard
(3)
8/8
10/11
5/5
7/8
1/1
Stuart Lewis
(4) (12)
6/6
10/10
4/4
6/6
2/2
4/4
Roisin Donnelly
(3) (5)
7/8
10/11
5/5
Patrick Flynn
(3)
8/8
9/11
5/5
8/8
4/4
6/7
1/1
Mike Rogers
(6)
2/2
1/1
2/2
1/1
1/1
Yasmin Jetha
(3) (7)
8/8
10/11
5/5
1/1
Morten Friis
(10)
5/5
5/5
3/3
5/5
2/2
3/3
Mark Seligman
8/8
11/11
5/5
4/4
7/7
5/5
8/8
Lena Wilson
(11)
8/8
11/11
7/8
4/4
7/7
5/5
8/8
3/5
(1)
Howard Davies was not invited to attend meetings related to recruitment
of the next NatWest Group Chair.
(2)
Executive directors were not eligible to attend meetings to discuss their
own remuneration or the change in Group CEO.
(3)
On occasion directors were unable to attend ad hoc meetings which were
convened at short notice owing to existing commitments.
(4)
Mr Lewis joined the Board with effect from 1 April, becoming a member
of both GAC and BRC on that date also.
(5)
Ms Donnelly was unable to attend a scheduled meeting of the Board owing
to a prior commitment.
(6)
Mr Rogers stepped down from the Board and the role of SBC Chair
with effect from 25 April.
(7)
Ms Jetha assumed the role of SBC Chair with effect from 26 April.
(8)
Ms Rose stepped down from the role of Group CEO with effect from 25 July.
(9)
Mr Thwaite joined the Board and assumed the role of Group CEO with effect
from 25 July.
(10) Mr Friis stepped down from the Board and the role of BRC Chair with effect
from 31 July.
(11) Ms WIilson was unable to attend one scheduled meeting of the SBC owing to a
prior commitment and one meeting of each of the SBC and BRC owing to illness.
(12) Mr Lewis assumed the role of BRC Chair from 1 August, at which point he
became a member of N&G.
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Corporate governance continued
Information
All directors receive accurate, timely
and clear information on all relevant
matters and have access to the
advice and services of the Chief
Governance Officer and Company
Secretary. In addition, all directors
are able, if necessary, to obtain
independent professional advice
at the company’s expense.
Our Board and committee paper
template includes a separate section
for an assessment of the relevant
stakeholder impacts for the directors
to consider. This aligns with the
directors’ duties under section 172(1)
of the Companies Act 2006 and
further details of how the directors
have complied with their section
172(1) duties can be found on pages
24 to 25 of the Strategic report.
Induction
Each new director receives a formal induction on joining the Board, which is co-ordinated by the Chief Governance
Officer and Company Secretary and tailored to suit the requirements of the individual concerned.
This includes visits to NatWest Group’s major businesses and functions, and meetings with directors and senior
management. Meetings with external auditors, counsel and stakeholders are also arranged as appropriate. All new
non-executive directors receive a copy of the NatWest Group non-executive director handbook. The handbook
operates as a consolidated governance support manual for directors of NatWest Group plc and the NWH Sub
Group, providing both new and current directors with a single source of information relevant to their role. It covers
a range of topics including NatWest Group’s corporate structure; the Board and Board committee operating model;
Board policies and processes; and a range of technical guidance on relevant matters including directors’ duties,
conflicts of interest, and the UK Senior Managers and Certification Regime. The handbook contains links to a wider
library of reference materials via our online resources portal.
Further information about Rick Haythornthwaite’s induction can be found on page 96.
Further information about Stuart Lewis’s induction as BRC Chair can be found on page 116.
Conflicts of interest
The directors’ conflicts of interest policy sets out procedures to
ensure that the Board’s management of conflicts of interest and
its powers for authorising certain conflicts are operating effectively.
Each director is required to notify the Board of any actual or
potential situational or transactional conflict of interest and
to update the Board with any changes to the facts and
circumstances surrounding such conflicts.
Situational conflicts can be authorised by the Board in
accordance with the Companies Act 2006 and the company’s
Articles of Association.
The Board considers each request for authorisation on a
case-by-case basis and has the power to impose conditions or
limitations on any authorisation granted as part of the process.
Appointments authorised in 2023 are detailed on page 103.
Details of all directors’ conflicts of interest are recorded in a
register which is maintained by the Chief Governance Officer
and Company Secretary and reviewed annually by the Board.
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Corporate governance continued
Board oversight of our strategic framework
Throughout 2023 NatWest Group continued to focus on serving
customers every day.
The effective use of data and technology is recognised as being an important means to
achieve this and to ensure the bank is simple to deal with. Data and metrics on customer
behaviour played a key role in informing the Board’s discussions throughout the year
including in relation to the bank’s deposit strategy. In June the Board held a two day
strategy session focused on the evolving competitive landscape, with a particular focus
on digitisation, machine learning and artificial intelligence and the impact the emergence
of these technologies could have on the financial services sector. The directors discussed
future challenges and opportunities with members of management and external stakeholders.
Consideration was given to potential new entrants to the financial services sector and the
possible regulatory response to significant changes driven by technological enhancements.
Our focus on serving customers has been complemented by the FCA’s Consumer Duty
requirements, which became effective in 2023. The Board received regular updates
throughout the year on this important strategic programme.
The ways in which we best serve customers, and so deliver sustainable value for shareholders,
continued to be a focus for management throughout the year and updates were provided to
the Group Sustainable Banking Committee and the Board as the approach evolved.
Further information on our strategic framework can be found in the Strategic report on page 9.
NatWest Group’s ambition to serve customers well every day continued to be
underpinned by our values. Our values are central to how we work together to
deliver our strategy.
The Board received regular updates on how these values are embedding within
the organisation through Our View colleague opinion survey results and culture
measurement reports. Colleague sentiment towards the values was also observed
via Colleague Advisory Panel meetings, which are chaired by Roisin Donnelly who
reports on each meeting to the Board.
Further information on the Board’s oversight of culture and our values can be found
on page 100.
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Corporate governance continued
The Board assesses and monitors NatWest Group’s culture
in several ways, as described below.
NatWest Group plc – Board responsibilities in relation to culture
Leads the development of NatWest Group’s culture, values and standards
Assesses and monitors culture
Reviews and approves NatWest Group’s values
Board reporting on culture
What did the
Board receive?
Key areas of focus and outcomes
Colleague
Advisory
Panel reports
Feedback on discussions from Colleague Advisory Panel (CAP) meetings
held in May and November. Topics included executive remuneration and
the wider workforce, environmental, social and governance topics,
Consumer Duty and human rights.
Our View
colleague
survey results
Insights from the colleague opinion surveys conducted in April and
September. Colleagues responded to questions across the whole colleague
experience including wellbeing, building capability and leadership. The key
areas identified for focus related to leadership and ensuring consistency
across NatWest Group.
Culture
measurement
reports
Board culture measurement reports were considered in July and December.
See opposite for further information on the framework, including the
measures used and considered by the Board and how it monitored and
assessed culture, including embedding, during 2023.
One Bank
Culture updates
In October, SBC considered an update on progress of the One Bank
Culture Plan, noting our One Bank Culture Journey to date and plans to
grow leadership capability, scale and build confidence in experimentation and
sharpen our focus through the transformation of performance management.
Evaluating
ethics in
NatWest Group
SBC considered how business ethics is monitored and reported through the
NatWest Group Culture Measurement Framework.
Board business
insights packs
Metrics to demonstrate how NatWest Group is delivering for colleagues
(including building capability, diversity and inclusion, and learning).
Succession
planning
During discussions of management’s succession planning and talent strategy,
directors considered how colleagues’ development is supported and a culture
of learning promoted across the organisation. Later in the year, the Board
had an opportunity to discuss these development opportunities with potential
executive successors who shared their thoughts on how the learnings gained
were being embedded within their teams.
NatWest Group Culture Measurement Framework
The NatWest Group framework for measuring culture:
Provides insight into the bank’s culture, helping senior leaders and the Board assess
NatWest Group’s progress in reshaping its culture and delivering on its purpose.
Brings together guidance and best practice from regulators, public bodies and
thought leaders.
Uses internal and external sources – sentiment, KPIs, quantitative and qualitative insight
from Risk, Audit, Conduct, People, Customer, suppliers, climate and external public scrutiny.
An assessment of over 100
quantitative and qualitative measures
from across NatWest
Group and external sources:
Public scrutiny measures.
Customer data.
Colleague listening.
Colleague engagement.
Risk culture.
Audit & Behavioural Risk.
Ethics, behaviour and Speak Up.
Supplier Charter and environmental footprint.
The Culture Measurement Framework helps the Board execute their duty as outlined
in Principle B, Principle E and Provision 2 of the UK Corporate Governance Code: “The
Board should assess and monitor culture. Where it is not satisfied that policy, practices
or behaviour throughout the business are aligned with the company’s purpose, values
and strategy, it should seek assurance that management has taken corrective action”.
Progress on NatWest Group’s culture journey is reported six-monthly to ExCo, SBC and
the Board as well as separate reports for each legal entity (which are reviewed with each
legal entity board).
Outcomes and insights from the assessment, monitoring and embedding of culture
In July:
Directors noted positive trends since
January, with material improvements in
the lead indicators of up to c.3% recorded.
Consideration was given to how the
change in Group CEO would impact
future results.
Improvements in diversity, equity and
inclusion metrics were welcomed, along
with the improved NPS in Retail Banking.
In December:
Positive trends continued in the second
half of the year, with resilient Our View
scores in respect of culture.
The impact of the events surrounding the
change in Group CEO on colleague and
customer sentiment were noted.
Progress was noted in respect of the
implementation of Consumer Duty, and
the ongoing work to embed the principles
across the bank.
Further information on the SBC’s focus on people, culture and learning during 2023
can be found on page 124.
Culture
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Corporate governance continued
The Board reviews and confirms its key stakeholder groups for the purposes of section 172 annually.
Customers
The Board received regular
updates from the Group CEO
and business CEOs on customer
engagement activity and
sentiment, including Competition
and Markets Authority (CMA)
survey results and Net Promoter
Scores (NPS). There was a
particular focus on the impacts of
the cost of living challenges and
how the bank could best support
retail and commercial customers
in this respect. The Board
considered metrics and trend
data on customer behaviour,
particularly in relation to deposits,
throughout the year via
management reports.
In April 2023, Board members
had the opportunity to meet with
a selection of Scotland-based
Commercial & Institutional
customers. Discussions focused
on how the bank can support
customers in achieving their
sustainability targets, the current
macro-economic environment
and the opportunities and
challenges this was presenting.
How the Board engaged with stakeholders
In February 2023, the Board agreed its annual objectives and confirmed its key stakeholder
groups would remain investors, customers, colleagues, regulators, communities and suppliers.
The Board’s agenda and engagement plans were structured to enhance the Board’s
understanding of stakeholders’ views and interests. This in turn has informed Board
discussions and decision-making. The Chairman also provided regular updates to the
Board on meetings with regulators, investors, financial institutions, advisers, and government
representatives. Our section 172 statement on pages 24 to 25 describes how stakeholder
interests were considered in Board discussions and decision-making, including principal
decisions. In addition to those examples, the Board engaged with stakeholder views and
interests in a variety of other ways, both directly and indirectly as described below.
Investors
There was a high level of
engagement with institutional
investors throughout the year.
This included in relation to
key decisions such as the
appointment of Rick
Haythornthwaite as our next
Chair, and following the change
in Group CEO. Directors had
the opportunity to engage with
private shareholders at two
virtual shareholder events and
the Annual General Meeting.
Regular updates were provided
to the Board on investor activity
and share price performance.
The Chair of the Group
Performance and Remuneration
Committee and senior members
of management met with
institutional shareholders, UK
Government Investments, proxy
advisers and the UK regulators
in late 2023 and early 2024
to discuss our approach to
remuneration for the year and
updated the Board on those
discussions. Further details of
remuneration engagement
can be found in the Directors’
remuneration report on page 127.
Regulators
Representatives of both the
FCA and PRA attended Board
meetings to present their firm
evaluation letter and outcome
of the Periodic Summary
Meeting respectively.
The Board reviewed and
approved key regulatory
submissions, such as the Internal
Liquidity Assessment Process
(ILAAP) and Internal Capital
Adequacy Assessment
Process (ICAAP).
Non-executive directors engaged
regularly with regulators through
continuous assessment and
proactive engagement meetings.
Regulatory interviews were
attended by directors undertaking
new Senior Management
Functions, including Stuart Lewis
and Rick Haythornthwaite.
There was also significant
bilateral engagement with the
PRA and FCA in relation to the
change in Group CEO and new
Chair appointment.
Communities
As part of its annual training
programme, the Board engaged
World Wide Fund for Nature to
provide a dedicated session on
nature and biodiversity.
Consideration was given to
the regulatory landscape and the
financial risks associated with the
loss of nature and biodiversity.
Directors also discussed
the initiatives and frameworks
which financial institutions use
to incorporate nature and
biodiversity, the use of
science based targets and
the competitive landscape.
Suppliers
As well as receiving regular
updates from management
on key supplier and partnership
relationships, the Board also met
with representatives of suppliers
during the year.
During these discussions
directors were able to build
their knowledge of suppliers’
experiences with NatWest Group
and how both sides could work
together to support each other’s
sustainability efforts.
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Corporate governance continued
Our Colleague Advisory Panel
With regards to Provision 5 of the Code, we have adopted
a formal workforce advisory panel as our chosen method
of engagement with the workforce.
NatWest Group’s Colleague Advisory Panel (CAP) was
set up in 2018 to help promote the colleague voice in
the boardroom.
Through the CAP, colleagues can engage directly with
the Board on topics which are important to them, thereby
strengthening the voice of colleagues in the Boardroom.
In the context of the CAP, ‘colleagues’ means all permanent
employees and members of the wider workforce e.g.
temporary employees and agency workers. The CAP is
made up of 28 colleagues who are self-nominated and are
representative of the bank’s population e.g., business area,
level, location, working pattern and employee-led networks.
In April 2023 Roisin Donnelly succeeded Mike Rogers as
CAP Chair when Mike Rogers stepped down as a director.
The CAP met with representatives from the Board twice in
2023, in May and November. Panel members and directors
shared views on executive remuneration and the wider
workforce, environmental, social and governance topics,
Consumer Duty and human rights. The CAP Chair reported
to the Board on those discussions in June and December
and followed up with Panel members post-Board, ensuring
a continuous feedback loop.
The CAP continues to be highly regarded by those who
attend and has proven to be an effective way of establishing
two-way dialogue between colleagues and Board members.
The effectiveness of Board stakeholder engagement
mechanisms is considered periodically as part of the Board
evaluation process.
Further information on NatWest Group’s approach to investing
in and rewarding its workforce can be found on pages 36 to 37
of the Strategic report.
Further information on how CAP members and directors
engaged on remuneration matters can be found in the
Directors’ remuneration report on page 127.
How the Board engaged with colleagues
Our multi-channel colleague listening approach
Colleague surveys
and behavioural audits
The Board and Group
Sustainable Banking
Committee receive the results
of the Our View colleague
surveys which provide insight
at all levels and aspects of
colleague experience.
Another valuable Board-level
source is Behavioural Audit
reports from Internal Audit
covering sub-culture findings.
Colleague
Advisory Panel
Provides a means by which
the ‘colleague voice’ can be
strengthened and promoted
within the Boardroom.
Board members engage
directly with colleagues on
strategic topics. A key outputs
report supports discussion
at the next scheduled
Board meeting.
Board and committee
paper templates
Colleagues is one of a number
of stakeholder groups included
within our governance
paper templates.
Our reporting guidance
encourages paper authors
and sponsors to consider
colleague views or impact
when presenting reports to
our Board and its committees.
Board talent sessions
and other direct
engagement
At Board talent sessions,
directors meet with potential
executive-level successors
and explore strategic issues
with them.
Other examples of direct
engagement include Board
committee visits to Risk and
Audit teams and internal
guest presenters at Board
and committee meetings.
Management reporting and activities
Board-level reporting from the Group CEO and the executive
management team includes insights on colleague engagement,
wellbeing and development.
A number of listening and reporting tools help in promoting the colleague voice in the boardroom. This multi-channel
approach aims to provide representation from across the bank and guards against the risks of relying on a single
source to gather views.
The Board continued to engage with colleagues through our multi-channel colleague
listening approach, as described below.
Board &
Colleague
Engagement
activities
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External appointments and
time commitment
Corporate governance continued
Non-executive directors are expected to allocate sufficient time to the company to
discharge their responsibilities effectively, and will devote such time as is necessary to
fulfil their role.
The Code emphasises the importance of ensuring directors have sufficient time to meet
their board responsibilities.
During 2023 the Board approved the appointment of Alison Rose as Co-Chair of the
UK Government’s Energy Efficiency Taskforce (February), as a director of Sustainable
Markets Limited (March) and as a member of the Prime Minister’s Business Council
for 2023 (July). Ms Rose stepped down from all external appointments linked to her
NatWest role after she stepped down as Group CEO.
There were no other approvals regarding external appointments for existing directors
during 2023.
Rick Haythornthwaite’s external roles and overall time commitment were carefully
considered by the Board before his appointment was approved. Further information
on the Chair search process can be found on page 108.
Prior to appointment, significant commitments require to be disclosed with an
indication of the time involved. After appointment, external appointments require
prior Board approval, with the reasons for permitting significant appointments
explained in the Annual Report and Accounts. Board papers relating to proposed
additional external appointments of directors include details of the individual’s full
portfolio for review and consideration. They also include a reminder of applicable
Code and Capital Requirements Directive provisions, and relevant proxy adviser
and investor guidance.
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Corporate governance continued
Composition, succession and evaluation
Election and re-election of directors
In accordance with the provisions of the Code, all directors
will stand for election or re-election by shareholders at the
company’s AGM, with the exception of Howard Davies who
will step down on 15 April 2024. In accordance with the UK
Listing Rules, the election or re-election of independent
directors also requires approval by a majority of
independent shareholders.
Evaluation
In accordance with the Code, an evaluation of the
performance of the Board, its committees, the Chairman
and individual directors usually takes place annually.
The evaluation is externally facilitated every three
years, with internal evaluations in the intervening years.
2022 evaluation update
An internal evaluation was conducted in 2022 by the Chief
Governance Officer and Company Secretary, following the
externally facilitated evaluation led by Independent Board
Evaluation in 2021.
In December 2023 the Board reviewed the progress
achieved against the actions agreed following the 2022
evaluation of the effectiveness of the Board and its
committees. It was agreed that all actions had been
successfully completed, with improvements including
a refreshed format for the strategy session, enhanced
focus of Board meetings and increased opportunities
for engagement with the executive talent pipeline.
Deferral of 2023 evaluation
In September 2023, N&G agreed that it would be
appropriate to defer the internal evaluation of Board
and committee effectiveness due in Q4 2023 until 2024,
given the July 2023 change in Group CEO and upcoming
Chair succession. The Board confirmed its support for this
approach. The next Board and committee evaluation will be
conducted in 2024 by an external facilitator, in accordance
with the Code requirement for an externally facilitated
process every three years.
Year-end reviews of the Chairman and non-executive
directors’ performance were undertaken in Q4 2023,
in line with our normal evaluation timetable.
Composition
The Board is structured to ensure that the directors provide
NatWest Group plc with the appropriate combination of skills,
experience, knowledge and diversity, as well as independence.
In December 2023 the Group Nominations and Governance
Committee (N&G) reviewed, and the Board approved, an
updated version of our Board skills matrix, a summary
view of which is set out on page 90. The Board skills
matrix reflects directors’ self-assessment of the skills
and experience they bring to Board discussions, in line
with pre-determined criteria aligned to current and future
strategic priorities. The Board skills matrix is used to support
Board succession planning, as described in more detail in
the N&G report on page 105.
Board committees also comprise directors with a variety
of skills and experience so that no undue reliance is placed
on any one individual and several changes were made
to Board Committee composition in 2023. Full details of
changes effected during 2023 and scheduled for 2024
are set out on page 89.
The Board operates a Boardroom inclusion policy which
reflects NatWest Group’s values, its inclusion guidelines
and relevant legal or voluntary code requirements. Our
Boardroom inclusion policy aims to promote diversity
and inclusion in the composition of the Boards and Board
committees of NatWest Group plc, NWH Ltd, NWB Plc and
RBS plc and in the nominations and appointments process.
A copy of the policy is available at natwestgroup.com and
details of our progress against its objectives are set out in
our UK Listing Rules disclosures on page 107 and in more
detail in the N&G report on page 105.
Succession
As set out in its terms of reference the Board is responsible
for ensuring adequate succession planning for the Board
and senior management, so as to maintain an appropriate
balance of skills and experience within NatWest Group
and on the Board.
Board succession planning
Board succession planning has been an important area of
focus in 2023. N&G supports the Board on Board succession
planning, including making recommendations to the Board
on Board appointments and Board committee membership.
Further information on the search process leading to the
appointment of Geeta Gopalan as a non-executive director and
Mark Rennison as a NWH Ltd director and DINED can be found
on page 105.
Further information on the appointment of Rick
Haythornthwaite as Chair of NatWest Group plc is set out on
page 108.
In March 2023 (following review and recommendation by
N&G), the Board approved succession plans for the roles of
Senior Independent Director and Board committee Chairs,
covering orderly transition plans for the short and medium
term, and contingency arrangements which could be
implemented in case of an emergency. These succession
plans are reviewed by N&G and approved by the Board
at least once a year.
Further information on the role of N&G and its activities during
2023 in relation to succession planning can be found in the N&G
report on page 105.
Executive succession planning
In February 2023 the Board, supported by N&G, had
conducted a scheduled review of contingency CEO
succession arrangements. These were subsequently
invoked in July 2023 following the departure of Alison Rose.
In June 2023 the Board received an update on executive
talent and succession planning which enabled directors to
monitor the internal talent pipeline and provide feedback.
This update included analysis of the diversity of the talent
pool, with a view towards continuing to improve diversity
over the longer term. Directors noted the focus on building
bench strength and succession planning in the top levels
of management, and that good progress had been achieved
in building specialist skills within the CEO-1 and CEO-2
population via external hires and developing internal talent.
In September 2023 the Board held a talent engagement
session with potential ExCo successors. This session helped
our non-executive directors gain insights into the breadth
of the talent pool, getting to know the individuals through
a focused discussion of key strategic topics.
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Report of the Group
Nominations and
Governance Committee
Letter from Howard Davies,
Chairman of the Group Nominations and
Governance Committee
Dear Shareholder,
As Chairman of the Board and Chairman of the Group
Nominations and Governance Committee, I am pleased to
present the report on the committee’s activity during 2023.
Roles and responsibilities
The committee is responsible for reviewing the structure,
size and composition of the Board, and membership and
chairmanship of Board committees and recommends
appointments to the Board. In addition, the committee
monitors NatWest Group’s governance arrangements to
ensure that best corporate governance standards and
practices are upheld and considers developments relating
to banking reform and analogous issues affecting NatWest
Group. The committee makes recommendations to the
Board in respect of any consequential amendments to
NatWest Group’s operating model.
More detail on the remit of the committee can be found
in its terms of reference which are reviewed annually
and approved by the Board and are available at
natwestgroup.com.
Membership and meetings
Throughout the majority of 2023, the
committee comprised the Chairman of the
Board and four independent non-executive
directors. Members’ details and their skills
and experience are set out on pages 84 to 87.
Stuart Lewis joined the committee on 1 August
2023 after Morten Friis stood down from the
Board on 31 July 2023.
Graham Beale observed meetings of the
committee in his capacity as Senior Independent
Director of NWH Ltd and member of the NWH
Ltd Nominations Committee until he stood
down from the board of NWH Ltd on
31 August 2023. Ian Cormack has observed
meetings as Senior Independent Director of
NWH Ltd since then.
The committee holds a minimum of four
meetings per year and meets on an ad hoc
basis as required. In 2023, there were four
scheduled meetings and seven ad hoc meetings.
Individual attendance by directors at these
meetings is shown in the table on page 97.
Corporate governance continued
Composition
The committee supports the Chairman in keeping the
composition of the Board and its committees under regular
review. The committee reviews and recommends to the
Board a skills matrix which is used to map the skills and
experience of individual directors and ensure that the
Board’s collective skill-set remains appropriately balanced
and aligned to current and future strategic priorities.
The matrix is also used to identify any gaps and
opportunities to enhance the collective balance of
skills through additional recruitment to the Board.
Recruitment
The committee was responsible for overseeing a
significant amount of board recruitment activity
throughout 2023 including a Chair succession
process, full details of which are set out on page
108. In accordance with Code Provision 17, the
Chairman recused himself from this process
and the Senior Independent Director chaired
meetings of the committee dealing with
this appointment.
Throughout 2023 and into 2024 the committee
also led a CEO search process on behalf of the
Board, full details of which are set out on page
109. From 8 January 2024, the Chair Designate
chaired meetings of the committee dealing with
this appointment.
Following the committee’s review of the skills
matrix and noting the tenure of a number
of non-executive directors, the committee
supported implementation of the Board’s
succession plans by overseeing the search for
a new independent non-executive director to the
Board and a new DINED to the board of NWH
Ltd during 2023, as further described below.
Non-executive director search processes
A subset of the committee’s membership selected Korn
Ferry to support comprehensive searches with diversity
and inclusion considerations at the forefront of the search
criteria. The committee held several discussions on potential
Succession
planning
Recruitment
of Chair &
NEDs
Review of
Board &
committee
compositions
Governance
framework
Subsidiary
governance
Diversity &
inclusion
Principal
areas of
focus
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Corporate governance continued
candidates, assessing the credentials of each candidate
against the qualities and capabilities set out in the role
specifications agreed by the committee. Following a rigorous
process, the committee recommended Geeta Gopalan to
the Board for appointment as a non-executive director and
Mark Rennison to the board of NWH Ltd for appointment
as a DINED.
Succession planning
At the start of 2023, the committee led a routine review
of contingency as well as longer term succession plans for
board positions including SID, CEO & committee chairs and
updated succession plans were approved by the committee
in February 2023.
The committee also conducted a number of term reviews
in 2023. In accordance with the board appointment policy,
non-executive directors are appointed for an initial three-
year term, subject to annual re-election at the AGM.
Following assessment by the committee, they may then
be appointed for a further three-year term. Non-executive
directors may continue to serve beyond six years, subject
to a maximum tenure of nine years. The tenures of current
Board directors is set out on page 90. The committee
reviewed the contribution of three serving Board members
under the board appointment policy during 2023 and
approved their continued tenure, subject to annual
re-election at the AGM.
Subsidiary governance
The committee has also continued to oversee work
aimed at further enhancing NatWest Group’s subsidiary
governance framework. A number of NatWest Group’s
material regulated subsidiaries made appointments to their
boards during 2023, which the committee has approved in
accordance with its Terms of Reference. Korn Ferry, MWM
Consulting and Green Park have all been engaged during
the year to support NatWest Group’s subsidiary board
search activity. The firms are members of the retained
executive search panel of suppliers (managed by NatWest
Executive Search). Korn Ferry also provides leadership
advisory and senior executive search and assessment
services to the People & Transformation function within
NatWest Group.
In June 2023, the committee approved the appointment
of Grant Thornton UK LLP to undertake an independent
review of the effectiveness of the boards of NWM, RBSI
and Coutts & Co with a view to deepening insights into
the operation of the legal entity boards and to identify
any actions which could be taken to strengthen subsidiary
governance and the legal entity framework. The committee
has considered the key themes and findings in the report
prepared by Grant Thornton UK LLP and during 2024
will track actions arising from the independent reviews.
Governance Framework
The committee also continued to monitor NatWest Group’s
governance arrangements with reference to best practices
in corporate governance (having regard to relevant legislation,
guidelines, industry practice and developments affecting
NatWest Group in the markets where it operates).
During 2023 the committee considered a number of external
policy developments and the impacts on NatWest Group’s
corporate governance framework, including Consumer Duty
and the appointment of a Consumer Duty champion from
the Board and the new Listing Rules disclosure requirements
on Board and executive management diversity.
Boardroom inclusion policy
As noted on page 104, the Board operates a Boardroom
inclusion policy which reflects NatWest Group’s values, its
inclusion principles and relevant legal or voluntary code
requirements. The policy currently applies to the most
senior NatWest Group Boards: NatWest Group plc, NWH
Ltd, NWB Plc and RBS plc. A copy of the Boardroom
inclusion policy is available at natwestgroup.com.
Objectives and targets
The Boardroom inclusion policy’s objectives ensure that the
Board, and any committee to which it delegates nomination
responsibilities, follows an inclusive process when making
nomination decisions. That includes ensuring that the
nomination process is based on the principles of fairness,
respect and inclusion, that all nominations and appointments
are made on the basis of individual competence, skills and
expertise measured against identified objective criteria and
that searches for Board candidates are conducted with due
regard to the benefits of diversity and inclusion.
The policy reflects NatWest Group’s aspiration to meet the
targets set out in the UK Listing Rules along with the
recommendations of the FTSE Women Leaders Review and
the Parker Review.
Further information on our ethnicity targets is available on
page 39.
Compliance and reporting
As at 31 December 2023, NatWest Group’s chosen
reference date, the targets set out in UK Listing Rule
9.8.6(9)(a) (Board and executive management diversity)
were met. Disclosures under UK Listing Rule 9.8.6(9) and
(10) can be found on page 107.
The policy also acknowledges NatWest Group’s ambition to
have gender balance in its global top three levels (CEO-3
and above) by 2030, and progress against this ambition is
set out on pages 38 to 39 of the Strategic report (Diversity,
Equity and Inclusion).
Page 162 confirms NatWest Group’s approach to Provision
17 of the Code which sees oversight of succession plans
for senior management positions and the development of
a diverse pipeline for succession reserved as a matter for
the full Board.
Pages 38 to 39 contain more information on how NatWest
Group is creating a diverse, equitable and inclusive workplace,
including (in relation to Provision 23 of the Code) the gender
balance of senior management and their direct reports.
As at 31 December 2023, the company met the FTSE
Women Leaders Review voluntary target of 40% women’s
representation on boards by the end of 2025, with 40% of
the Board being women.
With a woman as CFO, the company met the FTSE
Women Leaders Review recommendation that companies
should have at least one woman in the Chair or Senior
Independent Director roles on the board and/or one woman
in the Chief Executive Officer or Finance Director role by
the end of 2025.
The company met the recommendation of the Parker
Review with at least one member of the Board being from
an ethnic minority background and it intends to continue to
meet that recommendation.
I would like to thank the committee members for their
continued commitment during 2023.
Howard Davies
Chairman of the Group Nominations and
Governance Committee
15 February 2024
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
106
Corporate governance continued
Board and executive management diversity disclosures
Numeric data – UK Listing Rule 9.8.6(10)
Sex
Number of Board
directors
Percentage of the
Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
executive
management
Percentage of
executive
management
Men
6
60
3
11
73
Women
4
40
1
4
27
Other categories
0
0
0
0
0
Not specified/prefer not to say
0
0
0
0
0
Ethnicity
Number of Board
directors
Percentage of the
Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
executive
management
Percentage of
executive
management
White British or other White
(including minority-white groups)
9
90
4
9
60
Mixed/Multiple ethnic groups
0
0
0
0
0
Asian/Asian British
1
10
0
1
7
Black/African/Caribbean/Black British
0
0
0
0
0
Other ethnic group including Arab
0
0
0
0
0
Not specified/prefer not to say
0
0
0
5
33
(1)
All data as at 31 December 2023 (the reference date).
(2)
Data was collected via self-reporting methods. For Board directors this was via an email data collection exercise (with options aligned to the categories specified in the Listing
Rules) and for members of the executive management team it was collected via the HR system WorkDay, which colleagues can choose to update at any point with details
such as their sex and ethnicity.
(3)
The Group CEO and Group CFO are members of both the Board and executive management and so are counted in both groups in the above table.
(4)
Changes since the reference date: Rick Haythornthwaite joined the Board as an independent non-executive director on 8 January 2024. This appointment means women’s
representation on the Board became 36% and representation of ethnic minorities became 9%. On 15 April 2024, when Howard Davies will step down as a director and will be
succeeded as Chair by Rick Haythornthwaite, women’s representation will be 40% and representation of ethnic minorities will be 10%.
Compliance – UK Listing Rule 9.8.6(9)
Listing Rules
requirement
Outcome
NatWest Group plc
position as at
31 December 2023
At least 40% of Board
directors are women
Target met
40% of Board
directors are women
At least one senior
Board position held by
a woman
(1)
Target met
The position of CFO
is held by a woman
At least one Board
director from a minority
ethnic background
Target met
One Board director
is from a minority
ethnic background
(1)
Senior Board position is CEO, CFO, Chairman or Senior Independent Director.
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ADDITIONAL
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NatWest Group
2023 Annual Report and Accounts
107
Corporate governance continued
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NatWest Group
2023 Annual Report and Accounts
108
Appointing a new Chair of NatWest Group
A rigorous search process led to the appointment of Rick Haythornthwaite as Chair Designate to succeed Howard Davies
on 15 April 2024. Rick joined the Board as an independent non-executive director on 8 January 2024.
Rick is a strong match to the role specification:
He is an experienced Chair with a long track record
of leading boards, developing strategy and forging good
relationships with CEOs.
He demonstrates high levels of experience in governance
and running boards as well as building businesses.
He is well-known in the market and is well-equipped to
handle the political environment with experience of dealing
with government stakeholders.
He has strong financial services experience, and relevant
background in key areas including payments, technology
and innovation.
Ensuring a rigorous
process
Between formal meetings, the SIDs
kept directors informed of progress
with regular updates and
discussion at each stage of the
search process.
The NWG SID engaged with
regulators and key investors during
the latter stages of the process,
offering an opportunity to discuss
any questions they had.
Rick’s other external roles and
overall time commitment were
carefully considered by the Board
before his appointment was
approved. In December the Board
reaffirmed its assessment that Rick
be considered independent on
appointment as a non-executive
director.
Rick has confirmed he will have
sufficient time to devote to the
NatWest Group Chair role,
ensuring applicable limits on the
number of directorships held are
observed.
Read about Rick’s induction
programme on page 97.
(1)
Spencer Stuart also provide leadership advisory and senior executive search and assessment services to the People & Transformation function within NatWest Group.
August 2023
The role was advertised
externally in accordance
with PRA ring-fencing rules.
Candidates were
interviewed by a subset of
the Board alongside the
NWH Ltd Senior
Independent Director.
Candidates were measured
on alignment with the role
specification.
After reviewing feedback,
the committee
recommended to the Board
that Rick be progressed as
the preferred candidate.
All Board directors met with
Rick before the full Board
considered his appointment,
with universally positive
feedback provided.
September 2023
Following Board approval,
it was announced on
6 September 2023 that
Rick had been selected as
successor to Howard
Davies as Chair of NatWest
Group plc, subject to
regulatory approval
(received in December
2023).
July 2023
The committee considered a
diverse initial longlist of
candidates and, after detailed
discussion, agreed a longlist of
prioritised candidates.
This was refined to a shortlist
agreed by the committee
following initial contact with
the prioritised candidates to
assess interest in the role.
April 2023
At the 25 April AGM, it was
announced a search would
commence for the successor to
Howard Davies as Chair.
A draft role specification was
agreed by the committee and
shared during the search firm
tender process.
May 2023
Following a competitive
tender process,
Spencer Stuart
(1)
were
appointed to support
the search process,
which was led by the
NWG and NWH Ltd
Senior Independent
Directors (the SIDs).
June 2023
The committee agreed a
final role specification to
support NatWest Group’s
strategic priorities,
incorporating feedback from
the Board, which set out the
skills, experience and
personal qualities sought by
the Board.
Corporate governance continued
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
109
Appointing a new Chief Executive Officer of NatWest Group
A rigorous search process led to the appointment of Paul Thwaite as permanent CEO with effect from 16 February 2024. Paul was identified
as the outstanding candidate who possessed a compelling balance of experience, leadership and vision to take NatWest Group forward.
(1)
Heidrick & Struggles did not provide any other services to the NatWest Group during 2023.
Paul’s skills and experience represent an outstanding
match to the agreed CEO success profile
He has an unrivalled understanding of the business, its customers, and
the opportunities for growth. This knowledge is combined with a genuine
ambition for the future and the skills to navigate the changing landscape
of the banking industry.
The Board has had the opportunity to work closely with Paul over the last
seven months during which time he has demonstrated impressive
leadership and a strong commitment to operational excellence.
Paul’s strong customer focus and ability to drive performance and
transformation made him the outstanding candidate and the right person
to lead NatWest.
Ensuring a rigorous
process
Since the announcement of his
appointment in September 2023,
the Chair Designate spent
considerable time getting to know
Board, ExCo and the wider
business as well as meeting with
key shareholders.
These
interactions helped the Chair
Designate form a view as to the
key priority areas for a successful
CEO candidate.
The committee’s subsequent
discussion and agreement on a
CEO success profile ensured a
stretching set of success factors
against which internal and
external candidates’ credentials
could be assessed.
As part of the search process the
committee considered over 40
external candidate profiles with
the search narrowing to a diverse
shortlist of 10 candidates who
represented a credible match to
the success profile.
Heidrick & Struggles used a
comprehensive methodology in
their assessment of the prioritised
candidates which included an
in-depth leadership capability
interview alongside a series of
psychometric assessments. This
approach ensured a deep and
consistent data set to support the
committee and Board’s decision-
making.
Between formal meetings, the
Chair Designate kept committee
members and other Board
directors informed on the search
progress through regular updates.
September 2023
The committee
discussed the timing
and process of the
CEO search.
Discussions with the
Chair Designate were
held ahead of his
appointment to the
Board.
The process for
selection and
appointment of an
external executive
search firm was
considered.
January 2024
Following a competitive tender process, Heidrick &
Struggles
(1)
was selected to support the search.
A detailed CEO success profile and competency
framework was agreed by the committee and used by
Heidrick & Struggles to complete extensive mapping of
potential external candidates.
The committee reviewed a longlist of candidates and
identified a number of external candidates who would
be approached.
Internal and external candidates were then rigorously
assessed by Heidrick & Struggles to analyse suitability
and alignment to the agreed success profile.
February 2024
CEO development
plans were produced
for prioritised internal
and external
candidates to support
the committee and
Board’s decision-
making.
The committee and the
Board reviewed and
discussed the
candidate assessment
and benchmarking
data produced by
Heidrick & Struggles.
After careful
consideration of the
data and measurement
against the agreed
success criteria, the
committee
recommended that
Paul be appointed as
permanent NatWest
Group CEO.
December 2023
A detailed CEO role
specification was
prepared.
The Committee
agreed on four
executive search firms
who were then invited
to tender.
25 July 2023
Paul Thwaite was
appointed CEO of NatWest
Group for an initial period
of 12 months.
February 2023
Following a routine review of
succession plans, the Board
approved the committee’s
recommendation for Paul
Thwaite to be contingency
CEO successor in the event of
the absence of the then CEO.
Report of the Group
Audit Committee
Letter from Patrick Flynn,
Chair of the Group Audit Committee
Dear Shareholder,
I am pleased to share with you details of how the Group
Audit Committee (the committee or GAC) discharged
its responsibilities and its key areas of activity in 2023.
I would like to thank my fellow committee members for
their contributions, in particular Morten Friis, who stood
down from the committee following the July 2023 meeting.
The committee also appreciated the views of Graham Beale
(until July 2023), Ian Cormack and Mark Rennison, who
are non-executive directors, members of NatWest Holdings
(NWH) Audit Committee, and attend GAC meetings in an
observational capacity.
The committee’s primary purpose is to oversee and
challenge management’s approach to the preparation of
financial results and relevant financial and non-financial
disclosures. This includes considering existing and new
accounting policies, scrutinising standards of internal
control and their efficacy and reviewing the disclosures
each quarter prior to release.
More detail of the remit of the committee can be found in
its terms of reference which are reviewed annually and are
available at natwestgroup.com.
Meeting and visits
Five scheduled meetings of the committee were held in
2023, four of which took place immediately prior to the
release of the financial results each quarter. During the
year, all members attended the meetings, the majority of
which were held in person. The committee reported to the
Board after each scheduled meeting, escalating matters for
the Board’s attention as required.
In conjunction with the Group and NWH Board Risk
Committee (BRC) and the NWH Audit Committee, the
GAC undertook its annual programme of visits to control
functions. Constructive and insightful discussions were held
with members of management from the Risk, Internal Audit
and Finance teams.
Whistleblowing
In my role as whistleblowers’ champion for NatWest Group,
I receive regular updates on the efficacy of the whistleblowing
framework, themes in reports made by colleagues via the
systems, and monitoring the outcomes of the most pertinent
cases. The committee is responsible for oversight of the
independence, autonomy and effectiveness of NatWest
Group’s whistleblowing policies and procedures as detailed
in the tables which follow. The operation of the framework
was assessed as strong by the Protect charity.
Corporate governance continued
Membership
GAC comprises three independent non-
executive directors. Members’ details and their
skills and experience are set out on pages 84
to 87.
Members are selected with a view to the
expertise and experience of the committee as
a whole and with regard to the key issues and
challenges facing NatWest Group.
The Board is satisfied that all GAC members
have recent and relevant financial experience
and are independent as defined in the SEC
rules under the US Securities Exchange Act of
1934 (the ‘Exchange Act’) and related
guidance.
The Board has further determined that Patrick
Flynn and Mark Seligman are ‘financial
experts’ for the purposes of compliance with
the Exchange Act Rules and the requirements
of the New York Stock Exchange, and that
they have competence in accounting and/or
auditing as required under the Disclosure
Guidance and Transparency Rules.
Stuart Lewis is chair of the Group Board Risk
Committee of which I am also a member.
This common membership helps to ensure
effective governance across the committees.
Further information on each key area of focus can be
found on pages 111 to 114.
Internal and external audit oversight
The committee continued to monitor the performance
of the external auditor and the Internal Audit function in
2023. Formal assessments were undertaken at the end
of the year via an internal process and the committee
reviewed summaries of the feedback provided by relevant
stakeholders. An External Quality Assurance review of the
Internal Audit function was also completed in early 2023.
Further information can be found in the Internal Audit table
on page 113.
Patrick Flynn
Chair of the Group Audit Committee
15 February 2024.
Systems of
internal
control
External
audit
Internal
audit
Financial and
non-financial
reporting
Accounting
judgements and
estimates
Principal
areas of
focus
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NatWest Group
2023 Annual Report and Accounts
110
Corporate governance continued
Principal areas of Group Audit Committee focus in 2023
Systems of internal control
Systems of internal control relating to financial management, reporting and accounting issues are a key area of focus for the committee. In 2023 it received reports throughout the year on the
topic and evaluated the effectiveness of NatWest Group’s internal control systems, including any significant failings or weaknesses.
Theme
Principal areas of focus
Outcomes
Sarbanes-Oxley
Act of 2002
To consider NatWest Group’s compliance with the
requirements of section 404 of the Sarbanes-Oxley
Act of 2002.
The committee received interim updates on the status of the bank’s internal controls over financial reporting throughout
2023 enabling it to monitor progress and support management’s conclusion at the year end. The committee continued to
receive updates from management on control deficiencies that arose during the year, including those around IT General
Control and IFRS 9 that remain open at the year end. The committee continued to monitor the plans and transition to more
automated preventative key controls. The committee additionally received regular updates from EY on their assessment of
SOX compliance, and the status and rating of control matters. The committee also reviewed the process undertaken to
support the Group CEO and Group CFO in providing the certifications required under sections 302, 404 and 906 of the
Sarbanes-Oxley Act of 2002.
Regulatory and
financial returns
To review the controls and procedures established
by management of NatWest Group for compliance
with regulatory and financial reporting requirements.
As part of management’s ongoing work to strengthen the financial reporting control environment in 2023, the committee
received updates on the progress achieved to implement the findings of the industry-wide skilled person’s review of
regulatory returns. This work completed during 2023.
Control
Environment
Certification
To consider the control environment ratings of the
businesses, functions and material subsidiaries and
management’s actions to ensure that the control
environment is maintained or strengthened.
The committee received bi-annual reports on the Control Environment Certification, which were supplemented by the
views of the second and third lines of defence. The committee was pleased to note that the overall Control Environment
strengthened during 2023 with agreement across all lines of defence that NatWest Group had achieved an improved rating
by the end of 2023. The committee emphasised the importance of timely issue remediation and monitored this during 2023.
Early event
escalation
To monitor control incidents captured by the internal
event escalation process.
The committee received bi-annual updates on the volumes and nature of the most significant control incidents escalated via
the internal early event escalation process and any common themes. All Board directors were alerted to the most significant
events throughout the year. A reduced volume of Major events was noted in 2023.
Whistleblowing
To monitor the effectiveness of the bank’s
whistleblowing policies and procedures. The
committee Chair is also the whistleblowers’
champion for NatWest Group.
The GAC monitored the effectiveness of the bank’s whistleblowing process and received updates on the volume of
whistleblowing reports and any common themes. The GAC Chair acts as NatWest Group’s whistleblowers’ champion, in line
with PRA and FCA regulations, and meets regularly with the whistleblowing team. There is appropriate escalation of matters
to the Board and dissemination of information to the principal subsidiaries to ensure a coordinated approach across the
NatWest Group.
Legal and
regulatory reports
To note material legal investigations (current and
emerging) and any impacts on financial reporting;
and to monitor the bank’s relationship with relevant
regulatory bodies including the FCA and PRA.
The committee received quarterly reports detailing new and existing major investigations and litigation cases. The committee
considered the adequacy of provision levels and of the disclosures on potential legal issues. It satisfied in both respects. The
committee also received updates on ongoing regulatory investigations, current and future areas of regulatory focus and the
nature of the relationships with the primary regulators.
Other standards
of control
In addition, the committee receives regular
updates on matters pertinent to NatWest
Group’s standards of internal control.
The committee received an update on the bank’s tax position and discussed matters including tax provisioning levels,
significant provided and unprovided tax risks and deferred tax assets. For deferred tax, this considered sustainable
profitability, the period of assessment, and changes against previous estimates.
The GAC reviewed the disclosure on internal control matters in conjunction with the related guidance from the
Financial Reporting Council.
The committee received updates in respect of key changes proposed, but subsequently largely withdrawn, as part of
proposed amendments to the UK Corporate Governance Code. During 2024 the GAC will continue to oversee and
challenge management on plans to implement changes announced by the Financial Reporting Council which will
impact future disclosures on internal controls from 2026.
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ADDITIONAL
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NatWest Group
2023 Annual Report and Accounts
111
Corporate governance continued
Financial and non-financial reporting
The GAC considered a number of accounting judgements and reporting issues in the preparation of NatWest Group’s financial results throughout 2023. The committee reviewed the quarterly,
interim and full year results announcements, the annual reporting suite of documents and other principal financial and non-financial releases for recommendation to the Board for approval.
This included the Climate-related Disclosures Report and the ESG Disclosures Report.
Theme
Principal areas of focus
Outcomes
Expected credit
losses
To review and challenge management’s judgements
in relation to credit impairments and the underlying
assumptions, methodologies and models applied,
and any post-model adjustments (PMAs) required.
To also consider the impact of macro-economic
risks on the credit environment.
The GAC focused on the key assumptions, methodologies and post-model adjustments applied to provisions under IFRS 9.
Economic uncertainty persisted in 2023 as a result of high inflation and cost of living, and the impact of higher interest rates.
In the absence of a significant increase in the level of defaults, the committee discussed role of models and PMAs in the
determination of quantum of loan loss provisions. Inclusion of adjustments to reflect economic uncertainty, including
elevated interest rates and inflation levels, were discussed with management.
Industry benchmarking data remained helpful to the committee and informed its considerations. The committee challenged
whether it would be possible to include the impairment impact of inflation as part of the IFRS 9 models. The committee noted
that further data and a causal link were required and that post model adjustments would be retained. The committee will
continue to scrutinise the application of post-model adjustments in 2024. The committee concluded that models are a core
element of IFRS 9 but cannot capture all eventualities, in particular issues which have not occurred in the recent past. GAC
believed judgement continues to play an important role in setting these provisions and PMAs are the key tool to enable this.
Valuation
methodologies
To consider valuation methodologies, assumptions
and judgements made by management.
The GAC considered valuation methodologies and assumptions for financial instruments carried at fair value and scrutinised
judgements made by management on a quarterly basis throughout 2023.
Provisions and
disclosures
To consider the level of provisions for regulatory,
litigation and conduct issues throughout the year.
The committee reviewed the levels of provisions during the year for regulatory, litigation and conduct matters, and
was satisfied these were appropriate. The committee challenged management on the robustness of two specific redress
programmes, which required increased provisions, and received assurance from management that no further increases
were anticipated.
Viability statement
and the going
concern basis of
accounting
To review NatWest Group’s going concern and
viability statements.
The GAC considered evidence of NatWest Group’s capital, liquidity and funding position and considered the process
to support the assessment of principal risks. The GAC reviewed the company’s prospects in light of its current position,
the identified principal, and emerging risks (including climate risk) and the ongoing macro-economic developments such
as supply chain challenges and rising inflation. FRC guidance was considered as part of the preparation of the viability
statement for NatWest Group. The committee recommended both the going concern assessment and viability statement
to the Board. (Refer to the Strategic report and Report of the directors for further information.)
Fair, balanced &
understandable
To oversee the review process which supports
the committee and Board in concluding that the
disclosures in the Annual Report and Accounts
and other elements of the year-end reporting suite
of documents, taken as a whole, are fair, balanced
and understandable and provide the information
necessary for shareholders to assess the company’s
position and performance, business model
and strategy.
The committee oversaw the review process for the year-end disclosures which included: central coordination and oversight
of the Annual Report and Accounts and other disclosures led by the Finance function; review of the documents by the
Executive Disclosure Committee prior to consideration by the GAC; and a management certification process of the year-end
reporting suite. The committee considered whether the annual, interim and quarterly disclosures met the UK Corporate
Governance Code requirements to be ‘fair, balanced and understandable’. It concluded each time that the releases satisfied
the necessary criteria. The external auditor also considered the fair, balanced and understandable statement as part of the
year-end processes and supported NatWest Group’s position.
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INFORMATION
NatWest Group
2023 Annual Report and Accounts
112
Corporate governance continued
Theme
Principal areas of focus
Outcomes
Climate-related
Disclosures
Report and ESG
Disclosures
Report
To review the principal non-financial disclosures
made by NatWest Group and to ensure appropriate
controls are in place to support the preparation of
the information. These disclosures include the annual
Climate-related Disclosures Report and the ESG
Disclosures Report.
The committee focused on the continued development of the climate and ESG reporting control environment which supports
non-financial disclosures. The GAC discussed and provided feedback on both the Climate-related disclosures report, which
incorporated climate transition plan information, and the ESG Disclosures Report for 2023. A significant area of discussion on
the Climate transition plan related to NatWest Group’s dependency on external factors and whether they continued to support
achievement of NatWest Group’s climate ambitions. GAC noted the developing nature of Climate measurement standards,
particularly in relation to the estimation of Scope 3 financed emissions, which has an inherent potential for double counting across
entities in the same value chain. GAC noted that emissions estimates and other climate metrics should be read acknowledging these
are in initial stages of development and subject to change as standards emerge and underlying data sources become more complete
and developed.
GAC recognised that climate measurement standards are not at the same level of maturity as accounting standards.
Also, enhancements to availability of data and control frameworks will be required to align with IFRS financial statements. Currently,
industry wide, the attestation provided by an auditor is to a weaker level than applies to IFRS financial statements.
Internal Audit
The GAC is responsible for overseeing the Internal Audit function, monitoring its effectiveness and independence.
Theme
Principal areas of focus
Outcomes
Quarterly opinions
To consider periodic opinion reports prepared by
Internal Audit on the overall effectiveness of the
governance, risk management and internal control
framework, current issues and the adequacy of
remediation activity.
The committee received quarterly opinion reports from Internal Audit, setting out the Function’s view of the overall
effectiveness of NatWest Group’s governance, risk management and internal control framework, current issues and the
adequacy of remediation activity. Internal Audit also outlined material and emerging concerns identified through their audit
work. Internal Audit reported a continued steady strengthening of the bank’s control environment over the course of the
year. The committee considered the Function’s opinion of the strength of the control environment.
Annual plan and
budget
To approve Internal Audit’s annual plan and budget
prior to the start of each year as well as any
significant changes required during the year.
The committee considered and approved Internal Audit’s 2023 plan and budget at the end of 2022. The committee
supported the planned focus of work on the most high-risk areas for the bank. The 2023 budget was consistent with the
prior year, reflecting the delivery of efficiencies in the function. In December 2023, the committee approved Internal Audit’s
2024 plan and budget.
Internal Audit
Charter and
independence
To approve the Internal Audit Charter each year and
review the independence of the Chief Audit Executive
(CAE) and function as a whole.
The GAC reviewed and approved the Internal Audit Charter which was consistent with prior years. The committee noted
the Independence Statement and confirmed the independence of Internal Audit in December 2023.
Performance
evaluation
To monitor and review, at least annually, the
effectiveness of Internal Audit.
In 2023 the CAE continued to report to the GAC Chair with a secondary reporting line for administrative purposes to the
Group CEO. This is consistent with prior practice and industry guidance.
The GAC assessed the annual performance (including risk performance) of the function and CAE. The 2023 evaluation
of the Internal Audit function was carried out internally. Stakeholders across the bank, including the GAC members,
attendees and the external auditors, were invited to provide feedback, identifying areas of particular strength and those
for enhancement. The overall findings were positive, and the Internal Audit function was found to be operating effectively
with some opportunities to improve reporting, bench strength at more junior levels, and in respect of digital capabilities.
An external audit quality assessment was performed in early 2023 by Deloitte which looked at 2022 performance. This
found that the Function was a high-performing, progressive function that compared favourably to leading peers with
improvements identified including the replacement of the existing audit management system and enhancement of
digital capabilities.
Progress on recommendations made from each evaluation will be overseen by the GAC in 2024.
Visit
To undertake an annual deep dive session with
members of the Internal Audit leadership team.
Together with the BRC, the GAC participated in a successful deep dive session with Internal Audit’s management team.
A variety of issues impacting the function were discussed, including succession planning and bench-strength; talent
and mobility; functional priorities; and the impacts of increased automation and use of technology in audits.
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External Audit
The GAC has responsibility for monitoring the independence and objectivity of the external auditor and the effectiveness of the audit process, and for reviewing NatWest Group’s financial
relationship with the external auditor and fixing its remuneration. Ernst & Young LLP (EY) has been NatWest Group’s external auditor since 2016. In October 2022, the committee
recommended that PwC be appointed as NatWest Group’s auditor from 2026. The GAC complied with the requirements of the FRC’s Audit Committees and the External Audit:
Minimum Standard and the Statutory Audit Services for Large Companies Market Investigation Order 2014 for the year ended 31 December 2023.
Theme
Principal areas of focus
Outcomes
External audit
reports
To review reports prepared by the external
auditor in relation to NatWest Group’s
financial results and control environment.
The committee received quarterly reports on the review-related work and conclusions of the external auditor. The reports included
EY’s view of the judgements made by management, compliance with international financial reporting standards, and the external
auditor’s observations and assessment of effectiveness of internal controls over financial reporting.
Audit plan and
fees
To consider the scope and planning of the
external auditor in relation to the audit of
NatWest Group. It is also authorised by the
shareholders to fix the remuneration of the
external auditor.
The GAC reviewed EY’s 2023 plan. It welcomed the external auditor’s focus on the innovation in the techniques applied as part of
the audit and the commitment to provide an earlier interim view of control deficiencies by December 2023.
In line with the authority granted to the committee by shareholders at the 2023 Annual General Meeting (AGM) to fix the
remuneration of the external auditor, the GAC approved the audit fees for the year including the fee for the 2023 interim results.
The committee received confirmation from the external auditor that the fees were appropriate to enable delivery of the required
procedures to a high quality.
Annual evaluation
To review and monitor the external
auditor’s independence and objectivity
and the effectiveness of the audit process,
taking into consideration all relevant
professional and regulatory requirements.
The evaluation of the external auditor’s performance in 2023 was undertaken to assess the independence and objectivity of the
external auditor and the effectiveness of the audit process. The GAC members, attendees, finance directors of businesses and
functions, and key members of the Finance team were consulted as part of the evaluation.
Stakeholders were invited to assess the external auditor’s independence, engagement, provision of robust challenge, bench strength
and reporting. The evaluation concluded that the external auditor was operating effectively and with objectivity. Key strengths
included bench strength and knowledge of the senior team, and the provision of robust challenge to management. Improvement
areas included junior staff capabilities, the timeliness of reporting of issues, and greater consideration of the commercial implications
of recommendations made.
Audit partner
To oversee the lead audit partner and
resolution of any points of disagreement
with management.
Micha Missakian has been EY’s lead audit partner since February 2021. He attended all meetings of the committee in 2023 and met
in private session with the committee members during the year. This provided the external auditor an opportunity to raise any points
of disagreement with management. No such points were raised by the external auditor in 2023. It is expected that the lead partner
rotation will occur during 2024. GAC has overseen the appointment of his successor, Javier Faiz, who was selected based on industry
experience (including audit transition), audit quality and enhancement, partner stability and availability.
Additional reports
prepared by the
external auditor
To review reports prepared by
the external auditor in relation to
NatWest Group.
During 2023 the committee considered the results of the external auditor’s assurance procedures on compliance with
the FCA’s Client Asset Rules for NatWest Group’s regulated legal entities for the year ended 31 December 2022. EY also
presented the findings of their audit of the Climate-related Disclosures Report and ESG Disclosures Report to the GAC.
Non-audit
services
To review and approve, at least annually,
NatWest Group’s policy in relation to the
engagement of the external auditors to
perform audit and non-audit services
(the policy).
All audit and non-audit services are approved by, or on behalf of, the committee to safeguard the external auditor’s
independence and objectivity. The GAC reviewed and approved NatWest Group’s non-audit services policy in 2023. Under
the policy, all audit-related services and permitted non-audit service engagements are approved by the GAC with updates
presented to each scheduled meeting.
Where the fee for a non-audit service engagement is expected to exceed £100,000, a competitive tender process must be
held; where the fee is anticipated to be £250,000 or more, approval of all GAC members is required. For fees under £250,000,
work can be approved on an interim basis by the GAC Chair, subject to subsequent ratification by the next scheduled GAC
meeting. The policy permits the external auditor to undertake engagements which are required by law or regulation, or which
relate to the provision of comfort letters in respect of debt issuance by the NatWest Group, provided prior approvals are in
place in accordance with the policy. The policy also allows NatWest Group to receive services from EY which result from a
customer’s banking relationship, provided prior approvals are in place in accordance with the policy. All such approvals are
subsequently reported to the GAC. Further details of the non-audit services policy can be found at natwestgroup.com.
During 2023, the committee did not approve any significant non-audit engagements (where the fees exceeded £100,000)
to be undertaken by the external auditor. The audit to non-audit fee ratio for 2023 was 16%. Information on fees paid in
respect of audit and non-audit services carried out by the external auditor can be found in Note 6 to the consolidated financial
statements. In January 2024, the GAC approved a significant non-audit engagement where the fees exceeded £250,000 in
connection with a potential retail share offering.
Corporate governance continued
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Corporate governance continued
Report of the Group
Board Risk Committee
Letter from Stuart Lewis,
Chair of the Group Board Risk Committee
Dear Shareholder,
I am pleased to present my first report as Chair of the
Board Risk Committee (the committee or BRC), having
succeeded Morten Friis who stepped down as BRC Chair
after the July 2023 meeting. I would particularly like to thank
Morten for his skill and dedication in steering the committee
through the recent periods of volatility in the geopolitical
and external environment and for his counsel during the
handover process. I became a member of the committee in
April 2023, ensuring a smooth handover in our responsibilities.
This report describes how the BRC has fulfilled its role in
overseeing and advising the Board in relation to current
and potential future risk exposures and risk profile; and in
overseeing the effectiveness of risk management frameworks
and internal controls required to manage risk. In carrying
out this important role, the committee helps to ensure that
NatWest Group supports its customers through the prudent
management of risk. More detail on the remit of the
committee can also be found in its terms of reference which
are reviewed annually and are available at natwestgroup.com.
Principal areas of focus in 2023
During 2023, BRC ensured its time was prioritised to focus
on NatWest Group’s principal and emerging risks. Financial
crime has remained a key area of focus and the committee
was pleased to see it return to appetite. The external
environment has influenced the focus of the committee this
year, particularly its impact on NatWest Group’s risk profile
in relation to capital, stress testing, liquidity and funding, and
credit risk.
Other areas of focus have included oversight of the
execution of the Risk Management Strategy; model risk
remediation; oversight of implementation of the enterprise-
wide risk management framework (EWRMF) improvements,
particularly the Risk and Control Self-Assessment (RCSA);
conduct and regulatory compliance (including the
implementation of Consumer Duty requirements); and
oversight of a wide range of operational risk matters.
In addition, the committee received regular updates on
data management and BCBS239. Reputational risk was
an emerging area of attention given the internal and
external focus on customer exits, branch closures,
and deposit rate pass-through.
It is expected that these will continue to be areas of focus in
2024 as NatWest Group drives towards return to appetite
in relevant areas; implements changes to meet regulatory
expectations; and continues to respond to the external
environment and cost of living pressures.
Further information on key topics considered during the
year and areas of focus and challenge by the committee
is provided on the following pages.
Meetings and visits
There were eight scheduled meetings of the committee held
in 2023. Six of the eight meetings were held in person, with
the remaining two meetings held virtually during the year.
Details of meeting attendance can be found on page 97.
The committee reported to the Board on the committee’s
activities after each meeting, escalating matters for the
Board’s attention as appropriate.
Outside formal meetings, BRC met with the Risk
Leadership Team and considered improvements to the
risk management report. Dinners were arranged to discuss
the future direction of the Risk function, the committee’s
priorities, and the operation of the committee.
Membership
BRC comprises three independent non-executive
directors. The details of the members and their skills
and experience are set out on pages 84 to 87.
Patrick Flynn is Chair of the Group Audit
Committee of which I am also a member.
Lena Wilson is Chair of the Group Performance
and Remuneration Committee (RemCo). This
common membership helps to ensure effective
governance across the committees.
Regular attendees at BRC meetings include:
the Group Chairman, Group CEO, Group CFO,
Group CRO, Group Chief Legal Officer and
General Counsel, Group Chief Audit Executive,
and the External Auditor. External advice is
sought by the committee where appropriate.
Francesca Barnes and Ian Cormack attended
committee meetings as observers in their
capacity as members of NWH Ltd’s BRC.
Meetings of the Group and NWH Ltd’s BRCs
share much of a common agenda and are
generally held in parallel.
Risk
management
strategy
Credit
risk
Capital,
liquidity and
funding
Data
management
Conduct and
regulatory
compliance
(including
Consumer Duty)
Operational
risk
Model
risk
Financial
crime
Embedding of
EWRMF and
RCSAs
Reputational
risk
Principal
areas of
focus
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Principal areas of Board Risk Committee focus in 2023
The table below describes the Board Risk Committee’s principal areas of focus in 2023, alongside key outcomes and stakeholders considered.
Theme
Principal areas of Board Risk Committee focus
Outcomes
Financial crime
Oversight of the management and return to appetite
of financial crime risk, which continued to be a key
focus area for NatWest Group throughout the year.
Quarterly updates were presented from all three
lines of defence and supplemented by updates from
the Group CRO at each meeting. These included
progress updates on return to appetite plans,
transformation and emerging risks/issues.
Additionally, BRC considered the Money Laundering
Reporting Officer’s (MLRO’s) report
(1)
and the annual
Group financial crime risk assessment.
Throughout the year, the committee challenged management on return to appetite timetable, adequacy of
resource and external support, and the pace of transformation and remediation to protect customers by driving
improvements in financial crime. This included interrogating any differing views among the three lines of defence
on confidence in the return to appetite time frame. The committee also requested progress updates from specific
subsidiary entities as required.
Additionally, ahead of the return to appetite in 2023, the committee ascertained from management the level
of funding required to maintain the risk appetite position and the evolution of financial crime risk to ensure that
threats were monitored and mitigated effectively. The committee acknowledged the significant achievement
of financial crime’s return to appetite, reflecting an improved control environment, and that this had been
accomplished by close, collaborative work by all three lines of defence.
The committee also reviewed proposed new risk appetite measures concerning the timeliness and quality of
a number of financial crime processes and recommended them to the Board.
Model risk
BRC maintained close oversight of management
activity to return to appetite for model risk through
regular detailed updates. There was particular focus
on the Internal Ratings Based models and updates
were provided on the programme of work to support
changes to the Model Risk Management framework
and the evolving regulatory landscape, particularly
compliance with the PRA’s Supervisory Statement
(SS1/23).
BRC held management to account on return to appetite plans and was pleased that model risk returned to
appetite in April 2023.
A key focus area during 2023 was the amendment of Internal Ratings Based models to comply with regulatory
changes and their submission to the PRA. The committee challenged management on progress, timings and
regulatory expectations while noting the evolving regulatory landscape. The committee received reports from
management on its proposed approach and assurances that it was working closely with the PRA. Management
also confirmed that performance issues with incumbent models were well understood and mitigated.
Additionally, the committee was keen to understand the robustness of the validation process for artificial
intelligence-related models which will be a continuing area of interest during 2024.
Members of the Group and the NWH Ltd BRCs also
undertook a programme of visits to the Risk, Internal Audit
and Finance functions, in conjunction with members of the
Group and NWH Ltd Audit Committees.
I would like to thank my fellow committee members for
their contributions and commitment during the last year.
Stuart Lewis
Chair of the Group Board Risk Committee
15 February 2024
Corporate governance continued
BRC Chair’s induction
A full, formal and tailored induction was devised, which took into consideration my background and existing
knowledge. As part of my induction, I had a series of meetings with the outgoing BRC Chair, fellow non-executive
directors, the Group Chairman, the subsidiary Board Risk Committee Chairs, and external auditors. I had detailed
sessions with executives and subject matter experts and attended NatWest Group Board training, the subsidiary
non-executive director conference, and the Colleague Advisory Panel. The meetings were designed to give me
a comprehensive overview of the principal risks facing NatWest Group and to address areas of particular
regulatory interest.
(1)
Reviewed by BRC in line with the committee’s role to review reports and regulatory submissions on behalf of the Board and recommend them for approval.
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Theme
Principal areas of Board Risk Committee focus
Outcomes
Risk function
oversight and risk
management
strategy
BRC monitored the effectiveness of the Risk function
and received quarterly progress updates (including
reviews by the Internal Audit function) on the action
plan established in 2022 to oversee work to enhance
Risk’s effectiveness. The committee approved the
Risk Management Strategy which defines the
strategy for risk management for NatWest
Group and received regular progress updates.
BRC held management to account as necessary on progress and timelines of the Risk Effectiveness Action Plan
and was pleased that both Risk and the Internal Audit function agreed in November 2023 that the programme
could be closed with remaining multi-year milestones transitioned to a strategic BAU programme.
BRC received regular updates on the Risk Management Strategy and challenged management to prioritise focus
on the programmes with the most significant impact.
Enterprise-wide
risk management
framework
(EWRMF)
embedding
(including risk
appetite and
Risk and control
self assessment
(RCSA) activity)
The EWRMF is NatWest Group’s primary risk
management and risk governance document. BRC
received regular updates on the effectiveness of the
EWRMF, particularly implementation of the updated
RCSA process. This included detailed oversight of
achievement of milestones, ensuring that anticipated
benefits were delivered in the control environment
and that lessons learned from the initial pilots were
incorporated into subsequent assessments.
Further details can be found in the Risk and capital
management section of the report on page 170.
The annual review of the EWRMF was presented to the committee in December 2023. It was recommended to
the Board for approval and was supported by Internal Audit’s review of EWRMF.
The committee was pleased with the significant progress made on RCSAs with all 2023 milestones completed.
The committee oversaw the refresh of both qualitative risk appetite statements and the quantitative risk appetite
measures in line with the EWRMF. The committee supported the changes to risk appetite measures to provide
broader coverage of focus areas at a Board level. Key changes were to capital risk, liquidity and funding risk,
credit risk, traded market risk, operational risk, climate risk, financial crime, and reputational risk. The committee
queried whether there needed to be increased focus on people risk, broader ESG risk, and ‘near miss’ events and
challenged management to ensure risk appetite limits and triggers were set appropriately, with changes made to
the proposed limits and triggers as a result. The committee provided feedback to ensure that the measures met
regulatory expectations and were robust.
The committee considered spotlights on all principal risks during the year. Further information on these can be
found in the respective sections of this report. The committee also reviewed proposed updates to the Key Risk
Policies
(1)
and approved them under its Board-delegated authority.
Risk profile and
reporting
Time was spent at every BRC meeting reviewing
NatWest Group’s current and future risk profile
relative to risk appetite via risk management reports,
with a particular focus on the external environment
including the UK and global economic outlook, liquidity
and funding, credit risk, operational risk, and
emerging risks and threats.
The committee continued to challenge management to improve the format and content of the risk management
report, resulting in the introduction of a new risk management report during 2023 with a focus on highlighting
key messages clearly and succinctly, strengthening data, providing more trend analysis, and reducing the
overall length of the report.
The committee encouraged management to include headlines and outlook, focus on reporting on risk and
returns, include commentary on return to appetite plans where applicable, and continue to progress plans to
automate the reporting. Additionally, the committee emphasised the importance of robust data and metrics.
The risk report will continue to be refined during 2024.
Corporate governance continued
(1)
Risk policies are in place for each principal risk and define, at a high level, the cascade of qualitative expectation, guidance and standards that stipulate the nature and extent of permissible risk taking.
They are consistently applied across NatWest Group and subsidiary legal entities and form part of the qualitative expression of risk appetite for each principal risk.
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Corporate governance continued
Theme
Principal areas of Board Risk Committee focus
Outcomes
Risk profile and
reporting
(continued)
The committee received an annual spotlight on top
and emerging threats which focused on proposed
changes to the framework and the increasingly
intertwined nature of top and emerging threats.
BRC continued to focus on principal and emerging risks and their strategic impact. Liquidity & funding, including
the impact of the collapse of Silicon Valley Bank and Credit Suisse, the resulting global financial turbulence and
the mitigating actions taken by management, were considered during the year, as were the continuing impact
of Russia’s invasion of Ukraine, the cost-of-living pressures affecting our customers and our colleagues, and
management of first and second order risks as a result of the Israel/Gaza conflict. The committee requested
that management provide an overview of how the top and emerging threats work informed NatWest Group’s
strategy and business model and how NatWest Group responded to crystallising threats.
The committee supported the Board in its oversight of customer exits and reputational risk and received updates
on the outputs and recommendations from the reviews carried out. The committee considered the annual
reputational risk spotlight which included changes to the reputational risk policy and risk appetite metrics to
align with the recommendations.
Detailed reports on legal and regulatory developments and litigation risks were considered on a quarterly basis
and verbal updates were provided at intervening meetings.
Quarterly reports were received from the Chairs of the franchise risk committees and board risk committees of
material regulated subsidiaries, providing oversight of key risk and control issues and a channel for escalation of
issues. The BRC Chair joined the meetings of the board risk committees of material regulated subsidiaries and
the Chairs of these committees were also invited to join BRC meetings throughout the year.
Transformation/
Major Change
programmes
BRC maintained oversight of the delivery of
NatWest Group’s transformation and material
change programmes and their position relative
to risk appetite.
The committee also received an update on the
management of UBIDAC withdrawal risks as part of
the phased withdrawal from the Republic of Ireland.
Regulatory programmes were a particular area of interest during 2023 and BRC sought assurance from
management that there was sufficient budget and resource for all regulatory programmes, including Consumer
Duty, and that there was appropriate connectivity between the businesses’ risk profile and investment.
Conduct and
regulatory
compliance risk
(including
Consumer Duty
and ring-fencing
compliance)
Conduct and regulatory compliance remained a key
area of interest for the committee given the breadth
of issues it impacts.
A spotlight on conduct and regulatory compliance
highlighted the developments and improvements
that had taken place during 2023, progress made
in ring-fencing compliance, Consumer Duty and
surveillance remediation as well as the work
carried out to enhance reporting in order
to support oversight.
The committee sought to understand how management evidenced conduct and control improvements that had
been put in place.
The committee supported the Board in overseeing management’s progress in addressing Consumer Duty
requirements through regular updates on a detailed milestone plan to implementation. The volume of work to be
carried out and the challenging timelines were acknowledged by the committee, and it questioned all three lines
of defence to gain assurance that the milestone plan continued to meet regulatory expectations, that there was
sufficient budget and resource, and that focus remained on the correct areas.
The committee received regular updates from management on ring-fencing conflicts and its approach to support
the Board ring-fencing compliance attestation and was pleased that it was successfully submitted in March 2023.
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Theme
Principal areas of Board Risk Committee focus
Outcomes
Operational risk,
operational
resilience, and
cyber security
Operational risk has been a key area of focus for
BRC throughout the year. It received regular updates
on NatWest Group’s operational risk profile and
risk appetite. This included updates on operational
resilience, manual controls, fraud, near misses, end
of life systems, and information and cyber security.
The committee considered the operational resilience
self-assessment
(1)
in detail prior to approval by
the Board, with important business services and
associated impact tolerances operating as the
foundation for the assessment.
The committee also received biannual spotlights on
payments technology, controls and architecture which
included the outputs from an end-to-end review.
In addition, updates on information security
contained in the risk management report were
reviewed at every meeting and BRC dedicated
time to the consideration of cyber risk, the external
threat landscape and the actions being taken by
management in response during the presentation of
the annual information and cyber security spotlight.
This included detail on the work being undertaken
to ensure that new technological advances such
as machine learning are introduced in a safe and
secure way and the measures in place to support
an increasingly consistent approach to security.
The committee was pleased to see a lower number of operational control events during 2023. It remained an
area of focus for the committee and regulators and the committee requested that additional detailed updates on
operational risk performance and trends be provided. The committee challenged management on the number
and mitigation timescales of Very High unaccepted risks and received updates on the methodology and
framework that had been put in place.
The committee received regular updates in respect of end of life systems, investment levels and how NatWest
Group compared to its peers. Following challenges and queries from the committee, the addition of two end of
life Board-level risk appetite measures were approved by the Board in December 2023.
Manual controls are a key area of concern for BRC and the committee requested quarterly updates on the
management of and the progress made in reducing their number. Particular focus was given to a review
of manual controls within payments processing and how the review was expected to drive improvements.
The committee will continue to challenge management on the reduction of manual controls and drive to
automation during 2024.
Throughout the year the committee challenged the scope and coverage of operational risk appetite and,
in response, new Board-level risk appetite measures designed to cover the material operational risk focus
areas and overall management of operational risk were approved by the Board in December 2023.
Data management
and BCBS239
Data is a continuing area of focus for the BRC and
it received reports on the data management risk
profile, including the activity underway to transform
data consumed by Risk and Finance functions for risk
and regulatory reporting purposes and progress in
responding to issues identified as part of a 2022
industry-wide data thematic review.
The committee continued to emphasise the importance of a cohesive approach to data management in order
to resolve concerns around the timeliness and accuracy of some data and encouraged management to work
collaboratively across these programmes. The committee sought clarity on completion dates for all activities
within the data strategy in order to track progress.
The committee received regular updates on compliance with BCBS239. This included findings from an
Internal Audit assessment and management’s response to it. The committee challenged management on
the methodology used to assess NatWest Group’s compliance status and discussed the role that the BCBS239
Framework played in improving overall data quality. Changes to the BCBS239 Framework were reviewed and
approved by the committee under Board delegated authority.
(1)
Reviewed by BRC in line with the committee’s role to review reports and regulatory submissions on behalf of the Board and recommend them for approval.
Corporate governance continued
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Theme
Principal areas of Board Risk Committee focus
Outcomes
Outsourcing and
third party risk
management
BRC maintained oversight of NatWest Group’s
outsourcing and third party risk management
to facilitate oversight of the identification
and management of third-party related risks.
In particular, the committee focused on the
management of Cloud providers and related risks.
BRC received progress updates from
management on Outsourcing Risk Standards,
policy and framework as well as the design
and deliverables of the Third Party Risk
Management Programme. The committee
continued its oversight over NatWest Group’s
critical service providers.
In response to questions and challenges from the committee, management provided detailed information to confirm
appropriate exit plans were in place for critical service providers, including cloud suppliers. BRC also discussed
management’s response to a regulatory review in relation to exit plans and stressed exit plans and challenged
management as necessary on timings and progress.
The committee challenged management to adjust processes as required to ensure an enriched view of supplier risk
by sector, optimising internal credit risk resources.
In response to a request from the committee, management provided an overview of the outputs and findings
from cloud scenario testing which had been carried out. The committee discussed the improvement opportunities
that management had identified, the regulatory landscape and NatWest Group’s position relative to its peers.
The committee sought enhancement to risk appetite metrics in relation to cloud hosting and a Board-level
cloud risk appetite measure was approved by the Board in December 2023.
The committee recommended the outsourcing policies for Board approval.
Financial and
Strategic risks
Regular monitoring of principal financial and
strategic risks is a pivotal part of BRC’s role both
via routine risk reporting and via regular focused
reports. Particular attention was paid to deposit
and liquidity risk, and discussions took place
concerning NatWest Group’s deposits strategy,
the interest rate environment and position
relative to its peers.
BRC reviewed capital, liquidity and funding
requirements during 2023 and also reviewed
capital distribution proposals prior to
Board consideration.
BRC received separate updates on the retail
and wholesale credit risk portfolios in addition to
reporting on credit and market risk within the risk
management report. The committee also received
updates on the decisions made by the Executive
Credit Group. Further spotlights were considered
in respect of traded and non-traded market risk.
Credit risk and market risk
– Management updated BRC on the sources of credit risk, including asset quality, risk
management approach, risk appetite and controls. Following a challenge from the committee and extensive reviews,
management assured BRC that no leading indicators of a deterioration in quality were being seen in either the retail or
wholesale credit loan portfolios. In order to support the management of key and material segments of the wholesale and
retail credit portfolios further, additional Board-level risk appetite measures were approved by the Board in December
2023, covering mortgages, unsecured lending, securitisations, leveraged funds and the commercial real estate portfolio.
The committee also questioned management on the measures put in place to support customers in difficulties due
to the cost of living crisis, including problem debt preparedness and monitoring for signs of stress. The committee
requested updates from management on specific focus areas as they arose during the year, including in relation
to mortgage payment shock and the management of personal accounts used to run businesses, and received
assurances from management that a pro-active approach was being taken across NatWest Group with sufficient
resource levels in the customer services teams.
In relation to market risk, management provided the committee with an overview of the measures that had been put
in place to manage the volatile external environment; how risks were being mitigated; and the Group’s position in
relation to its peers.
ICAAPs, ILAAPs and Budget and Risk Appetite Stress Tests
(1)
– The committee reviewed and recommended to the
Board the scenarios to be used during 2024 for the budget process, IFRS 9 management, and the monitoring of the risk
profile relative to the approved risk appetite. BRC considered the budget and budget stress test as well as the ICAAP
and ILAAP for NatWest Group and recommended them to the Board for approval. The committee approved the ILAAP
scenarios under delegated authority. The committee challenged management on the basis for the downturn scenarios
and received confirmation that the scenarios had been adjusted to reflect the faster movement of deposits.
Liquidity and funding
– In light of the volatile external environment, the committee requested additional information
from management regarding NatWest Group’s deposit strategy. Additionally, in response to a challenge from the
committee, management provided a training session to the Board that focused on liquidity and funding.
Capital distributions
– The committee provided a detailed review of proposals for capital distributions to shareholders
prior to approval by the Board, including a directed buyback and on-market buybacks.
Climate risk
– The committee received regular reporting on NatWest Group’s performance against the climate risk
appetite measures and was provided with an overview of progress during 2023, the performance of franchises and
functions in embedding the climate risk framework, and nature risk considerations. From January 2024, climate risk
appetite measures were updated to reflect the existing Climate transition plan and expanded to include nature risk.
The committee challenged management on whether updates were required to the 2030 ambitions and targets in light
of the external policy environment and received assurance from management that these will be reviewed and revised,
aligned with target setting frameworks and external developments.
(1)
Reviewed by BRC in line with the committee’s role to review reports and regulatory submissions on behalf of the Board and recommend them for approval.
Corporate governance continued
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Theme
Principal areas of Board Risk Committee focus
Outcomes
Financial and
Strategic risks
(continued)
Pension risk
– The committee received updates on pension risk’s performance against risk appetite in each risk
management report. Additionally, the committee received a dedicated spotlight on pension risk which included
confirmation that no significant Pillar 2A or 2B capital impacts arose as part of the 2023 ICAAP.
Stress testing,
recovery plans and
the resolvability
self-assessment
BRC reviewed in detail the stress testing activity
undertaken by management to identify and monitor
risks and threats.
BRC also monitors and challenges the development
of plans which would allow NatWest Group to be
dealt with effectively in the event of financial failure.
Stress testing scenarios
– Stress testing scenarios used to monitor and measure risk profile have been kept
under close review by the committee given the turbulent external environment and the importance of capturing
the range of outcomes NatWest Group needs to be prepared for. In relation to risk appetite and risk monitoring,
the committee supported management’s use of stress testing, sensitivity testing, and scenario analysis tools and
challenged management regarding the reporting of additional stress testing data points in the risk management
report. BRC considered the stress scenarios to be used for monitoring a moderate, severe and extreme stress.
Recovery Plan
– Whilst no regulatory submission was required in 2023, BRC received detailed status updates
and feedback from the PRA was reported.
Resolvability self-assessment
– The committee reviewed the 2023 Resolvability Self-Assessment
(1)
and
recommended the final submission to the Board for approval. Additionally, the BRC Chair attended a series of
meetings with management focusing on the resolution barriers. Management confirmed that feedback from
the Bank of England’s 2021 assessment had been addressed. The committee discussed how resolvability
was evidenced and the controls in place across the Group to ensure that processes were being followed.
Control
environment
BRC continued to monitor the effectiveness
of internal controls required to manage risk
and was provided with updates regarding
the control environment ratings of NatWest Group,
franchises, functions, Digital X, and legal entities.
The committee continuously challenged management on progress towards an improved control environment,
with particular focus on Financial Crime, Wealth, and RBSI.
The committee reviewed and supported management’s report on the effectiveness of internal controls required
to manage risk.
Accountability and
remuneration
BRC continued to provide oversight over the risk
dimension of performance and remuneration
arrangements, as well as providing accountability
review recommendations from a risk management
perspective, working closely with RemCo.
Remuneration
– The risk and control goals of the NatWest Group Executive Committee members and relevant
attendees (ExCo) were considered by the committee and continued to focus on ensuring alignment with
regulatory expectations as well as key risk management deliverables. These were recommended to RemCo,
together with the individual performance goals for the Group Chief Risk Officer.
BRC also considered the risk and conduct performance of ExCo, to ensure a fair reflection of risk and conduct
performance in variable pay award and vesting outcomes. In response to questions and challenges from the
committee, management explained the rationale for any proposed risk-related adjustments to variable pay,
including annual bonus awards, the grant of relevant Restricted Share Plan awards and vesting of the 2021
Long-Term Incentive awards, and BRC recommended them to RemCo.
The committee discussed and recommended to RemCo proposed risk adjustments to NatWest Group’s
bonus pool calculation to reflect NatWest Group’s risk and conduct management performance. The committee
particularly focused on the weighting given to specific events and challenged management on its rationale.
Remuneration policy
– The committee carried out its annual review of the Material Risk Taker identification
process and had no concerns to escalate to RemCo.
Accountability
– The committee continued its oversight of regulatory reportable events, other material
investigations and resultant accountability review recommendations, advising RemCo on the appropriateness
of these recommendations from a risk perspective.
Further detail on how risk is considered in remuneration decisions can be found in the Report of RemCo on pages 138 to 139.
(1)
Reviewed by BRC in line with the committee’s role to review reports and regulatory submissions on behalf of the Board and recommend them for approval.
Corporate governance continued
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Report of the Group
Sustainable Banking
Committee
Combining the SBC and TIC agendas has ensured that
our Board committee structure continues to support the
Board in overseeing the execution of our strategy and
promoting NatWest Group’s long-term sustainable success.
Technology, innovation and data are integral to our
strategic priorities as we strive to be a relationship
bank in a digital world.
In July 2023, the committee’s Terms of Reference (ToR) were
updated to formalise the committee’s role in overseeing
Consumer Duty on behalf of the Board, including oversight
of the implementation plan and ensuring Consumer Duty
is properly embedded within NatWest Group. The updated
ToR also referred to the Group Consumer Board Champion
being a member of the committee.
Letter from Yasmin Jetha,
Chair of the Group Sustainable
Banking Committee
Dear Shareholder,
I am delighted to present my first report as Chair of the
Group Sustainable Banking Committee (the committee
or SBC).
I would like to take this opportunity to thank the previous
committee Chair, Mike Rogers, who served as SBC
Chair since 2018 and provided outstanding leadership
to the committee.
During 2023, the committee continued to support
the Board in overseeing, supporting and challenging
actions being taken by management to run the bank as
a sustainable business, capable of generating long-term
value for stakeholders. This year our agendas and rich
discussions have maintained a strong focus on our
support for customers, colleagues and communities.
We held several spotlight sessions throughout the year,
covering the principle areas of focus for the committee,
namely climate, learning, enterprise, customer, people and
culture, conduct and ethics, and technology, innovation and
data. The views of internal and external stakeholders were
sought wherever possible and meeting time was prioritised
towards meaningful debate and discussion.
The 2022 committee performance evaluation sought more
frequent updates on key topics, which was reflected in the
agendas. During the year we strengthened our operating
rhythm by establishing a new framework for the SBC,
ensuring focus on outcomes and long-term value creation,
benefits to the customer and learning from best in class,
including other industries.
Expanded remit of the committee
The Board agreed to retire the Technology and Innovation
Committee (TIC) on 30 April 2023 and, with effect from
1 May 2023, the committee’s remit was expanded to
include technology, innovation and data.
At its final meeting in March 2023, TIC considered: an
update on technology capabilities and ambitions, which
form part of the NatWest Digital X strategy; a spotlight
on payments, which considered the current and future
landscape and required areas of action; and progress
on data architecture. The committee encouraged
further strategic focus on payments and consideration
of forthcoming regulatory changes. Updates on data
strategy have continued to be provided to the Board
and Group Board Risk Committee during the year.
Corporate governance continued
Membership
In April 2023 the committee was delighted to
welcome Roisin Donnelly as a member who brings
a wealth of experience in customer, data and
digital transformation matters. Roisin was also
confirmed as Consumer Duty Board Champion
in April 2023. Following the departure of Mike
Rogers and Graham Beale from the Boards,
membership of the committee comprised three
non-executive directors, with one non-executive
director from the NatWest Holdings Limited
Board observing, along with management
attendees. More details of membership and
attendance of the committee can be found
in the Corporate Governance report.
Customer
People,
culture and
learning
Climate and
environmental
progress
Supporting
long term
value
creation
Enterprise
Technology,
data and
innovation
Principal
areas of
focus
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Corporate governance continued
Meetings
The committee continues to hold five meetings per annum
and reports to the Board on the committee’s activities after
each meeting, escalating matters for the Board’s attention
as appropriate. All meetings were held in person. The
committee operates under delegated authority from
the Board and its terms of reference are available on
natwestgroup.com. These are reviewed annually and
approved by the Board.
Conclusion
The committee has continued to effectively support the
Board and has played an important role in providing
detailed consideration of matters which will drive NatWest
Group as a sustainable business generating long-term value
for stakeholders. We have continued to benefit from a broad
range of internal and external stakeholder perspectives, to
better understand how NatWest Group’s actions are
supporting our customers, colleagues and society.
Theme
Principal areas of committee focus
Outcomes
Climate and
environmental
progress
Presentations considered progress on climate matters and principal focus areas for 2023 to support our
climate ambitions. This included consideration of climate-related risks, growth opportunities and trade-offs.
Pilots on the Property (home retrofit) and Food systems were presented which demonstrated the use of the systems
thinking approach and potential associated growth opportunities. The committee received updates on strategic
partnerships established to develop our thinking and help identify and solve climate-related problems. Updates on
sustainable bonds and green finance products demonstrated the initiatives underway to support customers in
various sectors.
The committee reflected on the positive external market reaction to NatWest Group’s 2022 Climate-related
Disclosures Report and announcements published in February 2023 and considered the steps being taken for
this to continue to develop, acknowledging the challenges faced by macro factors and external headwinds.
The committee has continued to support the Board in its oversight of the implementation and delivery of the Climate
transition plan. Updates were provided on the tools and processes that we have started to develop to support
customer engagement within our newly developed Climate Decisioning Framework, as well as work to incorporate
the Climate transition plan in forecasting and budget processes. The committee also received progress updates
in relation to our climate and sustainable funding and financing target and learned about efforts to co-develop
solutions with corporates to deploy climate and sustainable funding and financing funding in supply chains.
The committee welcomed Stuart Graham (Senior Partner) from Bernstein Autonomous Research LLP, who provided
expert observations and feedback on NatWest Group’s progress and future improvement areas. It was noted that
NatWest Group ranked second globally in The Autonomous Paris Readiness Index (APRI), published in 2022, which
ranks banks on climate risk, with a heavy weighting on managing transition risk.
The committee considered steps being taken to embed Environmental, Social and Governance (ESG) across our
supply chain and how this compared to peers. The update detailed key activities to align our supply chain to the
bank’s climate ambitions, including the refreshed Supplier Charter, which helps set expectations of suppliers and
the deepening of understanding of human rights risks in the supply chain. Supply chain decarbonisation pilots have
provided insights that inform 2024 approach and plans.
The committee noted NatWest Group’s ESG rating performance and other key themes arising in relation to this.
The committee had detailed discussion on the external
headwinds impacting NatWest Group’s ability to
achieve its 2030 climate ambitions and targets. Whilst
it was acknowledged that there are a number of
factors outside NatWest Group’s control, including
reliance on UK Government policy, the committee
challenged the sufficiency of actions taken by
NatWest Group to close gaps against its climate
ambitions and targets.
The committee encouraged focus on supporting
customers through their transition and wanted to
understand customer feedback on the tools being
provided to ensure they were useful.
The committee was keen to understand the
ability to scale initiatives to provide support to more
customers and the limitations faced as a result of the
UK’s infrastructure.
The committee encouraged consideration of
opportunities across the whole of the UK and the
use of Regional Boards.
I want to take the opportunity to thank everyone who
has contributed to the committee’s activities during 2023,
especially committee members and attendees for their
support and continued commitment.
Yasmin Jetha
Chair of the Group Sustainable Banking Committee
15 February 2024
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Theme
Principal areas of committee focus
Outcomes
People, culture
and learning
Given significant focus on culture and alignment to the strategy, an update on progress on the One Bank Culture
journey and the key drivers of culture was provided. A healthy culture, strong purpose, high levels of engagement
and clear values were confirmed. Spotlights on leadership capability, scaling experimentation, and changes to
performance management processes demonstrated the work being undertaken to drive a One Bank culture.
Acknowledging the integral role of ethics in the assessment of NatWest Group’s culture, the committee wanted to
understand how business ethics was monitored and reported at NatWest Group.
The committee considered action being taken by management to implement our Future Workforce Design, to
ensure the bank has the right skills, capabilities and roles for the future and can respond to the internal and external
environment at pace. The committee learned how our Future Workforce Design approach will deliver the workforce
needed in the face of changing customer expectations, technology advances, and future workforce trends. The
committee reviewed impacts on two specific areas, Human support in Retail and Software engineering in Digital X,
and noted the changes in the nature of work and skills required in the future.
The committee considered how the HR Transformation programme will improve colleague experience by providing
more efficient, effective and economical HR services resulting in the acquisition of new capabilities, adopting new ways
of working and empowering colleagues to deliver great outcomes for customers and communities. The evolution of
the operating model will also support the delivery of Colleague Journeys, aligned to the One Bank vision and pivot
to growth.
On behalf of the Board, the committee noted the approach taken to the development of workforce policies
and practices.
The committee acknowledged the strong bank-wide
culture scores but wanted to understand variance
in businesses and functions. It was noted that
the creation of a people index allowed areas of
challenge across NatWest Group to be identified.
The committee encouraged management to monitor
the impact of experimentation, including how it
would enhance culture and psychological safety.
The committee was pleased with the scale of
management’s ambition on the Future Workforce
Design but it was acknowledged that there were
many aspects which needed to be aligned to deliver
success. The committee encouraged management
to ensure that any potential disproportionate impact
on gender and other forms of diversity was managed
carefully to ensure equitable treatment of all employee
groups. The positive potential to offer employees more
rewarding work was also noted.
The committee supported the ambitious work being
undertaken on the HR Transformation update and
noted the importance of technology enablement to
deliver efficiency savings. The committee noted the
importance of closely tracking benefits to deliver the
projected value creation.
Customer
The committee considered actions being taken by management to improve customer service and experience across
key customer segments. Committee discussion focused on Consumer Duty, customer vulnerability and our response
to the economic environment.
Consumer Duty has been a priority focus of the committee during 2023. There have been a number of spotlights to
ensure timely updates on the work underway to embed the Duty and review progress towards key milestones and
compliance as at July 2023 and phase two in July 2024. The Consumer Duty Board Champion is a member of the
committee and provided input on their industry discussions and engagement with management on steps to embed
the Duty. The committee also received the annual Internal Audit Behavioural Risk review which focused on the
work being undertaken on Consumer Duty.
The committee had a spotlight session on Competition and Markets Authority (CMA) Service Quality Survey
performance and plans to improve customer advocacy. The committee wanted to understand how the CMA
survey and Net Promoter Scores were used and the usefulness of the survey to our customers and colleagues.
The discussion on customer vulnerability considered how the bank’s approach has been materially improved
in the past 18 months and is already improving outcomes for customers. Through data and monitoring we
now identify more vulnerability via inferred vulnerability and customers who have disclosed to us. Discussions
on branch closure and fraud helped to demonstrate how vulnerability is considered in the bank’s decision-making.
The committee received a Cost of Living brief at every meeting providing insight into how our customers are
responding to the external environment and how we are supporting the people, businesses and communities
we serve.
The committee discussions focused on meeting
the required outcomes under the Consumer
Duty legislation. Discussions focused on how
communications would be reviewed to ensure
customer understanding of financial products and
how data would be used to evidence good customer
outcomes. The directors supported the risk-based
approach to remediation.
In relation to customer vulnerability, the committee
sought to understand the number of customers that
could be considered vulnerable and how customers
were identified by the bank as potentially vulnerable.
The committee agreed it was important it continued
to focus on cost of living actions being taken to
support customers since it was anticipated the
external environment would continue to
be challenging.
Corporate governance continued
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Corporate governance continued
Theme
Principal areas of committee focus
Outcomes
Technology,
data and
innovation
Sessions focused on innovation and partnerships, payments, and artificial intelligence (AI) and automation.
The committee received an overview of our new, bank-wide innovation framework which was being used to catalyse
bank-wide growth through structured Innovation which would scale and deliver initiatives through the core bank.
The committee considered new payment initiatives intended to stem the disintermediation of payments income,
including Take Payments and Tap to Pay.
AI and automation is a key area of focus developing at pace, and the committee considered AI use cases being
deployed across NatWest Group for customer benefit, noting how they could enhance the existing automation
strategy. The committee noted progress made in evaluating the areas of potential value for leveraging AI and
associated risks. The committee acknowledged the importance of risk management and controls and discussed
the use of model risk governance. Andrew Rogoyski, a member of the Technology Advisory Board and AI expert,
joined the session and provided an external perspective. A number of other Board members also joined the session.
The committee was keen to understand how
partnerships were used in the innovation ecosystem
and encouraged management to consider the use of
accelerator hubs and universities to support innovation
initiatives. The committee considered the programme
to encourage colleagues to bring forward potential
future initiatives and discussed how capabilities could
be enhanced to drive more innovation at all levels
across the bank.
The committee requested that the SBC MI Report
be enhanced with new metrics relating to technology,
innovation and data to allow it to monitor progress.
The committee wanted to understand how payments
initiatives progress and requested a future update on
the underpinning payments technology architecture
to understand risks and opportunities in this area.
The committee was keen to understand how
improvements and benefits as a result of AI
were being measured.
The committee considered the approach to AI
in various jurisdictions and amongst regulators.
The committee emphasised the importance of
management’s approach to AI being sufficiently
customer focused to ensure stakeholder trust
was maintained.
Enterprise
The committee received an update on NatWest Group’s Enterprise activity, including the strategy and partnership
approach. The committee heard feedback from customers on the importance of the support provided to them by
the accelerator hubs.
The committee discussed the SME (small and medium-sized enterprises) banking market context and NatWest
Group’s position. The session reflected on our broad proposition that enables us to serve all customers in this
segment with distinctive elements, including FreeAgent, Mentor, and Enterprise support.
The update included a spotlight on the work undertaken internally and in partnership with Aston University
to measure the impact and outcome of NatWest Group’s interventions on its Enterprise activity. The analysis
demonstrated improved survivability and growth rates of those customers involved in accelerator hubs versus a
control group. Professor Mark Hart (Enterprise Research Centre, Aston University) presented the findings of work to
date and noted that the impact measurement results were interim and would continue to develop. He commended
the results achieved given the external context of the business environment.
The committee discussed both the growth opportunity
and challenges in relation to NatWest Group’s
Enterprise ambitions.
The committee discussed the changing competitive
landscapes and the entrance of alternative finance
providers to the sector and activities.
The committee was keen to understand how the
accelerator hubs compared to other programmes
across the industry and how they could be scaled
without reducing impact to ensure greater support
for customers.
The committee noted the innovative approach
presented in relation to measuring impact, which
should provide robust analysis and metrics upon
which stakeholders could measure NatWest Group.
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Theme
Principal areas of committee focus
Outcomes
Supporting
long term
value creation
The committee supported the Board in overseeing the initial work to reflect on the purpose and understand how
this might evolve. This included consideration of the desktop research, and internal and external stakeholder
perspectives. The majority of Board members joined the committee for these discussions. Sarah Gillard, the CEO
of the Blueprint for Better Business, provided her perspectives following interviews with stakeholders and colleagues,
and highlighted the opportunity to bring purpose further into the core of the business.
The committee discussed the meaning of Sustainable Banking to ensure a common understanding of the importance
of running a business that is capable of generating long term value for its stakeholders. The committee considered
how medium to longer term priorities could be measured through financial and non-financial metrics.
Following the presentation of the impact measurement work being undertaken by Aston University, the committee
received an update on the broader impact measurement work underway across the bank, the proposed new bank
wide impact measurement framework, and planned next steps for 2024.
SBC considered NatWest Group’s 7
th
Annual Modern Slavery & Human Trafficking Statement. The committee
was provided with a comprehensive update on Human Rights including progress made in 2023 and the plan
for 2024, and the approach to the first disclosure of NatWest Group’s Salient Issues.
As a founding signatory of the UN Principles for Responsible Banking (PRB), the committee was provided
an update against the major milestones in the 4 year PRB journey, which were achieved by September 2023.
The committee considered and provided advice to the Group Performance and Remuneration Committee
on the setting and assessment of performance against people and culture, customer, purpose targets.
The committee noted that using ‘purpose in practice’
is essential and it was important to link purpose with
long-term sustainable performance. The committee
was keen to understand all stakeholders’ views,
including investors.
The committee agreed it should focus on medium
to longer term priorities driving the bank as a
sustainable business through a multi-stakeholder
lens and requested the inclusion of relevant financial
and non-financial metrics in the data provided
to it in future.
The committee welcomed the experimentation
underway in relation to impact measurement,
and encouraged management to ensure the
measurements were objective given customers’
multi-variable behaviour.
The committee recommended NatWest Group’s
7
th
Annual Modern Slavery & Human Trafficking
Statement to Board for approval. It noted the value
of the Colleague Advisory Panel engagement which
had resulted in the clarification of roles described.
The committee supported and recommended
the publication of disclosure on Salient Human
Right Issues to Board.
Corporate governance continued
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Colleague highlights
January 2023
A cash payment of £1,000 (adjusted for local
salary levels) was made to approximately
60,000 colleagues.
We launched our new Partner Leave policies,
which introduced significantly enhanced pay
and leave for eligible colleagues.
February 2023
We announced our new Sharing in Success scheme
for all colleagues, designed to reward One Bank
behaviours and outcomes and align all colleagues
across NatWest Group to our purpose and strategy.
April 2023
Nearly 90% of our junior UK colleagues (A and B
grades) covered by our negotiated pay approach
received a salary increase of at least 7%, with
almost two-thirds receiving 8% or more, on top
of the £1,000 payment in January. Salary ranges
were also increased.
November 2023
We were certified as a Regional Living Wage
Employer for our global operations by the
Fair Wage Network.
December 2023
We announced Beyond, our changes to
performance management for all colleagues,
including the removal of performance ratings
from 2024 onwards.
From April 2024 onwards
Nearly 95% of our junior UK colleagues (A and B
grades) covered by our negotiated pay approach
will receive a salary increase of at least 3.5%, with
almost two-thirds receiving 5% or more. In addition,
our UK starting salary will move to £23,500 per
annum, an increase of 15% since September 2022.
Our first award under our Sharing in Success
scheme will be awarded in May 2024, with a share
award of £1,000 for all eligible employees (adjusted
for local salary levels), subject to shareholder
approval of the recommended dividend.
127
Chair’s introduction
131
Remuneration at a glance
134
Wider workforce remuneration and
the directors’ remuneration policy
141
The Annual remuneration report
Directors’ remuneration
report
Letter from Lena Wilson, CBE,
Chair of the Group Performance and
Remuneration Committee
Dear Shareholder,
On behalf of the Board, I am pleased to present the
remuneration report for 2023. This has been a year
of significant change for the organisation, with a new
Group Chief Executive Officer (Group CEO), Paul Thwaite,
now confirmed in role on a permanent basis after an
initial appointment in July for a period of 12 months, and
an announcement of a new Chair, Rick Haythornthwaite,
who will succeed Howard Davies from 15 April 2024.
Performance highlights for 2023
In an uncertain economic environment, NatWest
Group has performed well in 2023 delivering an
operating profit of £6.2 billion and a RoTE of 17.8%.
Our capital generation has remained strong and
we continue to deliver returns and distributions to
shareholders. In 2023 £3.6 billion of capital was
returned to shareholders including a proposed
final dividend of £1.0 billion.
Board changes and impact on remuneration
The committee has been heavily involved in guiding the
Board and overseeing management activity with regard
to performance and remuneration matters through this
period of change. The decisions made during this transitional
period, in the context of remuneration, are summarised on
the following page.
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Performance
highlights
Income growth
12.13%
2022: 26.15%
Attributable profit
£4,394 million
2022: £3,340 million
RoTE
17.8%
2022: 12.3%
Climate and sustainable funding
and financing
(1)
£29.3 billion
2022: £24.5 billion
Shareholder returns through
dividends and buybacks
£3.6 billion
2022: £5.1 billion
Directors’ remuneration report continued
Executive director changes
On 25 July 2023, Paul Thwaite was appointed as the Group
CEO for an initial period of 12 months. The committee
set Mr Thwaite’s annual base salary on original appointment
at £1,050,000. Mr Thwaite has now been permanently
appointed as Group CEO from 16 February 2024; details
on pay for 2024 are on page 150. Mr Thwaite has been an
active member of NatWest Group’s defined benefit pension
scheme that was available to all employees recruited at the
same time as him. Other elements of his fixed and variable
pay are in line with the standard terms of our approved
directors’ remuneration policy (the Policy). Mr Thwaite has
confirmed that, following his permanent appointment to the
role of Group CEO, he will become a deferred member of the
defined benefit scheme as soon as reasonably practicable
and can choose to join NatWest Group’s defined contribution
pension arrangements. The committee agreed that his 2023
variable pay awards would be pro-rated to reflect the time
spent in his Group CEO role and in his previous role as CEO
of the Commercial and Institutional business (Ring Fenced
Bank). More details of Mr Thwaite’s remuneration
arrangements are on page 141.
Alison Rose stepped down as Group CEO by mutual
agreement with effect from 25 July 2023. In line with
Ms Rose’s service agreement, she will continue to receive
her fixed pay for her contractual notice period, which will
end on 26 July 2024. In accordance with the terms of the
Policy and our share plan rules, any awards due to vest
after cessation of her employment on 26 July 2024 will lapse
on that date. No bonus or variable remuneration will be paid
to Ms Rose in respect of her service during 2023. Ms Rose’s
shareholding requirement will continue to apply for a period
of two years from the date of cessation of her employment.
More details of payments made to and received by Ms Rose
are on page 150 under ‘Payments for loss of office and
payments to past directors’.
Joining arrangements for Rick Haythornthwaite
Mr Haythornthwaite joined the Board of NatWest Group as
an independent non-executive director on 8 January 2024
and following a handover period will take over as Chair
on 15 April 2024, when Howard Davies will stand
down from the Board. On assuming the role of Chair,
Mr Haythornthwaite’s fee will be £775,000 p.a., which
is the fee currently paid to Mr Davies.
Wider workforce
Following on from the extensive support provided in 2022 to help our
colleagues with the cost of living, continued targeted action has been
taken to help those colleagues most likely to be affected by the sudden
spike in inflation. Payments of £1,000 (adjusted for local salary levels)
were made in January 2023 to approximately 60,000 colleagues, with
broad parts of the UK workforce receiving a further salary increase of
at least 7% in April 2023. We will build on this in April 2024, continuing
to target fixed pay spend to our A and B grade colleagues and further
increasing our minimum rate of pay in the UK to £23,500 pro-rata. In
December 2023, the committee agreed that no salary increases would
apply from 1 April 2024 for the Group CEO, who had been appointed
for an initial period of 12 months, and Group CFO. This compares to
an average salary increase for the global workforce at 4%. Mr Thwaite
has since been appointed permanently as Group CEO with effect from
16 February 2024. Pay arrangements for the executive directors for
the 2024 performance year are on page 150, including in respect of
Mr Thwaite being appointed permanently as Group CEO.
Wider workforce considerations have remained a key focus of
the committee throughout 2023. We believe it is imperative that
we continue to monitor and discuss colleague sentiment with regard
to both performance and pay matters, and I therefore attended the
Colleague Advisory Panel (CAP) in May 2023 to discuss colleague
remuneration and benefits, as well as our approach to executive pay
and its link to our strategy and purpose. These ongoing two-way
discussions with colleagues are a valuable tool to deepen our
understanding of colleague views and also to explain the alignment
between our executive director and wider workforce pay policies.
More details of our work with the CAP are on page 136.
After good committee discussion on what would further drive
individual and organisational performance, in late 2023 we announced
Beyond – our changes to performance management for all colleagues,
including the removal of performance ratings for 2024 and onwards
and a changing approach to managing goals, feedback and pay.
NatWest Group has been an accredited Living Wage Employer in the
UK since 2014 and sets pay levels above the real living wage (RLW)
rates. In 2023, we were also pleased to be certified as a Regional Living
Wage Employer for our global operations, recognising that our rates
of pay for our colleagues outside the UK are at or above the living
wage threshold as defined by the Fair Wage Network.
In last year’s report I announced our new Sharing in Success scheme
for all colleagues. The scheme is intended to recognise One Bank
behaviours, drive a performance culture with purpose-led outcomes
and further align colleagues with our strategic direction. The scheme
is a welcome addition to our employee value proposition, alongside
broader policy enhancements, which will help in light of market
(1)
Cumulative contribution of £61.8 billion towards
£100 billion between 1 July 2021 and the end
of 2025 target.
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2023 Annual Report and Accounts
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Directors’ remuneration report continued
bonus pool when the fine was handed down, likewise the relevant senior executive
committee members had their awards reduced to reflect the bonus pool adjustment. No
further adjustment was deemed necessary for these individuals. However, the committee
determined that similar adjustments should be made to ten ex-colleagues who were not
impacted by the adjustments made in 2021 as they had left the bank. Further details are
provided on page 137.
Remuneration outcomes for 2023
The assessment of performance against their annual bonus scorecards resulted in a scorecard
outcome of 53.6% for Mr Thwaite and 52.3% for Ms Murray, including the impact of
downwards risk modifiers to reflect risk performance against core goals, balanced by strong
leadership behaviours. Mr Thwaite received a separate discretionary award in respect of the
portion of 2023 when he was CEO of the Commercial & Institutional franchise. Further details
of this award are not included within this report as it does not relate to his time as an executive
director. The committee considered the outcomes for Mr Thwaite and Ms Murray to be a fair
reflection of performance and felt no further discretionary adjustments were required.
Performance measures
Weighted outcome
Financial (60%)
25.2% out of 60%
Return on Tangible Equity (30%)
14.2%
Income growth (10%)
3.2%
Cost reduction (10%)
2.8%
Medium-term capital target (10%)
5.0%
Strategic (35%)
25.1% out of 35%
Climate (10%)
7.8%
Customer (10%)
4.8%
Purpose, culture and people (10%)
8.3%
Enterprise and capability (5%)
4.2%
Personal (5%)
Group CEO personal performance
4.0%
Group CFO personal performance
2.5%
Post application of risk modifier (0-100%)
CEO Outcome
53.6%
CFO Outcome
52.3%
Grant of 2024 Restricted Share Plan (RSP)
The committee also approved that RSP awards for Mr Thwaite and Ms Murray would be
granted at maximum as satisfactory performance had been achieved over the year prior to
award. The vesting of the RSP awards will be subject to assessment against pre-determined
criteria that consider whether sustainable performance has been delivered over the three
years after grant. Full details of the annual bonus and RSP performance assessments can
be found on pages 143 and 148.
competition for talent. For 2023, we measured success based on financial performance, our
approach to risk, helping our customers thrive, living up to our climate targets and ambitions,
and delivering value for shareholders. Our first award under our Sharing in Success scheme
will be awarded in May 2024, with a share award of £1,000 to all eligible employees
(adjusted for local salary levels), subject to shareholder approval of the recommended
dividend at the April 2024 Annual General Meeting (AGM). More details of our Sharing
in Success scheme are on page 134.
I am also proud of our new Partner Leave policies launched in 2023 which support all eligible
employees with significantly more time away from work to help their partner look after their
new child. The policies introduce significantly enhanced pay and leave for eligible fathers and
partners to share the caring responsibilities. The policy is open to both same-sex parents and
heterosexual parents, ultimately championing the potential of both parents and promoting
gender equality in the workplace. Colleague feedback has been overwhelmingly positive,
with over 1,200 colleagues benefiting from the policy.
Financial wellbeing is vitally important, and colleagues are supported with access to pension
and protection products, shopping discounts, as well as a comprehensive range of financial
health initiatives. Over 20,000 colleagues contribute to our Sharesave scheme each month,
which is available to approximately 97% of colleagues, with participants across the UK,
Ireland, India and Poland. It provides an opportunity for colleagues to benefit from increases
in the NatWest Group share price with limited risk, encouraging financial capability and
aligning their interests with shareholders, and is particularly popular with colleagues at
A-C grades. I am pleased that our 2023 Sharesave offer proved to be the most successful
in recent memory, and this demonstrates colleagues are responding to our support for
colleague share ownership and financial wellbeing.
Bonus pool for the wider workforce
The bonus pool is based on a balanced range of strategically important measures
including; financial performance, customer outcomes, colleague experience and diversity,
risk management, risk events and progress against our climate and purpose ambitions.
The committee agreed a 2023 bonus pool of £356.0 million for those colleagues eligible
to receive an award. This is around 3% lower than the 2022 bonus pool of £367.5 million,
despite a larger bonus eligible headcount. The bonus pool outturn reflects the impact on
shareholders this year due to missed guidance, despite increased group operating profit
of 20.4% year-on-year.
Pay gap reporting
We are making good progress in building a diverse, equitable and inclusive workplace
and the committee reviews gender and ethnicity pay gap metrics as part of the process.
This is the sixth year we have published ethnicity pay gap information on a voluntary basis.
Following our approach last year, we disaggregated our ethnicity pay gaps to compare
Black, Asian, mixed and multiple and ethnic minority average hourly pay to that of White
colleagues. We are confident that our colleagues are paid fairly, and our policies and
processes are kept under review to make sure this continues to be the case. You can
find full details of our pay gap reporting in the Strategic report and on natwestgroup.com.
Individual pay adjustments
In 2023, we concluded the accountability review into the events that led to the breaches of
the Money Laundering Regulations 2007. None of the individuals in scope were found to be
accountable on an individual level, but we recognise that the issues represent a collective
failure. Colleagues who were bonus eligible in 2021 were impacted by a reduction in the
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Looking ahead
How we reward and support colleagues remains of critical importance.
Our approach is to reward colleagues in a fair, sustainable and transparent
way. In 2024 we will roll out Beyond, our redesigned approach for performance
management including goals, feedback and pay. This will aim to drive a culture
of high performance and create a better experience for colleagues. In 2024,
the committee will also continue focus and discussion on wider workforce
considerations.
Our executive directors’ strategic scorecard for the last ten years has evolved
to include people, climate, enterprise and financial capability measures alongside
established focus on delivering against key financial metrics and customer
and risk considerations. ESG metrics are also a core part of our performance
assessment for our bonus pool. We will continue to use ESG performance
metrics for variable pay that are demanding, quantifiable and clearly linked
to our strategy.
During 2023 we engaged with the current Financial Conduct Authority (FCA)
and Prudential Regulation Authority (PRA) ‘Diversity and Inclusion’ consultation
and will continue to contribute to the important discussion on how the pace of
meaningful change in diversity and inclusion can be accelerated in financial
services. In October 2023 the FCA/PRA published a revised policy statement
announcing the removal of the variable pay cap for UK banks. NatWest Group
has operated a variable pay cap of one times fixed pay since the regulations
came into force in 2014. Whilst we do not anticipate making any immediate
changes to our existing construct, we have increased our normal maximum
variable to fixed pay ratio to 2:1, although this is expected to be used on a
gradual and targeted basis. This should align NatWest more closely to peers,
ensuring we have the flexibility to remain competitive. No changes are being
made to the executive directors whose remuneration will be determined based
on the terms of our Policy, approved at the 2022 AGM.
The three-year term of our current Policy comes to an end at the 2025 AGM.
The committee will review our current approach and consider how it should
evolve considering the need to have a market competitive pay to retain and
attract talent, and maintain strong alignment with shareholders’ interests.
The committee will also consider whether any changes are required to our
approach noting the removal of the variable pay cap. We will engage with our
large shareholders and proxy advisory bodies to understand their perspectives
prior to bringing our new Policy for shareholder approval at the 2025 AGM.
I hope this letter and the information that follows will explain our approach in
2023 to remuneration. I am grateful for the support of our stakeholders during
this process and would like to thank my fellow committee members for their
valuable contribution.
Lena Wilson, CBE
Chair of the Group Performance and Remuneration Committee
15 February 2024
Vesting of long-term incentive (LTI) awards granted in 2021
LTI awards were granted to Mr Thwaite and Ms Murray in March 2021. Prior to the awards being
granted to Mr Thwaite and Ms Murray, reductions of 55.2% and 54.5% respectively were applied to
the maximum award as a result of the pre-grant performance assessment over 2020. In December
2023, we considered whether anything had come to light since the grant which would change our
original view of performance. Based on the pre-vest assessment, the committee concluded that
there had been no material deterioration in financial, customer, risk, culture or purpose-linked
performance since grant. Therefore, a sustainable level of performance had been achieved over
the period and no further adjustments were necessary under the pre-vest test. The committee also
considered carefully whether any windfall gain had taken place in relation to the grant in 2021 and
determined that no adjustment should be made, noting in particular that there had been no material
fall in share price compared to the prior year grant and pre COVID-19 level. The share price used
to determine the number of shares subject to the award was in fact 9.7% higher on a like-for-like
basis relative to the prior year grant and 18.8% lower relative to the level pre COVID-19. It was
noted that both these figures are less than 20%, the level above which further consideration
would typically be given to an adjustment. Further details of the performance assessment
and consideration of windfall gains can be found on page 147.
Implementation of the Policy for 2024
Under our Policy, annual bonus awards, with formulaic weighted measures and purpose-led
targets, are complemented by RSP awards that support longer-term performance and shareholder
alignment. This construct provides restrained pay outcomes, alignment between the interest of our
executive directors and shareholders and incentivises sound risk management.
In December 2023, the committee agreed that no salary increases would apply from 1 April 2024
for the Group CEO, who had been appointed for an initial period of 12 months, and Group CFO.
This compares to an average salary increase for the global workforce at 4%. The maximum bonus
opportunity and RSP awards for executive directors in 2024 remains unchanged at 100% of salary
and 150% of salary respectively. The committee reviewed the 2024 performance measures for
annual bonus awards and the underpin criteria for RSP awards, as detailed later in this report,
which remain unchanged and continue to align with our purpose-led strategy.
Mr Thwaite has subsequently been permanently appointed as Group CEO and the committee
has reviewed his remuneration arrangements in accordance with the Policy. With effect from
16 February 2024 his base salary will be £1,155,660 per annum, an increase of 10% from his
current salary of £1,050,000 per annum which was set at the time of his appointment on 26 July
2023 for an initial period of 12 months. His fixed share allowance will continue to be set at 100%
of salary and he will also receive standard benefit funding of £26,250 per annum and standard
pension funding of 10% of his salary. This sets Mr Thwaite’s fixed pay at the same level as the
fixed pay previously paid for the Group CEO role prior to his appointment in July 2023.
The committee noted that pay of our executive directors continues to remain below the target
total compensation opportunity of other major UK banks. The committee remains very aware
of the importance of recognising good performance and the need to attract and retain highly
talented colleagues.
New Employee Share Plan
At the 2024 AGM we will seek approval for the NatWest Group plc 2024 Employee Share Plan.
This will replace, and largely replicates, the 2014 Employee Share Plan, which expires in June 2024.
It is intended that all non-tax advantaged share awards granted after March 2024 to both senior
executives and colleagues, including annual bonus and RSP awards, will be granted under the new
2024 Employee Share Plan. Further details, including a plan summary, will be set out in the Letter
to Shareholders.
Directors’ remuneration report continued
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2023 Annual Report and Accounts
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Fixed Pay (£000’s)
2023 Annual Bonus
2023 RSP pre-grant
2021 LTI vesting
Paul
Thwaite
951
Maximum
Post risk modifier
Scorecard assessment
60%
35%
5%
25.2%
25.1%
4.0%
53.6% of max
54.3% of max
Financial
Strategic
Personal
42%
of max
72%
of max
80%
of max
150%
of salary (no adjustment
at pre-grant)
Maximum
Following
pre-grant test
Following
pre-vest test
Vesting value
(including share
price movement)
£900k
44.8% of
max, £403k
44.8% of
max, £403k
£508k
Katie
Murray
1,673
Maximum
Post risk modifier
Scorecard assessment
60%
35%
5%
25.2%
25.1%
2.5%
52.3% of max
52.8% of max
Financial
Strategic
Personal
42%
of max
72%
of max
50%
of max
150%
of salary (no adjustment
at pre-grant)
Maximum
Following
pre-grant test
Following
pre-vest test
Vesting value
(including share
price movement)
£1,500k
45.5% of
max, £682k
45.5% of
max, £682k
£859k
Amounts for
Mr Thwaite based
on fixed pay since
appointment as Group
CEO on 25 July 2023.
The maximum bonus award was based on 100% of salary earned over 2023.
This equated to £458k for Mr Thwaite and £782k for Ms Murray. The assessment
of performance against their annual bonus scorecards resulted in a scorecard
outcome of 53.6% of maximum for Mr Thwaite and 52.3% of maximum for
Ms Murray. A downwards risk modifier of 0.71% applied for the Group CEO and
0.46% for the Group CFO to reflect risk performance against core goals, balanced
by strong leadership behaviours. The committee considered the outcomes for
Mr Thwaite and Ms Murray to be a fair reflection of performance and felt no
further discretionary adjustments were required.
Award levels reflect Group
and individual performance
in 2023 and will be subject
to a further assessment
pre vesting. Awards are
delivered in shares to align
with long-term performance
and shareholders. See page
148 for further details
of the pre-grant and
pre-vest performance.
Prior to the awards being granted to the Group CEO
and Group CFO, reductions of 55.2% and 54.5%
respectively were applied as a result of the pre-grant
performance assessment over 2020. In December 2023,
after considering whether anything had come to light
since the grant which would change the original view
of performance, no adjustment was proposed. Vesting
value reflects an increase in share price over the period.
Executive director remuneration outcomes (£000’s)
Paul Thwaite
Alison Rose
Katie Murray
Pay outcomes
Fixed Pay
Bonus
RSP/LTI
Sharesave
Total
Fixed Pay
Total
Fixed Pay
Bonus
RSP/LTI
Sharesave
Total
Awarded for 2023
951
245
1,216
2
2,414
1,452
1,452
1,673
409
1,173
3
3,258
Single figure 2023
951
245
508
2
1,706
1,452
1,452
1,673
409
859
3
2,944
Remuneration at a glance
Shareholding requirements for executive directors as at 31 December 2023
0
100
200
300
400
500
600
700
800
900
128%
119%
307%
209%
Paul Thwaite
Katie Murray
Shareholding requirement
Shares held outright and performance-assessed unvested share awards that count towards requirement (net of tax)
Unvested share awards still subject to performance assessment (do not count towards requirement)
Fixed pay
Annual Bonus
RSP award
2021 LTI
Sharesave
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Summary of Policy and implementation in 2024
Key
elements
Performance
year
Variable
pay
grant
year
Years
Summary of Policy and Implementation in 2024
+1
+2
+3
+4
+5
+6
+7
+8
+9
+10
Salary
Any increase will not normally be greater than the average salary increase for NatWest Group employees over the period
of the policy. Other than in exceptional circumstances, the salary of an executive director will not increase by more than
15% over the course of this policy.
Implementation in 2024: No salary increase is proposed for the Group CFO for 2024. The Group CEO’s salary will
increase with effect from 16 February 2024 as result of his permanent appointment.
Group CEO:
£1,155,660
Group CFO:
£787,950
Paid over
performance year
Pension
Pension contribution, aligned to the wider workforce, at 10% of base salary.
Mr Thwaite has been a member of NatWest Group’s defined benefit pension scheme. He is entitled to a pension
allowance of 10% of salary. He exchanged this and a portion of his other fixed pay for participating in the defined benefit
scheme. Mr Thwaite will become a deferred member of the defined benefit scheme as soon as reasonably practicable
and can choose to join NatWest Group’s defined contribution pension arrangements.
Paid over
performance year
Benefits
£26,250 standard benefit funding.
Other benefits can be paid within the terms of the Policy.
Paid over
performance year
Fixed
Share
Allowance
20%
100% of base salary.
Shares released over five years.
Payable broadly in arrears over the performance year, currently in four instalments per year.
20%
20%
20%
20%
Paid over
performance year
Released in equal tranches over a five-year period
Bonus
50% cash
Maximum award:
100% of salary.
Performance
year
50% shares
50%
Operation:
Awarded upfront with a 50/50 split of cash and shares.
Annual bonus assessed based on a weighted scorecard of strategic measures, as set out below.
A downwards risk modifier also applies.
Paid
upfront
Financial metrics
Weighting
Non-financial metrics
Weighting
Group RoTE
30%
Climate
10%
Group underlying income excl. notable items
10%
Customer
10%
Group operating expenses excl.
litigation and conduct costs
10%
Purpose, culture and people
10%
CET1
10%
Enterprise and capability
5%
Personal
5%
Total
60%
Total
40%
Restricted
Share Plan
20%
20%
Maximum award:
150% of salary
Granted provided
satisfactory
performance
over year
After three years,
performance assessed
against underpin criteria
20%
20%
Operation:
Delivered in shares, vesting in equal tranches over years three to seven with a 12-month holding
period following each vesting.
Vests pro-rata
over years 3-7,
subject to
12 months’
retention period
20%
20%
20%
20%
20%
20%
Metrics:
RSP awards subject to satisfactory performance before grant and an underpin after three years to
check performance has been sustainable.
Share
ownership
CEO:
500% of salary
CFO:
300% of salary
Ongoing
On leaving, requirement to hold shares of a value equal to the lower of the shareholding requirement immediately
prior to departure or the actual shareholding on departure, for a period of two years.
Malus and
clawback
Any variable pay awarded is subject to malus prior to vesting and clawback for seven years from grant,
extended to ten years in certain circumstances. See page 137 for further details.
Subject to malus prior to vesting
Subject to clawbacks for seven years from grant
Clawback extended to 10 years
in certain circumstances
Remuneration at a glance continued
Share element subject to
12 months retention period
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Remuneration at a glance continued
Annual bonus
RSP awards
Sharing in Success
Performance
measures for
2023
Financial performance
Customer scores
Climate
Purpose, culture and people
Enterprise and capability
Risk
Sustainable performance required
Underpin criteria based on capital,
shareholder distributions, risk
and control environment
Long-term payment in shares to align
with performance and shareholders
Financial performance
Helping our customers thrive
An intelligent approach to risk
Living up to our climate ambitions
and targets
Delivering value for our shareholders
Alignment
with our
strategy and
stakeholders
Delivering on our strategy helps to support growth, makes a positive contribution to society and drives sustainable returns
for our shareholders.
Linking performance with pay encourages everyone to work and think as One Bank.
Goals and measures for executive directors cascade to senior management and the wider workforce, based on our latest
strategic priorities.
While ambitions can stretch over several years, we set measures and targets for each year. For example, one of our focus areas
is supporting our customers in their transition to net zero and you will see climate targets in our annual bonus and Sharing in
Success outcome for 2023.
Having a balanced scorecard of measures and targets helps to incentivise strong financial and risk performance as well
as purpose-led outcomes.
Pay is delivered in a way that aligns with the long-term interests of our stakeholders.
For those that receive higher amounts of remuneration, it is increasingly delivered in shares and subject to long holding periods.
Through malus and clawback, we can recover pay where new information comes to light.
Alignment
with our ESG
priorities
People measures have featured in the performance and pay decisions of our executive directors for over ten years.
Our approach has evolved beyond employee engagement to include purpose and culture targets as well as creating a diverse and
inclusive workplace.
For 2023, our climate focus included an increased target for climate and sustainable funding and financing as well as progressing
our Climate transition plan.
There are also targets to build the financial capability of our customers, encourage youth participation in enterprise and provide
support for harder to reach groups with higher barriers to entering and growing a business.
Turning to the wider workforce, the annual bonus pool is based on a balanced scorecard which includes climate, enterprise,
financial capability, purpose, culture and people measures, broadly aligning with the position for the executive directors.
Allocation from the pool depends on the performance of the business area and the individual.
Sharing in Success provides a further way for sustainable performance to be reflected in the pay outcomes throughout
the organisation.
Details of performance against the 2023 targets for executive directors can be found later in this report. You can also find information on how our executive director
performance measures align with the five principles of a purpose-led business in our ESG Disclosures Report, available on natwestgroup.com.
Linking executive and wider workforce pay to our strategy and
ESG priorities
Our purpose
NatWest Group champions potential,
helping people, families and
businesses to thrive.
Because when they thrive, so do we.
Stakeholders
Investors
Regulators
Customers
Communities
Colleagues
Suppliers
Strategic priorities
Supporting customers at every
stage of their lives
Simple to deal with
Sharpened capital allocation
Powered by people, technology,
innovation and partnerships
Climate
We have made helping to
address the climate challenge
and supporting our customers
in their transition to net zero
a key strategic priority.
Enterprise
Our ambition is to remove
barriers to enterprise and to
provide businesses in the UK
the support they need to grow.
Learning
We are helping people to take
control of their finances, to make
the most of their money, safely and
securely – now and in the future.
Read more on page 9.
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Wider workforce support in 2023
Approves the
remuneration
policy principles
, which are
applied consistently across
NatWest Group, and reviews
the policy’s implementation.
The committee is supported
by Subsidiary Performance
and Remuneration
Committees which review
whether the policies and
practices are appropriate
at the respective legal
entity level.
Considers a report on
how
pay has been distributed
across the workforce
during the year.
The report includes analysis
by grade and diversity
categories, and there are
checks in place to ensure
that decisions are
made fairly.
Approves the bonus pool
for bonus-eligible colleagues
and the
Sharing in Success
payments
across the
wider workforce.
The bonus pool is
determined after considering
performance against a
balanced scorecard of
strategically important
measures. Sharing in
Success payments are
based on the achievement
of pre-defined measures.
Reviews
the annual spend
on fixed pay.
Fixed pay increases in recent
years have been focused
mainly on colleagues in A-B
grades and those lowest in
their salary range.
Reviews and
approves
share plan offerings
for colleagues.
Sharesave is offered in the
UK, Ireland, Poland and India,
encouraging colleagues to
think about their financial
wellbeing with an option to
buy NatWest Group shares.
How the committee oversees wider workforce remuneration
Sharing in Success
Our new Sharing in Success
scheme for all colleagues is intended to
recognise One Bank behaviours, drive
a performance culture with purpose-led
outcomes and further align colleagues
with our strategic direction.
For the 2023 performance year
we measured success based on: financial performance,
our approach to risk, helping our customers thrive, living
up to our climate targets and ambitions, and delivering value
for shareholders. The first awards will be delivered in May
2024, subject to shareholder approval of the recommended
dividend at the April 2024 AGM. This will be delivered to
colleagues in NatWest Group shares at a value of £1,000
per colleague (adjusted to local levels of £575 for Poland
and £375 for India). For 2024, we will measure success
based on financial performance, our approach to risk,
being brilliant for our customers, and delivering value
for shareholders.
Each year
the
committee:
1
2
3
4
5
Global Living Wage
We are proud to be accredited as a Living
Wage Employer by the Living Wage Foundation,
demonstrating our commitment to paying wages
that meet the true cost of living in the UK. Our rates
of pay continue to exceed the Living Wage Foundation
benchmarks. This commitment also includes our
contractors and suppliers across the UK.
For our hubs outside the UK, we continue to pay
above the minimum and living wage rates. In 2023,
we furthered our commitment to fair pay by achieving
accreditation as a Regional Living Wage Employer
from the Fair Wage Network and
are now recognised as a Global
Living Wage Employer.
Ongoing
enhancements to
employee benefits
We offer a comprehensive
range of benefits to
employees to support our
aim of being a truly inclusive organisation.
As part of our private medical cover benefits,
we introduced a new ‘Neuro-developmental
Pathway’ from October 2023. This is an
expert-led service, which provides initial
assessment and diagnosis of Attention Deficit
Hyperactivity Disorder (ADHD), Autism Spectrum
Disorder (ASD) and Tourette’s syndrome. The
cover has been specially designed to provide
short-term support following diagnosis, either
through adapted Cognitive Behavioural Therapy
(CBT) and/or prescription and stabilisation of
medication for ADHD.
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How we align wider workforce and executive directors’ remuneration
We have invested significantly in colleague
(1)
pay over the last few years to help large parts of
the workforce with the cost-of-living crisis, as well as to deliver on our commitment to deliver
fair levels of pay throughout the organisation. The remuneration policy supports a culture
where individuals are rewarded for sustained performance and demonstrating the right
behaviours. The same principles apply to everyone, adjusted to comply with local
requirements. The principles are designed to:
Pay for executive directors is aligned with the wider workforce, with two main differences: (i) the use of RSP awards; and (ii) a requirement to maintain a holding of shares in NatWest Group,
both during and after employment. These differences are deliberate and recognise that it is in the best interests of our stakeholders for executive directors to have a significant proportion of
their remuneration paid in shares and subject to long-term shareholding requirements.
(1)
Colleagues mean all permanent employees and, in some instances, members of the wider workforce e.g. temporary employees and agency workers.
1
support a performance culture –
we recognise colleagues’ skills and experience,
the responsibilities of their job and their geographic location. Ultimately, we pay
for performance, underpinned by a robust performance management process;
2
be market facing –
we benchmark ourselves against peers and ensure our pay is fair,
competitive and affordable; and
3
ensure compliance and governance –
our reward design must be within policy,
meet the expectations and requirements of our regulators and be appropriately
aligned with the expectations of our shareholders and customers.
Fixed pay
Applies to certain jobs
Provided to all colleagues
Provided to some Material
Risk Takers (MRTs) only
All colleagues are eligible
under the scheme
Mainly manager grade
and above including
executive directors
Executive directors
and members of senior
executive committees
Variable pay
Wider workforce remuneration
Benefit funding
Salary and
pension funding
Role-based allowances
Sharing in Success
Annual bonus
RSP
All colleagues
Certain colleagues depending on location, grade or job
Senior executives only
Base salary & pension funding
Sharing in Success
Benefits and share plans
Role–based allowances
Annual bonus share plans
RSP awards
A competitive level of salary paid
in cash and reviewed annually.
Set to reflect the talents, skills
and competencies that the
individual brings to the business.
Additional funding is provided
which colleagues can use to save
in a company pension scheme.
UK colleagues receive pension
funding at 10% of base salary.
Rates in other locations reflect
local market practice.
We launched our new Sharing
in Success scheme in 2023, to
recognise the contribution of
all colleagues to our success
and the achievement of our
purpose-led strategic goals.
Subject to performance criteria
being met, awards will be
delivered to colleagues in
NatWest Group shares. Awards
will have a maximum value of
£1,500 per colleague (adjusted
for local salary levels).
Some colleagues receive funding
which they can use towards the
cost of benefits or take as cash.
Benefits offered include life
assurance, critical illness
protection, private medical
cover and childcare vouchers.
Individuals in some jurisdictions
can also join share plans,
providing an efficient way
to buy NatWest Group
shares and align their
interests with our shareholders.
Role–based allowances reflect
the skills and experience
required for certain jobs.
These are part of fixed
remuneration for regulatory
purposes. They are delivered in
cash and/or shares depending
on the level of the allowance and
the seniority of the recipient.
Shares are released in
instalments over a minimum
three-year period with a
five-year period applying
to executive directors.
We reward individuals for
delivering superior performance
in line with risk appetite.
The bonus pool is based on a
scorecard of measures across
our core strategic areas and
our purpose.
Allocation from the pool depends
on the performance of the
business area and the individual.
Awards are made in cash and/or
shares with larger amounts paid
out over several years.
Encourages sustainable
long-term performance. Awards
are delivered entirely in shares to
align with shareholders’ interests.
Checks take place before grant
and again after three years to
ensure sustained performance
has been achieved.
Awards are paid out over
eight years in total to encourage
long-term thinking when
making decisions.
RSP participants are also subject
to shareholding requirements.
Wider workforce support in 2023 continued
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Wider workforce support in 2023 continued
We listen to our colleagues and
shareholders regularly, and use their
feedback to inform our approach
to remuneration.
Colleague Advisory Panel (CAP)
Our CAP continues to be an effective way to strengthen
the colleague voice in the Boardroom, by enabling our
colleagues to directly engage in two-way discussions
on topics important to them. By connecting colleagues
directly with the Board, this deepens our understanding
of colleague sentiment.
The CAP is chaired by Roisin Donnelly, one of our
non-executive directors, and she is joined by at least
two additional board members in every CAP meeting.
CAP membership is refreshed regularly and it currently
comprises 28 colleagues who are self-nominated and are
representative of the bank’s population e.g., business area,
level, location, working pattern and employee-led networks.
Following each CAP session, a report summarising the key
points discussed is presented at the next Board meeting.
Roisin will then hold a follow-up call with CAP members to
share highlights and feedback from the Board discussion.
In 2023, CAP meetings were held in May and November.
Topics are either chosen by CAP or are requested by
Board, and in 2023 have included ESG, Consumer Duty,
human rights and our standing annual item: executive and
wider workforce remuneration. Short presentations are
held on each topic, followed by smaller group discussions
between CAP members and Board members to allow for
questions and debate.
The May 2023 meeting included our annual standing
agenda item focusing on executive and wider workforce
remuneration. Lena Wilson, non-executive director and
Chair of the Group Performance and Remuneration
Committee, gave a presentation to the CAP covering the
directors’ remuneration policy as well as the latest colleague
sentiment on reward, a summary of the support provided
by the bank during the cost-of-living crisis, the alignment
of wider workforce and executive pay and how it supports
our strategy. Lena also highlighted our Fair Pay Charter
which sets out our commitment to pay all our colleagues
competitively and transparently, and noted our reward
policy is updated according to the current and future
needs of the business.
Engaging with our colleagues and wider stakeholders
Discussion was also held on how remuneration covers more
than just pay and includes employee benefits and schemes
such as Sharing in Success. CAP members asked questions
about the new Sharing in Success scheme, such as how
colleagues contribute to the bank’s goals. Members also
suggested some additions for future Sharing in Success
communications to make the scheme clear for all colleagues
and were also interested in the progress being made on our
gender pay gap.
The CAP confirmed the presentation from Lena was well
received, and the panel felt better informed and had an
increased understanding of executive pay and its link
to wider workforce pay.
Stakeholder engagement outcomes
Every year we undertake an engagement programme with
our major shareholders and other stakeholders before the
committee makes its final decisions on pay. In late 2023 and
early 2024, we engaged with a number of our institutional
shareholders, UK Government Investments, proxy advisers
and the UK regulators and discussed our approach to
remuneration for the year.
The meetings were generally positive with the committee
Chair and senior members of management explaining our
pay philosophy and no material concerns were raised.
Stakeholders were interested to hear NatWest Group’s
reflections on the UK government’s removal of the bonus
cap for UK banks and noted we do not propose any
immediate changes to our executive director pay in
response to it. Wider workforce initiatives were also
discussed, including the first year of operation of the
Sharing in Success scheme and the changes to NatWest
Group’s approach to performance management.
Other recurring topics in meetings included our treatment
of potential windfall gains, the measurement of bonus pool
performance, the use of ESG metrics in remuneration and
the retention and recruitment of talent. Investors also
continued to stress the importance of clear disclosures
to assist their view of our approach to pay.
Regular engagement with colleagues
Our colleague opinion survey (Our View) allows
people to have a say on what it feels like to work
at NatWest Group. 84% of our colleagues took
part in the latest survey, our highest ever
participation rate.
Colleague sentiment on reward remained
strong in 2023, with improvements in all reward
questions from 2022 scores. The overall category
‘Total Reward’ in Our View increased by four
percentage points to 77 percentage points – 9%
above the Global Financial Services Norm (GFSN)
and 3% above the Global High Performance Norm
(GHPN). Specifically, there was an increase of
seven percentage points from 2022 of colleagues
who felt they are paid fairly for the work they do,
taking NatWest Group 7% above the GFSN and
1% above the GHPN for that question.
Regular question and answer sessions take
place between colleagues and senior executives
throughout the year.
Feedback from colleagues forms part of the
purpose, culture and people measures that
impact pay.
We also consult with our employee representative
bodies on remuneration at relevant points during
the year.
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Aligning remuneration with our culture
In determining performance outcomes, we consider both the achievements made and how
they have been delivered. Our Code of Conduct sets out clear expectations of appropriate
behavioural standards, supported by our values. Each job has defined behaviours set out in
our Critical People Capabilities which directly link to our purpose and values. If a colleague’s
behaviour falls below these expectations, this will be reflected in their performance
conversations, fixed pay progression and variable pay decisions (where their role is eligible).
The governance of culture is clearly laid out with specific senior manager roles having
defined accountabilities which are reflected in their performance and pay decisions.
Creating a diverse, equitable and inclusive workplace is integral to fulfilling our purpose.
Performance measures to support progress in this area affect the pay of executive
directors, senior management and other bonus-eligible colleagues.
We have a target for full gender balance in CEO-3 positions and above globally by the end of
2030. As at 31 December 2023, we had 41% of women in our top three layers, an increase
of 1 percentage point since 2022. This represents an increase of 12 percentage points since
targets were introduced in 2015.
(1)
(1)
See footnote (8) on page 145 for further information.
Adjusting remuneration in light of new information
An accountability review process allows NatWest Group to respond where new information
would change our variable pay decisions made in previous years and/or the decisions to
be made in the current year. The process is used to apply commensurate ex-post risk
adjustments to variable pay, where material failure of risk management, material error
or employee misbehaviour are identified.
Malus provisions allow us to reduce the amount of any unvested variable pay awards,
potentially to zero, prior to payment. Clawback can be used to recover variable pay awards
that have already vested and we can also apply in-year bonus reductions to adjust variable
pay that would otherwise have been awarded for the current year. The circumstances in
which we may make adjustments include:
conduct which results in significant financial losses for NatWest Group;
an individual failing to meet appropriate standards of fitness and propriety;
an individual’s misbehaviour or material error;
NatWest Group or the individual’s business unit suffering a material failure of risk
management; and
for malus and in-year bonus reduction only, circumstances where there has been
a material downturn in financial performance.
This list is not exhaustive and further circumstances may be considered where appropriate.
Our existing Malus and Clawback Policy has been amended to comply with the new
executive incentive compensation clawback rule introduced by the U.S. Securities and
Exchange Commission. NatWest Group is in scope of the requirement as it has a listing on
Wider workforce support in 2023 continued
Introduced in 2018, our ethnicity target is to have 14% of colleagues from ethnic minority
groups in CEO-4 and above positions in the UK by end of 2025. As at 31 December 2023,
of 84% of colleagues who disclosed their ethnicity, we have an aggregate 13% of colleagues
from ethnic minority groups in our CEO-4 and above positions. This represents a 5 percentage
point increase since targets were introduced
(1)
and a 2 percentage point increase from 2022.
Pay equality, including neutrality in respect of protected characteristics such as sex and race,
is a core feature of our approach to support fair pay across NatWest Group.
Further information on our workforce approach
You can find the latest gender and ethnicity pay gap reporting for NatWest Group together
with the steps being taken to address the position in the ’Diversity, equity and inclusion’
section of the Strategic report and at natwestgroup.com.
The ‘Colleagues’ section of the Strategic report and our ESG Disclosures Report set out
further information on how we are helping colleagues to thrive and realise their potential,
including supporting their learning and wellbeing, and creating an inclusive workplace.
the New York Stock Exchange. The rule requires companies to establish and enforce policies
to recover excess incentive compensation from individuals defined as “executive officers”,
which at NatWest Group includes the executive directors, if amounts were based on material
misstatements in financial reports.
As disclosed in our 2021 Directors’ remuneration report, we have been undertaking an
accountability review into the events that led to the breaches of the Money Laundering
Regulations 2007. This work has now concluded and whilst we have concluded that the
individuals in scope were not accountable on an individual level, we recognise that the
issues represent a collective failure. As a consequence, we have decided to apply a collective
adjustment under our Employee Share Plan rules to the relevant senior executive committee
members who were in role in 2016 when the issues were first identified and who were not
impacted by the actions we have already taken – most notably in 2021 when the fine was
handed down. Colleagues who were bonus eligible in 2021 were impacted by a material
downward adjustment to the 2021 bonus pool to reflect the fine imposed on NatWest Bank
Plc; and those individuals on senior executive committees had the awards granted to them
in respect of 2021 reduced to mirror the bonus pool adjustment. The bonus pool adjustment
was apportioned across all business areas to reflect the impact on the bank’s financial
performance and to reinforce to colleagues the need to ensure the effective management
of financial crime. We recognise that the senior executive committees drive the firm’s culture
and sets its strategy, so it is appropriate that the colleagues in role when the failures
occurred are impacted in the same way that the 2021 population were. As such, we have
replicated the adjustment applied to the senior executive committee members in 2021 to ten
ex-colleagues through the application of malus or clawback and the issuance of reduction
notices where awards have been bought out by other UK banks. No further adjustments
were deemed necessary for current colleagues.
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2023 Annual Report and Accounts
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The Policy was approved by shareholders at the AGM on 28 April 2022 and will apply until the 2025 AGM unless changes are required. There are no changes requiring shareholder approval
at this time. A summary of the Policy is set out below together with how the Policy supports alignment with Provision 40 of the UK Corporate Governance Code (the Code). The full Policy can
be found under the Governance section of natwestgroup.com.
Purpose and link to strategy Operation
Maximum opportunity
Alignment with Provision 40 of the Code
Base salary
Providing fair levels of
base salary supports the
recruitment and retention
of high-calibre executives
to develop and deliver
strategic priorities.
Base salary is paid monthly in cash and
reviewed annually.
Rates are determined based on the individual’s
role, skills and experience and are benchmarked
against market and peer practice.
No increase to base salaries is proposed for 2024.
See the implementation of the Policy for 2024 on
page 150 for details.
Any salary increases will not normally be greater
than the average salary increase for NatWest
Group employees over the period of the Policy.
Other than in exceptional circumstances,
an executive director’s salary will not increase
by more than 15% over the course of the Policy.
Risk
Base salary is set at a competitive level which
means there is less reliance on variable pay.
This helps to discourage excessive risk-taking.
Alignment with culture
Base salary increases generally aligned to, or
lower than, the average increase for the wider
UK workforce.
Fixed share allowance
Additional fixed pay
that reflects the skills and
experience required as well
as the complexities and
responsibilities of the role.
A fixed allowance paid entirely in shares.
Individuals receive shares that vest immediately
subject to any deductions for tax purposes.
Shares are released on a pro-rata basis over five
years from the date of each award. The directors
are entitled to any dividends paid on the shares.
An award of shares with an annual value of
up to 100% of base salary at the time of award.
Risk
The fixed share allowance further supports
the delivery of a balanced remuneration policy,
with a suitable mix of fixed and variable pay.
The allowance also creates alignment with the
experience of shareholders given it is paid entirely
in shares.
Benefits
Providing a range of flexible
and market competitive
benefits that colleagues
value and that help them
carry out their duties
effectively.
Executive directors can select from a range
of standard benefits including a company car,
private medical cover, life assurance and critical
illness insurance.
Travel assistance is provided in connection with
company business, including the use of a car and
driver. Security arrangements may be put in place
where that is deemed appropriate. NatWest Group
will meet the cost of any tax due on these benefits.
A set level of funding for standard benefits
(currently £26,250 per annum). We disclose
the total value of benefits provided each year
in the Annual remuneration report.
The maximum value of benefits will depend
on the type of benefit and the cost of providing it,
which will vary according to market rates.
Proportionality
A competitive benefits offering, which can be
tailored to individual circumstances, together with
broader support for executive directors to assist
them in carrying out their duties.
Pension
Encouraging planning
for retirement and
long-term savings.
A monthly pension allowance of 10% of salary paid
in cash. This allowance can be used, along with
other elements of pay, to participate in a
pension scheme.
The standard pension allowance rate is the
same as that applicable to the vast majority of
the UK workforce (currently 10% of base salary).
Mr Thwaite was a member of NatWest Group’s
defined benefit pension scheme prior to becoming
an executive director, and when appointed as
Group CEO in July 2023 he continued to participate
on the same terms as applicable to him in his
previous role based on the legacy provisions of the
Policy, see page 141 and 142 for more information.
Alignment with culture
Standard pension rates for executive directors are
aligned with the rate offered to the wider workforce.
Mr Thwaite has confirmed that, following his
permanent appointment to the role of Group CEO,
he will become a deferred member of the defined
benefit scheme as soon as reasonably practicable
and can choose to join NatWest Group’s defined
contribution pension arrangements.
Summary of the Policy for executive directors
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Purpose and link to strategy Operation
Maximum opportunity
Alignment with Provision 40 of the Code
Annual bonus
Supporting a culture where
individuals are rewarded
for the delivery of superior
performance, with measures
and targets reflecting
NatWest Group’s strategic
priorities and purpose.
Performance is assessed
based on a range of financial
and non-financial measures
that encourage long-term
value creation.
Awards are subject to malus
and clawback adjustments
to support long-term
decision making.
financial measures account for between 50%
and 60% of the annual bonus opportunity.
non-financial measures account for at least
30% and personal measures may be used
up to a maximum of 10% of the scorecard.
awards will be delivered 50% in shares
and 50% in cash.
awards will be deferred in combination with
RSP awards to meet regulatory requirements.
a post-vesting retention period will apply to the
amount delivered in shares (currently 12 months).
malus provisions apply prior to vesting and
clawback applies for seven (and potentially
up to ten) years from the date of award.
Bonus awards will be granted up to a maximum
value of 100% of base salary. The value of awards
can also reflect a discount for long-term deferral,
in line with regulatory guidelines.
The level of the award can vary between 10%
for threshold performance and 100% for maximum
performance. Target performance will pay out
at 50% of maximum.
You can find the proposed performance
measures and weightings for the 2024
financial year on page 151.
Clarity
There is clarity on how performance will
be assessed and the expected behaviours.
We provide transparency through detailed
disclosure and engage with shareholders as well as
the workforce on our approach to executive pay.
Simplicity
Most of the remuneration for executive directors is
share-based and subject to deferral and retention
requirements, which creates simple and significant
alignment with our shareholders.
Risk
We take risk into account at various stages of the
performance assessment process, with underpins
and malus and clawback provisions to adjust
awards if necessary.
Predictability
RSP award levels are intended to be more
predictable and linked to long-term performance,
helping to support prudent risk management.
Proportionality
Variable pay cannot be awarded above the
level of fixed pay. We believe this is a restrained
and proportionate approach to executive
remuneration.
Alignment to culture
Variable pay is subject to sustainable performance
and progress against our purpose-led strategic
goals. Payments are made over many years to
encourage long-term thinking.
Shareholding requirements further align the
interests of executive directors with the returns
to shareholders.
RSP awards
Supporting sustainable
performance over a
multi-year period.
Awards are delivered entirely
in shares over many years to
create simple and effective
alignment with shareholders
over the long term.
Malus and clawback
provisions discourage
excessive risk-taking
and other inappropriate
behaviours.
an award will be granted provided performance
has been satisfactory over the prior year.
after three years, performance will be assessed
against pre-determined underpin criteria.
awards will vest in combination with annual
bonus awards to meet regulatory requirements
for deferral (currently between three to seven
years after grant).
a post-vesting retention period will apply
(currently 12 months).
malus provisions apply prior to vesting and
clawback applies for seven (and potentially
up to ten) years from the date of award.
the number of shares for RSP and bonus
awards may be calculated using a price that
is discounted to reflect the absence of the right
to receive dividends or dividend equivalents
during the vesting period.
RSP awards will be granted up to a maximum
value of 150% of base salary. The value of awards
can also reflect a discount for long-term deferral,
in line with regulatory guidelines.
Subject to the underpin criteria, the vesting level
of RSP awards can vary between 0% and 100%
of the original number of shares granted.
The expected vesting level is 100% of maximum
with safeguards in place to ensure there are no
payments for failure. See page 152 for further
information on RSP awards to be granted for
the 2024 financial year.
Shareholding requirements
Executive directors must
build and continue to hold a
significant shareholding both
during and after employment.
shares and unvested awards count on a
net-of-tax basis towards the requirement once
any performance assessment has taken place.
on leaving, shares must be held for a period
of two years and procedures are in place
to enforce the requirement.
CEO – 500% of salary.
CFO – 300% of salary.
Summary of the Policy for executive directors continued
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Remuneration for the Chairman and non-executive directors
Purpose and link to strategy Operation
Maximum opportunity
Fees
Competitive fees that reflect
the skills, experience and time
commitment required for
the role.
Fees are set at an
appropriate level to attract
individuals with the attributes
needed to oversee the
Board’s strategy.
Fees can be paid in cash, shares or a combination of the two. From 2023, a portion of fees are used to
purchase shares under a new shareholding policy for the Chairman and the non-executive directors.
Further details are set out on page 152.
The level of fees is reviewed regularly. Additional fees may be paid for new Board Committees provided
these are not greater than fees payable for the existing Board Committees. No variable pay is provided
so that the Chairman and non-executive directors can maintain appropriate independence.
The rates for the year ahead are set out in the
Annual remuneration report.
Any increases to fees will not normally be greater
than the average inflation rate or salary increases
for the wider workforce. Other than in exceptional
circumstances, fees will not increase by more than
15% over the course of the Policy.
Benefits
Providing a level of benefits
in line with market practice.
The Chairman and non-executive directors are entitled to travel assistance in connection with company
business including the use of a car and driver. NatWest Group will meet the cost of any tax due on the
benefit. Other benefits may be offered in line with market practice.
The Chairman is entitled to private medical cover and life insurance cover provided the Board considers
the costs to be reasonable.
The value of the private medical and life insurance
cover for the Chairman, as well as other benefits,
will be in line with market rates and disclosed in
the Annual remuneration report.
Other policy elements for Directors
Element
Operation
Recruitment policy
When recruiting new directors, the Policy aims to be competitive and to structure pay in line with the framework applicable to current directors, recognising
that some adjustment to quantum may be necessary to secure the preferred candidate. A buy-out policy exists to replace awards forfeited or payments
forgone, which is in line with regulatory requirements.
Notice and termination
provisions
Under service contracts, NatWest Group or the executive director is required to give 12 months’ notice to the other party to terminate the employment.
There is discretion for NatWest Group to make a payment in lieu of notice (based on salary only). The Chairman and the non-executive directors do not have
notice periods and no compensation will be paid in the event of termination, other than standard payments for the period served up to the termination date.
Non-executive directors have letters of appointment instead of service contracts and are appointed for three years initially. At the end of this term, a further
three-year term may be agreed, and non-executive directors may be invited to serve beyond six years, up to a maximum tenure of nine years. The Chairman
is subject to the Code’s requirements relating to the maximum tenure period for chairs. All directors stand for annual election or re-election by shareholders at
the AGM.
Effective dates of
appointment for directors
Howard Davies – 14 July 2015
Frank Dangeard – 16 May 2016
Yasmin Jetha – 21 June 2017
Paul Thwaite – 25 July 2023
Roisin Donnelly – 1 October 2022
Stuart Lewis – 1 April 2023
Katie Murray – 1 January 2019
Patrick Flynn – 1 June 2018
Mark Seligman – 1 April 2017
Rick Haythornthwaite – 8 January 2024
Lena Wilson – 1 January 2018
Treatment of outstanding
share plan awards on
termination
On termination, we will treat awards in accordance with the relevant plan rules or other terms on which they were granted. Any deferred annual bonus
awards that are unvested will normally lapse on leaving unless good-leaver circumstances apply, in which case the awards will normally continue to vest on the
original vesting dates. In good-leaver circumstances, individuals will be eligible to be considered for an annual bonus award for their final year of employment.
RSP awards that are unvested will normally lapse on leaving unless specified good-leaver circumstances apply. For good leavers, awards are pro-rated for time
served during the three-year performance period and will normally continue to vest on the original vesting dates. Individuals will not be eligible to be considered
for an RSP award for their final year of employment.
Summary of the Policy for executive directors continued
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Annual remuneration report
Single total figure of remuneration for executive directors for 2023 (audited)
Paul Thwaite (1)
Alison Rose (2)
Katie Murray
2023
2022
2023
2022
2023
2022
£’000
£’000
£’000
£’000
£’000
£’000
Base salary
458
647
1,117
782
761
Fixed share allowance
458
647
1,117
782
761
Benefits
34
92
82
30
30
Pension
0
65
112
78
76
Total fixed remuneration
951
1,452
2,428
1,673
1,628
Annual bonus
245
643
409
416
Long-term incentive
508
2,178
859
1,597
Sharesave
2
n/a
3
n/a
Total variable remuneration
755
2,821
1,271
2,013
Total remuneration
1,706
1,452
5,249
2,944
3,641
(1)
Mr Thwaite was appointed as Group CEO on 25 July 2023. Remuneration above includes fixed pay since appointment as Group CEO and annual bonus in respect of period as Group CEO, together with the estimated vesting value of the full 2021 LTI award,
including the value relating to the performance period prior to appointment.
(2)
Reflects fixed remuneration paid to Ms Rose for the period to 25 July 2023, the date she stepped down from her role. In line with Ms Rose’s service agreement, payment of her fixed pay elements are being made for her contractual notice period, which will end
on 26 July 2024. See page 150 for further details.
Notes to the single figure table
Mr Thwaite has confirmed that, following his permanent appointment to the role of Group CEO, he will now become a deferred member of the defined benefit scheme as soon as reasonably practicable and can
choose to join NatWest Group’s defined contribution pension arrangements.
Fixed share allowance:
The fixed share allowance is based on 100% of salary and, as part of fixed remuneration, is not subject to any performance conditions.
Benefits:
Includes standard benefit funding at £26,250 per annum. The 2023 values reflect updated methodology for benefit calculations for travel assistance. For Mr Thwaite this includes travel assistance in
connection with company business (£21,113) and assistance with home security (£1,700). For Ms Murray it includes travel assistance in connection with company business (£405) and assistance with home
security (£3,349). For Ms Rose it includes travel assistance in connection with company business (£67,956) and assistance with home security (£9,618).
Pension:
The executive directors receive a monthly pension allowance of 10% of base salary.
Mr Thwaite has been an active member of NatWest Group’s defined benefit pension scheme. For participating in this scheme, he was required to exchange part of his fixed pay. This was equivalent to 23.6% of
his salary in respect of his services as Group CEO for FY23. This equated to £108,383 (made up of his 10% pension allowance £45,833 plus an additional amount of £62,549 of fixed pay). He also made member
contributions to the scheme of 1.7% of salary, equivalent to £7,643 in respect of his services as Group CEO for FY23.
The value of the defined benefit pension for the period Mr Thwaite was an executive director is based on the capitalised pension accrual (net of CPI inflation) during the period less the direct employee contribution
referenced above (£7,643). Due to the limit applied to increases in pensionable salaries and the CPI inflation figure required to be used in the calculation, the outcome of this calculation was negative £111,562.
As the aggregate value of these elements is negative, in line with the DRR regulations, the amount included within the single figure is zero.
Annual bonus:
In determining bonus awards for 2023, the committee assessed performance against financial, strategic and personal measures as set out on page 143.
Long-term incentive:
The 2023 value relates to LTI awards granted in 2021. Ms Rose voluntarily confirmed she did not wish to receive a LTI award for the 2020 performance year to signify that NatWest Group
was aware of the need to demonstrate responsibility on pay, due to the magnitude of events relating to COVID-19. For Mr Thwaite and Ms Murray, the committee assessed performance prior to vesting and also
considered whether the outcome could represent a windfall gain, as set out on page 146 and 147.
Sharesave:
Figures represent our employee share plan Sharesave. For Mr Thwaite this includes a gain when shares under options were exercised and sold. For Ms Murray, options were exercised but not
sold and the value therefore represents the notional gain based on the difference between the closing share price on the date of exercise and the exercise price. Sharesave options are not subject to
performance conditions.
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2023 Annual Report and Accounts
141
Annual remuneration report continued
Pension – additional disclosure to the single total
figure table
Mr Thwaite has been an active member of the Main Section
of the NatWest Group Pension Fund and his membership
predated his Board appointment. He joined the Fund from
The Royal Bank of Scotland Staff Pension Scheme (RBSSPS)
as part of a 2002 merger with the National Westminster
Bank Pension Fund. The RBSSPS was a defined benefit
pension arrangement and was available to all employees
recruited by the Royal Bank of Scotland at the same time
as him. The Main Section is a funded defined benefit pension
scheme that was closed to new joiners in 2006 and the
future service contribution rate is currently 47.2% of salary.
Since 2009, increases to pensionable salaries have been
subject to a maximum annual increase of the lower of the
increase in CPI, 2% and the member’s basic salary increase.
The terms applicable to Mr Thwaite, in line with the terms
applicable to all other employees who joined the Royal
Bank of Scotland at the same time, were as follows:
Normal Pension Age is age 60 unless members have
chosen a Normal Pension Age of 65. For Mr Thwaite,
the Normal Pension Age is 60 which normal retirement
date is 20 September 2031.
On retirement at Normal Pension Age, members are
entitled to a pension, based on their service, up to a
maximum of two thirds of final pensionable salary (subject
to an Earnings Cap which is £205,200 for the tax year
starting 6 April 2023 and increases annually broadly in
line with increases in RPI) less a state pension offset
from their State Pension Age.
Mr Thwaite’s pensionable salary as at 31 December 2023
was £140,042 and his accrued pension as at this date
was £62,047.
Members retiring on the grounds of ill-health are normally
entitled to an unreduced pension based on service to
Normal Pension Age.
From age 55, members are entitled to leave the bank
and with the consent of the bank receive a pension
reduced to reflect its early payment (unless this was
at the request of the bank, in which case there will be
no reduction).
On death in service, the following benefits are payable
to dependants:
a lump sum of four times the lower of basic salary and
the Earnings Cap (£205,200 for the tax year starting
6 April 2023 and increases annually broadly in line with
increases in RPI) plus a refund of any voluntary pension
contributions paid to the Fund;
a dependant’s pension of 50% of the member’s pension
entitlements based on service to Normal Pension Age
less a state pension offset from the recipient’s State
Pension Age; and
children’s pensions totalling up to 50% (or 100% if no
other dependant) of the member’s pension entitlement.
On death after retirement, the following benefits are
payable to dependants:
if within the first five years of retirement, a lump sum
equal to the balance of five years’ instalments of the
pension in payment;
a dependant’s pension of 50% of the member’s
pension entitlement at death had they not given
up any for a lump sum at retirement less a state
pension offset from the recipient’s State Pension
Age; and
children’s pensions totalling up to 50% (or 100%
if no other dependant) of the member’s
pension entitlement.
Pensions in payment will increase each year by
the lower of 3% and the increase in the Retail Price
Index other than where legislation requires a
higher amount.
Members must contribute 2% of their Contribution
Salary to the Fund. For Mr Thwaite this equated to
1.7% of salary.
Mr Thwaite has confirmed that, following his
permanent appointment to the role of Group CEO, he
will become a deferred member of the defined benefit
scheme as soon as reasonably practicable and can
choose to join NatWest Group’s defined contribution
pension arrangements.
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2023 Annual Report and Accounts
142
Annual remuneration report continued
Annual bonus performance assessment
for 2023
The committee considered performance against financial
and strategic non-financial measures set to reflect our
purpose-led strategy as well as personal performance by
the executive directors. Bonus awards of 50% of maximum
would be expected to be made for the achievement of
target performance. The outcome of the assessment
against the measures and targets under the bonus
scorecard is set out in full on the next page.
In line with leaving arrangements as disclosed on page 150,
no bonus will be paid to Ms Rose in respect of service
during 2023.
Mr Thwaite received a separate discretionary award in
respect of the portion of 2023 when he was CEO of the
Commercial & Institutional franchise. Further details of this
award are not included within this report as it does not
relate to his time as an executive director.
In respect of his bonus for the CEO role, the committee
noted that Mr Thwaite quickly and effectively took
leadership of NatWest Group and provided stability in
challenging circumstances. He successfully handled business
as usual matters as well as complex risk events over the
second half of the year. Mr Thwaite has also successfully
established relations with regulators and investors since his
appointment. The committee also noted his support for and
from his direct reports.
Ms Murray was also considered to have delivered good
overall performance with strong engagement with investors
throughout the year, and building a viable yet ambitious
financial plan for 2024. The committee noted that good
progress had been made on key programmes this year,
which resulted in a clear plan for 2024 earlier than normal,
and constructive engagement in challenging existing
commitments. There had also been progress on
building bench-strength in Finance.
The bonus scorecard takes into account the context
in which performance was delivered. The committee
considered a downward risk modifier which enables
risk performance to be assessed and awards reduced,
potentially to zero. Downward adjustments of 0.71% were
applied to Mr Thwaite and 0.46% to Ms Murray to reflect
risk performance against core goals, balanced by strong
leadership behaviours. The committee believed the final
outcome reflected the considerable achievements by
the executive directors through a challenging year and
therefore no further discretion was applied to the
resulting award levels.
As the transition period for the Policy has ended, the
maximum bonus award was set at 100% of base salary.
The final bonus amounts are set out below and awards
will be made in early 2024, spilt equally in cash and shares.
Malus and clawback provisions apply to the awards and
the shares will be subject to a 12-month retention period.
Maximum award
Final bonus award
Award level %
Paul Thwaite
£458,333
£245,438
53.55%
Alison Rose
Katie Murray
£782,213
£409,097
52.30%
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NatWest Group
2023 Annual Report and Accounts
143
Annual bonus performance assessment for 2023
Annual bonus measures
Minimum
(10% payable)
On target
(50% payable)
Maximum
(100% payable)
Weighting
Weighted
outcome
Financial (60%)
Group RoTE
(1) (3)
14.0%
15.7%
17.4%
30%
14.17%
Group underlying income excluding notable items
(2) (3)
£13.8 billion
£14.8 billion
£15.8 billion
10%
3.16%
Group operating expenses, excluding litigation and conduct costs
£7.7 billion
£7.6 billion
£7.5 billion
10%
2.84%
Progress to medium-term capital target
(4)
n/a
n/a
10%
5.00%
Strategic (35%)
Climate
Climate and sustainable funding and financing
(£100 billion between 1 July 2021 and end of 2025)
£24.5 billion
£25.3 billion
£26.2 billion
5%
5.00%
Implementation of the initial Climate transition plan
(6)
Four sectors on target plus one of two AUM and Retrofit milestones
5%
2.75%
Customer
Aggregated view of Net Promoter Score (NPS) and Customer Touchpoint Rating
for our brands
(7)
Meet target on average
10%
4.80%
Purpose, culture and people
Purpose score (Our View)
74
87
89
3.33%
3.33%
Culture score (Our View)
71
80
82
3.33%
3.33%
Percentage of females in top three layers of the organisation (globally)
(8)
39%
42%
44%
1.67%
0.62%
Percentage of colleagues from ethnic minority backgrounds in top four layers (UK)
(8)
9%
12.5%
14.5%
1.67%
1.05%
Enterprise and capability
Supporting diverse enterprise, prioritising support for harder to reach groups
(9)
Support 35,000 businesses through enterprise programmes with 275,000
customer interactions to start, run and grow a business.
1.66%
1.35%
Number of young adults engaged in enterprise and entrepreneurship activity
47,800
50,000
57,500
1.66%
1.62%
Number of financial capability interactions which require active engagement,
give knowledge or skills or change behaviour
(10)
3.72 million
4 million
4.6 million
1.66%
1.24%
Personal measures (5%)
Discretionary assessment at year end for both Mr Thwaite, Group CEO and
Ms Murray, Group CFO
Strong performance by both directors was recognised across core areas.
5%
4.0% (CEO)
2.5% (CFO)
Downward risk modifier (0-100%)
Downward risk modifier of 0.71% applied for Mr Thwaite, Group CEO, and 0.46% for Ms Murray, Group CFO, to reflect risk performance against core
goals, balanced by strong leadership behaviour
Final outcome
post risk modifier
53.55% (CEO)
52.30% (CFO)
Performance achieved in 2023
The reconciliation to the reported figures and footnotes for the table above is set out on the next page.
Achieved 15.6%
Achieved £29.3bn in 2023
Implementation on target
Achieved 90
Achieved 83
Achieved 41%
Achieved 13.0%
45,263 businesses supported
300,771 customer interactions
Achieved 57,155
Achieved 4.3m interactions
from key initiatives
Target met on average
Achieved £14.3bn
Achieved £7.64bn
Achieved 13.4%
Annual remuneration report continued
CET1 target range of 13-14%
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NatWest Group
2023 Annual Report and Accounts
144
Reconciliation to reported figures and footnotes
Amount
Group RoTE
Group underlying
income excluding
notable items
Reported figure
17.8%
£14.3 million
Gains from interest and FX risk management derivatives not in accounting hedge relationships and own credit adjustments
£77 million
(5)
(0.2%)
Timing of FX and/or conduct losses
£256 million
(5)
(1.0%)
Deferred tax asset and tax rate
£225 million
(0.9%)
Figures used in bonus scorecard
15.6%
£14.3 million
(1)
For the purpose of assessment under the bonus scorecard, adjustments are made to the published RoTE to exclude material factors outside management’s control. Items will only be adjusted if this results in an impact of at least 0.25% to the RoTE figure.
For performance year 2023, these include:
a.
Gains from interest and FX risk management derivatives not in accounting hedge relationships, own credit adjustments, and the timing of FX and litigation and conduct charges; and
b.
Deferred tax asset and effective tax rate changes.
(2)
For income, no adjustments are required to the reported figure for gains from interest and FX risk management derivatives not in accounting hedge relationships, own credit adjustments, and FX losses as notable items are already excluded from the definition of
the reported figure.
(3)
For RoTE and income, the impact of changes in base rate from that assumed at the beginning of the year net of associated changes in customer behaviour resulting in a deposit balance mix shift is below the materiality threshold for adjustment.
(4)
Capital has been assessed on a qualitative basis against the range.
(5)
Amounts quoted are pre tax whereas RoTE impacts are post tax.
(6)
Minimum (10% payable) – three sectors on target. On target (50% payable) – four sectors on target with one of the two Assets Under Management (AUM) and Retrofit milestones achieved. Maximum (100% payable) – five sectors on target with both of the two AUM
and Retrofit milestones. Achieved – Four sectors on target and both milestones (AUM and Retrofit). As a result we have exceeded our target. Recognising the relative importance of the sectors element of the target, 55% (of the 5%) has been awarded. For more
information on climate metrics please refer to our Climate-related Disclosures Report, sections 5.3 and 7.1.
(7)
As NPS is not available for NatWest Markets, an internal Customer Touchpoint Rating (CTR) is applied to assess NatWest Markets’ customer performance. The aggregated view reflects the contribution of each franchise to NatWest Group’s income. Targets:
Consumers: Improve NatWest Retail Main Bank NPS to +23 or 3
rd
(from +22 and 3
rd
). Businesses: Improve NatWest Business Banking £0-750k NPS to -6 or 3
rd
(from -8 and 3
rd
) and maintain NatWest Commercial Mid-Market £750k+ NPS at +17 or 1
st
. Wealth: Improve
Premier NPS to +31 or 3
rd
(from +29 and 3
rd
). Achieve Coutts NPS (12MR) of +36 (from +38) or Coutts NPS (3MR) of +49 (from +28). RBSI: Maintain NPS of +35. NatWest Markets: maintain average CTR of 72%. We met or exceeded 5 out of the 7 customer goals set
for 2023. The weighted average rating across these 7 targets mean that the Customer outcome is 4.80%.
(8)
NatWest Group’s management structures were revised during 2023. For the purpose of remuneration reporting, the representation targets were set based on the management structures in place at the start of the FY2023 with performance assessed at
31 December 2023.
(9)
Enterprise target aimed at supporting the recovery and prioritising support for harder to reach groups with higher barriers to entering and growing a business. The support was to be distributed as follows: 75% support to UK regions outside London & South East, 50%
support to females, 20% support to individuals from ethnic minority backgrounds, Minimum target: 32,550 businesses and 269,000 interactions, Maximum target: 40,250 businesses and 316,250 interactions (same percentage distribution as target).
(10) Key initiatives are: MoneySense, Financial Health Checks, Spending Feature and Know My Credit Score. Please see page 8 of the ESG Disclosures Report for Spending Feature measurement approach.
Annual remuneration report continued
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NatWest Group
2023 Annual Report and Accounts
145
2021 LTI award – Pre-vest performance assessment framework
LTI awards were made in early 2021 following an assessment of performance over the 2020 financial year. Before vesting, the committee carries out a further review to consider whether
anything has come to light which might call the original award into question. Internal control functions and PwC, as independent advisers, the Group Board Risk Committee (BRC) and the
Group Sustainable Banking Committee (SBC) support the committee in this assessment, with the outcome set out below.
Looking back to performance for 2020 and ‘knowing what we know now’, has NatWest Group
Where the answer is ‘Yes’, three further questions are considered:
1.
Is the underperformance due to factors within management’s reasonable
control in the circumstances?
2.
Can the underperformance be linked back to the performance year to which
the award relates, rather than to performance developments since?
3.
Is it appropriate to reflect the underperformance in the current pre-vest test
(i.e. if the underperformance has not been adequately reflected in other
ways such as subsequent pre-grant tests and awards in the interim)?
If the answer to each of these questions is “Yes”, the committee may decide
that a reduction on pre-vest is appropriate, and it has the discretion to decide
the amount.
Further analysis
Whilst some customer metrics have declined since 2020, these are due to
market factors and are not related to 2020 performance. Given this, there was
no deterioration in financial, customer, risk and culture performance that would
merit a reduction prior to vesting. The committee noted the investigation of
Financial Crime and CDD remediation had resulted in adjustments to prior LTI
vestings through the risk underpin. Since the timeline for financial crime return
to appetite had not worsened over the course of 2023, no further adjustments
were considered necessary as part of the 2021 LTI pre-vest assessment.
(1)
As disclosed in 2022, the LTI pre-vest culture assessment is now assessed using ‘Our View’,
NatWest Group’s internal colleague opinion survey, following the closure of the FSCB and its
survey. Achievement of ‘threshold level of sustainable performance’ has been evidenced.
No adjustment proposed,
subject to underpins to consider
any significant risk, stakeholder
or reputational matters not
already captured in the
performance assessment,
with advice from the BRC
and the SBC. The underpins
also allowed the committee to
consider events arising during
the period between grant and
the end of year 3.
1. Remained safe and secure, taking
into account financial results and the
capital position?
Has NatWest Group
breached a minimum
capital ratio over
the period?
NO
NatWest Group
has remained well
capitalised since 2020.
Has there been a
material fall in the
NatWest Group share
price over the period?
NO
The share price has
risen since the end
of 2020.
Has Net Promoter
Score (NPS) fallen
across the business?
Some declines
Declines in certain
limited areas which are
driven by external
factors.
Have there been
indicators of a material
deterioration in the risk
culture or profile, taking
into account annual
assessments by the Risk
function and the BRC?
NO
No material
deterioration in
risk culture or profile
since 2020.
YES
NO
Has the culture
index from Our View
fallen materially?
(1)
NO
No material
deterioration in culture
scores, with scores
maintained since 2020.
NO
No material
deterioration in
purpose-linked
indicators.
2. Been a good bank for customers
taking into account customer and
advocacy performance?
3. Operated in an environment in
which risk is seen as part of the way
we work and think?
4. Operated in a way that reflects its
stated values and Purpose?
Annual remuneration report continued
Has there been a
material deterioration
in Purpose-linked
indicators since the
performance year
in question?
Potential
under-
performance?
Analysis
Evidenced
by…
Core
questions
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2023 Annual Report and Accounts
146
Annual remuneration report continued
Vesting of 2021 LTI awards (audited)
Ms Rose had informed the Board she did not wish to receive an LTI award for the 2020
performance year, recognising the magnitude of events relating to COVID-19. LTI awards
were granted to Mr Thwaite and Ms Murray in March 2021 in respect of performance year
2020. Prior to the award being granted to Mr Thwaite and Ms Murray, reductions of 55.2%
and 54.5% respectively were applied to the maximum award as a result of the pre-grant
performance assessment with a further reduction to reflect the impact of COVID-19 on
our pay decisions that year. This resulted in LTI awards of £403,000 for Mr Thwaite and
£682,000 for Ms Murray. The pre-grant performance reductions were made as risk,
customer and enterprise performance in 2020 were not fully at the desired level.
At the end of 2023, a further assessment took place to review whether anything had come
to light which might call into question the original award. The pre-vest assessment found that
there had been no material deterioration in financial, customer, risk and culture performance
since grant. Overall, the data indicated that the required level of sustainable performance
had been achieved and no further reductions were made to the 2021 LTI awards under the
pre-vest test. The committee also considered the potential application of risk and stakeholder
perception underpins, which included a detailed discussion of whether the vesting outcome
could result in potential windfall gains. The committee used our pre-disclosed framework and
a range of other factors to assess windfall gains and believed there was a strong rationale
for not making any adjustment.
A summary of the position from grant to vest is set out below along with the estimated vesting
values for the 2021 LTI award, which is used in the single total figure of remuneration table.
The shares will vest in equal amounts between 2024 and 2028, followed by a 12-month
retention period. Malus and clawback provisions also apply.
Alison Rose
Paul Thwaite
Katie Murray
2021 LTI Award
Shares
Value
Shares
Value
Shares
Value
Maximum
opportunity
537,442
£900,000
895,737 £1,500,000
Reduction for
pre-grant test
296,787
£497,000
488,475
£818,000
Award granted
240,655
£403,000
407,262
£682,000
Reduction for
pre-vest test
Amount post
performance tests
240,655
£403,000
407,262
£682,000
Increase in value
due to share price
£104,518
£176,876
Estimated vesting
value
£507,518
£858,876
(1)
Share price used to determine the number of awards was £1.6746. This was determined using the share price at grant of
£1.866 which was discounted to reflect the absence of the right to receive dividends or dividend equivalents during the vesting
period, in line with the shareholder approved Policy. The estimated vesting value was based on share price of £2.1089, the
average over the three-month period from October to December 2023.
Windfall gains
As previously disclosed in the 2020 Directors’ remuneration report, the committee has
implemented a framework for the assessment of windfall gains when assessing the vesting
of the 2021 LTI gains prior to the vesting of our LTI awards. The committee considered the
following factors:
the level of the grant price in comparison to pre COVID-19 levels – A pre-COVID reference
price of £2.30 was used based on the price on the average share price across November
and December 2019. Relative to this date the like-for-like
(1)
grant share price of £1.866
was 19% lower. It was noted this is less than 20%, the level above which further
consideration would typically be given to an adjustment. It is also worth noting that the
like-for-like grant share price was 10% higher than the price used for the 2020 grant.
the level of share price appreciation (if any) over the period up to vesting – During
the pre-vest period following the grant of the 2021 LTI award, NatWest Group’s
share price rose by 16%, which in our review did not give rise to a windfall gain to
the executive directors.
consideration of whether share price appreciation was unique to NatWest Group and
indicative of strong management performance – Share price growth of 16% over this
period in our view largely reflects the improvement in the financial performance of
NatWest Group as reflected in the profit and RoTE performance during the pre-vest
performance during the pre-vest period.
whether any reduction had been applied to award levels at pre-grant. The NatWest Group
LTI construct was different to a more traditional LTIP construct as the main performance
assessment took place prior to grant. Under this assessment, the March 2021 LTI grants
to Mr Thwaite and Ms Murray
(2)
for performance year 2020 were reduced to 44.8% and
45.5% of maximum respectively. The reduction reflected both performance during the year
and significant further pay restraint to reflect the impact of COVID-19. The committee
considered this was another important consideration in making any windfall gain assessment.
Considering the above, the committee concluded that no windfall gain had arisen and that no
further adjustment was required to be made to the 2021 LTI awards prior to vesting.
(1)
The 2021 LTI grant price was discounted for the first time to reflect the absence of dividends or dividend equivalents over the
vesting period, in line with the Policy. For the purpose of the above analysis the ‘like-for-like’ grant share price of £1.866 used
in the analysis represents the share price undiscounted for the lack of dividends.
(2)
Ms Rose confirmed she did not wish to receive an LTI award for the 2020 performance year which the committee determined
to be £899,000 as noted in the 2020 Directors’ remuneration report.
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2023 Annual Report and Accounts
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Annual remuneration report continued
Scheme interest – RSP awards granted during 2023 (audited)
Grant date
Face value
Award price (1)
Shares awarded (2)
Vesting levels
Performance requirement
Paul Thwaite
07-Mar-23
£937,501
£2.2055
425,074
Between
0% – 100%
with no set
minimum vesting
The award was subject to a pre-grant assessment of performance over 2022. The
committee will make a further assessment at the end of the three-year performance
period for Mr Thwaite and Ms Murray (covering financial years 2023 to 2025) to
determine whether sustainable performance has been achieved. Before vesting,
the outcome will be reviewed by the committee using the underpin criteria below,
as well as their broader discretion.
Alison Rose
(3)
07-Mar-23
£1,395,627
£2.2055
632,794
Katie Murray
07-Mar-23
£951,565
£2.2055
431,451
(1)
The award price shown is calculated as the average share price over the five days prior to the grant date, discounted to reflect the absence of the right to receive dividends or dividend equivalents during the vesting period, in line with the Policy. For reference, the full
market price of NatWest Group shares at the time of grant for the 2023 RSP awards was £2.9216.
(2)
The conditional share awards granted to Mr Thwaite relate to his remuneration arrangements as CEO C&I, prior to becoming an executive director. For Ms Murray, the award of conditional shares equated to 125% of base salary. The number of shares was calculated
taking into account performance and the maximum potential award. The award price was based on the average share price over five business days prior to grant. Subject to the pre-vest assessment, these awards will vest in equal amounts between years 2026 and
2030. Service conditions and malus provisions apply up until vest, and clawback provisions apply for a period of at least seven years from the date of grant.
(3)
In line with leaving arrangements as disclosed on page 150, all RSP awards granted during 2023 will lapse on the cessation of Ms Rose’s employment.
RSP awards to be granted for 2023 (audited)
RSP awards are granted provided the committee considers performance over the prior
year has been satisfactory, based on an assessment against our internal performance
management framework. The determination of whether satisfactory performance has been
achieved is based on our internal ratings scale (1 to 5) with a rating of 3 or above normally
resulting in the RSP award being granted at maximum. A 3 rating means performance goals
have been fully achieved throughout the year and behaviours have been demonstrated at
the required level. Performance against regulatory accountabilities is also considered.
The maximum RSP award under the Policy is limited to 150% of base salary. Mr Thwaite
and Ms Murray both received ratings of 3 for 2023, meaning performance goals were
fully achieved or exceeded and behaviours were demonstrated at the required level.
All regulatory responsibilities were also met. Noting the achievements by both executive
directors over the year and the subsequent performance ratings, the committee agreed
that RSP awards would be granted at maximum, in line with the Policy.
As a result, Mr Thwaite and Ms Murray will receive RSP awards of £1,215,774 and
£1,173,319 respectively. The awards will be delivered entirely in shares and subject to
conditions before vesting as well as significant holding periods to create long-term alignment
with the experience of shareholders. Malus and clawback provisions will also apply.
In line with leaving arrangements disclosed on page 150, no RSP award will be granted to
Ms Rose in respect of service during 2023.
Pre-vest underpin
The committee will make an assessment at the end of the three-year performance period
(covering financial years 2024 to 2026) to determine whether sustainable performance has
been achieved. Before vesting, the outcome will be reviewed using the underpin criteria
below. Following the assessment, RSP awards may vest in full, in part or lapse in their
entirety, with discretion to consider other factors and apply discretion before deciding the
final vesting outcome. This will mitigate any potential unintended outcomes that might arise
and ensure that there is a fair outcome.
2023
Pre-grant
performance
Year of
grant
Criteria before vesting
The level of capital held relative to
the maximum distributable amount.
Total distributions paid relative to
our distribution policy.
Any material deterioration in the
risk or regulatory compliance
profile or control environment of
NatWest Group, or a serious
conduct or reputational event.
Start of vesting
Vests in equal amounts between 2027
and 2031, with a 12-month retention
period after each vesting.
2024
2027
A sustainable level of performance over the period will be considered with reference to:
1
2
3
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NatWest Group
2023 Annual Report and Accounts
148
Remuneration for the Chairman and non-
executive directors in 2023
The Chairman’s composite fee was increased from
£750,000 to £775,000 per annum and the basic Board fee
was increased from £82,000 to £85,000 per annum from
1 May 2023. The increases were made after considering
the fees paid by other major UK banks as well as salary
Annual remuneration report continued
Total remuneration for the Chairman and non-executive directors in 2023 (audited)
Fees
Benefits (1)
Total
2023
2022
2023
2022
2023
2022
Chairman (composite fee)
£’000
£’000
£’000
£’000
£’000
£’000
Howard Davies
767
750
6
14
772
764
Non-executive directors
Frank Dangeard
277
268
2
3
279
271
Roisin Donnelly
118
21
6
6
124
27
Patrick Flynn
219
232
3
5
222
237
Morten Friis
(2)
121
202
9
44
130
246
Yasmin Jetha
158
171
5
4
163
175
Stuart Lewis
(3)
139
5
144
Mike Rogers
(4)
61
179
3
15
64
194
Mark Seligman
204
198
5
5
209
203
Lena Wilson
(5)
278
205
11
17
289
222
increases for the wider workforce. The increases of 3.33%
and 3.66% respectively were lower than the 6.4% average
salary increase applied across our global workforce from
April 2023, and broadly aligned with the executive directors’
3% salary increases in April 2023. All other fee increases are
detailed in the table below. A greater percentage increase
was introduced for the Group Sustainable Banking
Committee (SBC), reflecting the SBC’s expanded remit from
1 May 2023 following the disbandment of the Technology
and Innovation Committee. The Colleague Advisory Panel
(CAP) fee was unchanged at £15,000. All changes were
within the scope of the Policy approved by shareholders
and no directors were involved in decisions regarding
their own remuneration.
2022 fees
£
2023 fees
£
Increase
£
Increase
%
Chairman – composite fee
£750,000
£775,000
£25,000
3.33%
Basic Board fee
£82,000
£85,000
£3,000
3.66%
Senior Independent Director (SID)
(1)
£34,000
£36,000
£2,000
5.88%
Chair – GAC, BRC and RemCo
£73,000
£75,000
£2,000
2.74%
Chair – SBC
£60,000
£65,000
£5,000
8.33%
Member – GAC, BRC and RemCo
£34,000
£35,000
£1,000
2.94%
Member – N&G
(2)
£15,000
£16,000
£1,000
6.67%
Member – SBC
£30,000
£32,000
£2,000
6.67%
NatWest Markets plc Chair – composite fee
(3)
£270,000
£280,000
£10,000
3.70%
GAC (Group Audit Committee), BRC (Group Board Risk Committee), RemCo (Group Performance and Remuneration Committee), N&G (Group Nominations and Governance Committee), SBC (Group Sustainable Banking Committee).
(1)
The SID fee was increased to reflect additional responsibilities relating to Chair succession and to align more closely with market comparators.
(2)
The fees for N&G members were increased in light of increased Board recruitment activity.
(3)
For the Chair of NatWest Markets plc, the fees were increased at a broadly equivalent rate to the basic Board fee increase in percentage terms.
For NatWest Group plc Board directors who also serve on the boards and committees of NatWest Holdings Limited, National Westminster Bank Plc and The Royal Bank of Scotland plc, the
fees below reflect membership of all four boards and their respective Board Committees. Directors may also receive fees for membership of other subsidiary company boards and committees,
the value of which would be included below. No variable pay is provided to the Chairman and non-executive directors. You can find further details of board and committee members and their
attendance at meetings in the Corporate governance report on page 97.
(1)
The benefits column for Howard Davies, Chairman, includes private medical
cover, life cover and expenses in connection with attendance at Board meetings.
There was a COVID-19-related private medical cover refund of premiums in
2023 due to a reduction of services in prior years, which resulted in a drop in
the cost of the benefit, although this is expected to return to more typical rates
in 2024. Non-executive directors are reimbursed expenses incurred in
connection with travel and attendance at Board meetings.
(2)
Morten Friis stepped down from the Board on 31 July 2023.
(3)
Stuart Lewis was appointed to the Board with effect from 1 April 2023.
(4)
Mike Rogers stepped down from the Board on 25 April 2023.
(5)
Fees for Lena Wilson include a one-off additional fee of £37,500 for undertaking,
at the request of the Board, an additional oversight and coordination role in
relation to matters arising from the account closure arrangements at Coutts and
associated events. This included holding extensive additional meetings between
July 2023 and November 2023 with management and other stakeholders to
review and discuss relevant matters and overseeing the preparation of proposals
for consideration by the board committees. This is a one-off payment for 2023
reflecting the exceptional events of 2023.
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NatWest Group
2023 Annual Report and Accounts
149
Annual remuneration report continued
Implementation of remuneration policy in 2024
Pay arrangements
Both executive directors will receive annual bonus and RSP awards in March 2024 in respect of the 2023 performance
year. You can find details of these awards on pages 143 and 148. In December 2023, the committee agreed that no salary
increases would apply from 1 April 2024 for the Group CEO, who had been appointed for an initial period of 12 months,
and Group CFO. This compares to an average salary increase for the global workforce at 4%. Mr Thwaite has since been
appointed permanently into the Group CEO role with effect from 16 February 2024. His salary element was reviewed
in accordance with the Policy and set at £1,155,660. This sets Mr Thwaite’s fixed pay at the same level as the fixed pay
previously paid for the Group CEO role prior to his appointment in July 2023. Pay arrangements for the 2024 performance
year are set out below.
Salary
(1 Jan 2024)
Salary
(1 Apr 2024)
Standard
benefits (1)
Pension
(2)
Fixed share
allowance
(3)
Maximum bonus
award for 2024
(4)
Maximum RSP
award for 2024
(5)
Paul Thwaite
£1,050,000
£1,155,660
£26,250
10% of salary
100% of salary
£1,142,243
£1,713,364
Katie Murray
£787,950
£787,950
£26,250
10% of salary
100% of salary
£787,950
£1,181,925
(1)
Amounts shown relate to standard benefit funding. Executive directors are also entitled to benefits such as travel assistance and security arrangements in line with the Policy.
We will disclose the value of benefits received each year. Executive directors are eligible to participate in all-employee share plan arrangements on the same basis as colleagues.
(2)
Mr Thwaite was a member of NatWest Group’s defined benefit pension scheme prior to becoming an executive director and continued to participate on the same terms as
applicable to him in his previous role based on the legacy provisions of the Policy, see page 141 and 142 for more information. Mr Thwaite has confirmed that, following his
permanent appointment to the role of Group CEO, he will become a deferred member of the defined benefit scheme as soon as reasonably practicable and can choose to
join NatWest Group’s defined contribution pension arrangements.
(3)
Fixed share allowance is payable broadly in arrears, currently in four instalments per year. The shares will be released in equal amounts over a five-year period.
(4)
The maximum bonus award under the Policy is set at 100% of base salary and is calculated on salary earned over the year. The award is expected to vest at 50% where
on-target performance is achieved across the scorecard.
(5)
The maximum RSP award under the Policy is set at 150% of base salary and is calculated on salary earned over the year. The award is normally expected to vest in full,
subject to underpin criteria that will ensure there is no payment for failure. The maximum value of the RSP award receivable by the Group CEO and Group CFO for 2024
would increase to £2,570,046 and £1,772,888 respectively in the event there was a 50% increase in the NatWest Group plc share price over the RSP three-year period
from grant to vest.
Annual bonus performance assessment for 2024
The annual bonus scorecard will be based on weighted performance measures and appropriately stretching targets across
financial and non-financial areas that align with our purpose-led strategy.
For 2024, financial performance will represent 60% of the scorecard with target ranges set in line with the budget.
Non-financial measures will be focused across climate, customer, purpose, culture and people, and enterprise and capability.
These measures represent an aggregate of 35% of the scorecard and reflect our ESG priority areas as well as the importance
of good customer outcomes. The remaining 5% will be assessed on Personal measures based on a discretionary assessment
of the performance of each executive director over the year. A downward Risk modifier will also apply, enabling risk
performance to be assessed and awards reduced, potentially to zero.
Threshold and maximum targets will be disclosed retrospectively at the end of the performance period in the 2024 Directors’
remuneration report, alongside the actual level of performance achieved and associated narrative. No award will be made
if threshold performance, as determined by the committee, is not achieved. The level of the award to be paid will vary
between 10% for threshold performance and 100% for maximum performance. Target performance will pay out at 50%
of maximum opportunity.
All assessments of performance are subject to the committee’s judgement to determine the appropriate outcome. Discretion
will only be used by the committee when the application of the formulaic performance outcome drives an unrepresentative
outcome or when it is necessary to take into account strategic, economic or societal impacts that were not or could not
have been accounted for at the point of agreeing the bonus scorecard.
Payments for loss of office and payments to
past directors (audited)
Alison Rose stepped down as Group CEO by mutual
agreement with effect from 25 July 2023.
In line with Ms Rose’s service agreement, she will
continue to receive her fixed pay elements for her
contractual notice period, which will end on 26 July
2024 in line with the terms of our approved Policy. For
this purpose, her fixed pay elements consist of salary
of £1,155,660 per annum, fixed share allowance
of £1,155,660 per annum, pension allowance of
£115,566 per annum, and contractually agreed
benefits of £26,250 per annum.
In accordance with the terms of the Policy and
our share plan rules, any awards due to vest after
cessation of her employment on 26 July 2024 will
lapse on that date. There is no change to the vesting
schedule of her awards. Details of outstanding share
awards are included in the scheme interests table of
page 148. The value of unvested share awards, as at
31 December 2023, was £5,147,914. This value differs
from that previously disclosed in the Section 430(2b)
Companies Act 2006 Statement on 10 November
2023 as it is based on an updated share price. The
final value of any lapsed share awards will depend
on the share price on 26 July 2024.
In addition, no bonus or variable remuneration will be
paid to Ms Rose in respect of service during 2023.
Ms Rose’s shareholding requirement will continue
to apply for a period of two years from her date of
cessation of employment.
In accordance with the terms of the Policy, under
the settlement agreement contributions towards
Ms Rose’s legal fees and outplacement support
were agreed. This was £395,000 plus VAT for legal
fees and £60,000 plus VAT for outplacement support.
STRATEGIC
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
150
Annual bonus performance measures and targets for 2024
Category
Performance measures
Target
Weighting
Financial
Financial
60%
Group RoTE.
Target will be set with appropriate reference to our external guidance for RoTe. The targets set and
the extent of their achievement will be disclosed in the 2024 Annual Report as the committee
considers them to be commercially sensitive at this point in time.
30%
Group underlying income excluding notable items.
Target will be set with appropriate reference to our external guidance for income excluding notable
items. The targets set and the extent of their achievement will be disclosed in the 2024 Annual
Report as the committee considers them to be commercially sensitive at this point in time.
10%
Group operating expenses, excluding litigation and conduct costs.
Target to be in line with our external Group operating expenses guidance.
10%
CET1.
CET1 target range of 13-14%.
10%
Non-Financial
Strategic
35%
Climate
Climate and sustainable funding and financing.
Implementation of the Climate transition plan.
Target of £25.8 billion towards the £100 billion target.
1.
Volume of customer engagement through carbon tracking, energy and retrofit journey tools;
2.
Number of large customers for which the Customer Transition Plan Assessment (CTPA) is
undertaken; and
3.
% of in-scope AuM which align to a net zero trajectory.
10%
Customer
Net Promoter Score (NPS) and Customer Touchpoint
Rating (CTR) for our brands.
Consumers: Maintain NatWest Retail Main Bank NPS at +22. Businesses: Maintain NatWest Business
Banking £0-750k NPS at -6 and maintain NatWest Commercial Mid-Market (£750k-£250m) NPS at
+11 and maintain NatWest Large Corporate >£250m NPS at +19. Wealth: Maintain Premier NPS at
+17. Improve Coutts NPS (12MR) to +34. RBSI: Improve NPS by 2 points on the new baseline to +43.
NatWest Markets: Maintain average CTR of 75%. Also: Maintain RBSI NPS for Institutions to +44 and
shared targets of Commercial Mid-Market NPS +11 and Large Corporate NPS +19.
10%
Purpose,
culture
and
people
Progress against purposeful leadership targets.
Progress against culture targets.
Number of females in senior roles.
Number of colleagues from ethnic minority
backgrounds in senior roles.
Purposeful leadership target from Our View = 84.
Culture target from Our View = 83.
Increase percentage in the top three layers to 43% on aggregate.
Increase percentage in the top four layers in the UK to 13.5% on aggregate.
10%
Enterprise
and
capability
Support the sustainable growth ambitions of our
customers through our wrap around support,
knowledge and expertise.
Prioritise support for harder to reach groups with
higher barriers to entering and growing a business.
To help 10 million people, per year, manage their financial
wellbeing by 2027.
To improve the financial wellbeing of young people and
help them feel more confident about their future.
Support UK businesses through enterprise programmes with 350,000 interventions to start, run
and grow a business. In-person support (where measurement is possible; excluding digital) being
distributed as follows: 75% to UK regions outside London & South East; 50% to females; 20% to
Black, Asian and Minority Ethnic individuals.
To help 7 million people to manage their financial wellbeing by the end of 2024.
To reach 1 million young people in 2024.
5%
Personal
(5%)
Discretionary assessment at year end for both executive directors.
Group CEO performance is based on recommendation from Chair taking into account additional
individual performance factors.
Group CFO performance is based on recommendation from CEO taking into account individual
performance goals.
5%
Risk
(0 – 100%)
Risk performance assessment based on Group, NatWest Holdings,
Functional (CFO only) and individual risk performance.
Discretionary downwards modifier.
0-100%
Annual remuneration report continued
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NatWest Group
2023 Annual Report and Accounts
151
Annual remuneration report continued
RSP performance assessment for 2024
RSP awards are granted entirely in shares creating simple and effective alignment with
the returns that shareholders receive over the long term. This is supported by annual bonus
arrangements, which ensure that executive directors are also incentivised to deliver on the
key strategic priorities of NatWest Group, with robust weighted performance measures as
set out on the previous page. After the application of the pre-grant test and the pre-vest
underpin, the RSP would be expected to pay out at 100% in the vast majority of cases to
deliver the expected value under the Policy.
Pre-grant test
Executive directors will be granted an RSP award in 2025 provided the committee considers
performance over 2024 has been satisfactory, based on an assessment against our
performance management framework.
Pre-vest underpin
RSP awards will not be subject to further performance conditions. However, before vesting,
the committee will review the outcomes of the business against the underpin criteria. Details
of the underpin criteria for the RSP award to be granted in respect of 2023 performance
as well as the broader discretion available to the committee can be found on page 148.
Chairman and non-executive directors’ shareholding policy
and annual fees for 2024
From 1 January 2023, the Board introduced a formal shareholding policy for the Chairman
and non-executive directors. The policy did not apply to directors who were due to step
down from the Board within 12 months of 1 January 2023. Under the shareholding policy,
NatWest Group retains a portion of the net monthly basic fees (10% for the Chairman and
25% for non-executive directors) which is used to purchase shares every quarter. The
Chairman is required to build towards a shareholding equivalent to four times the basic
annual Board fee (currently £340,000) and for non-executive directors the target is one
times the basic annual Board fee (currently £85,000). Once the target is achieved, monthly
deductions and quarterly purchases will continue at a reduced percentage of net monthly
fees (5% for the Chairman and 10% for non-executive directors). The shares purchased
under the shareholding policy are held in a nominee account with dividends reinvested
and shares retained until the director steps down from the Board.
We believe this is a progressive and proportionate approach to shareholder alignment that
will provide consistency and ultimately higher levels of shareholdings for this cohort. It will
also ensure there is a continuous element of shareholder alignment as the Chairman
and non-executive directors will continue to acquire shares over their entire tenure.
The annual fees applicable from 1 January 2024 are set out in the tables, with the fees
delivered in a combination of cash and shares in line with the shareholding policy above.
Fees for NatWest Group plc Board
(1)
Rates from
1 January 2024
Chair (composite fee)
£775,000
Non-executive director basic fee
£85,000
Senior Independent Director
£36,000
Fees for NatWest Group plc Board Committees
(1)
Member
Chair
Group Board Risk Committee
£35,000
£75,000
Group Audit Committee
£35,000
£75,000
Group Performance and Remuneration Committee
£35,000
£75,000
Group Sustainable Banking Committee
£32,000
£65,000
Group Nominations and Governance Committee
£16,000
Other fees for NatWest Group plc Board directors
Rates from
1 January 2024
Chair of NatWest Markets plc
(composite fee to cover all boards and committees)
£280,000
Chair of the Colleague Advisory Panel
£15,000
(1)
No additional fees are payable where the director is also a member of the boards and respective board committees of NatWest
Holdings Limited, National Westminster Bank Plc and The Royal Bank of Scotland plc. Where appropriate, directors receive
additional fees for membership of other subsidiary company boards and committees including NatWest Markets Plc.
If applicable, we will disclose the value of fees received in this report each year.
Other external directorships
The Board must approve any additional appointments undertaken by directors outside
NatWest Group. Steps are in place to make sure that directors comply with regulatory limits
on the number of directorships held. The Board also considers whether it is appropriate for
executive directors to retain any remuneration from any new external roles, depending on
the appointment. You can find details of current external appointments in the biographies
section of the Corporate governance report.
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
152
Annual percentage change
2022 to 2023
2021 to 2022
2020 to 2021
2019 to 2020
Salary
Benefits
Annual Bonus
Salary
Benefits (1)
Annual Bonus
Salary
Benefits (1)
Annual Bonus
Salary
Benefits (1)
Annual Bonus
UK employees
(2)
8.11%
9.65%
7.13%
5.20%
6.34%
42.48%
2.02%
4.68%
35.24%
2.86%
1.70%
-32.40%
Executive directors
Paul Thwaite
(3)
n/a
n/a
n/a
Alison Rose
(3)
-42%
-43%
-100%
1.50%
0%
n/a
0%
0%
n/a
n/a
Katie Murray
3%
0%
-2%
1.50%
0%
n/a
0%
0%
n/a
0%
0%
n/a
Chairman and
non-executive directors
Fees
Benefits
Annual Bonus
Fees
Benefits
Annual Bonus
Fees
Benefits
Annual Bonus
Fees
Benefits
Annual Bonus
Howard Davies
(4)
2%
-57%
n/a
0%
8%
n/a
0%
8%
n/a
0%
9%
n/a
Frank Dangeard
3%
-33%
n/a
2%
200%
n/a
1%
0%
n/a
0%
-75%
n/a
Roisin Donnelly
(5)
462%
0%
n/a
n/a
n/a
n/a
Patrick Flynn
-6%
-40%
n/a
2%
400%
n/a
0%
-67%
n/a
2%
-70%
n/a
Morten Friis
(5)
-40%
-80%
n/a
3%
100%
n/a
17%
214%
n/a
14%
-80%
n/a
Yasmin Jetha
(5)
-8%
25%
n/a
1%
300%
n/a
33%
100%
n/a
n/a
Stuart Lewis
(5)
n/a
n/a
n/a
n/a
Mike Rogers
(5)
-66%
-80%
n/a
4%
n/a
1%
-100%
n/a
0%
-83%
n/a
Mark Seligman
3%
0%
n/a
4%
400%
n/a
1%
0%
n/a
-4%
-88%
n/a
Lena Wilson
36%
-35%
n/a
5%
240%
n/a
8%
25%
n/a
16%
-64%
n/a
(1)
Standard benefit funding for executive directors has remained unchanged. The figures above exclude any other benefits to executive directors such as travel assistance in connection with company business, the value of which is disclosed each year in the single total
figure table.
(2)
NatWest Group plc is a holding company and is not an employing entity. The disclosure above compares the change in directors’ pay with all employees based in the UK. The data is based on the average full time equivalent salary and benefit costs of UK-based
employees of NatWest Group, excluding the CEO and the CFO. This is considered to be the most representative comparator group, as it covers the majority of employees and the CEO and CFO are based in the UK. The average percentage change relates to
salaries and benefits awarded in the respective financial years for UK employees and therefore may differ from figures quoted elsewhere in the report, for example, the proposed salary increases announced in December 2023 to be awarded from April 2024.
(3)
Paul Thwaite was appointed as Group CEO on 25 July 2023 and therefore the annual change comparison to 2022 is not applicable. Alison Rose stood down with effect from 25 July 2023.
(4)
The benefits column for Howard Davies, Chairman, includes private medical cover, the cost of which fell in 2023 due to a reduction of services in prior years but is expected to return to more typical rates in 2024.
(5)
Stuart Lewis joined the Board on 1 April 2023, Roisin Donnelly joined the Board on 1 October 2022 and Yasmin Jetha re-joined the Board on 1 April 2020, so there are no prior year comparisons. Mike Rogers and Morten Friis stepped down from the Board with effect
from 25 April 2023 and 31 July 2023 respectively.
Annual change in directors’ pay compared to
average change in employee pay
Remuneration for employees is based on salary, benefits
and annual bonus. Executive directors receive fixed share
allowances and, from the 2022 performance year onwards,
annual bonus awards. The Chairman and non-executive
directors receive fees rather than salary and do not receive
annual bonus awards. We regularly review membership of
Board Committees and changes in membership will impact
the level of fees paid to non-executive directors from one
year to the next. The benefits figures for non-executive
directors can also change significantly year on year
depending on the amount of travel undertaken in
connection with Board meetings. The data for non-
executive directors below reflects the value of benefits
mainly falling in 2020 and 2021, due to less travel during
the COVID-19 restrictions, before returning to more typical
levels in 2022.
Annual remuneration report continued
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INFORMATION
NatWest Group
2023 Annual Report and Accounts
153
CEO to employee pay ratios
The ratios below compare the total pay of the CEO, as
set out in the single figure of remuneration table in this
report, against the pay of three employees whose earnings
represent the lower, median and upper quartiles of the UK
employee population. A significant proportion of the CEO’s
total remuneration is delivered through long-term incentive
arrangements, linked to performance and share price
movements, which means this part of the ratio can fluctuate
significantly from one year to the next. None of the three
employees identified this year received equivalent long-term
incentive arrangements. Information based on salary only is
included as a further comparison.
The pay ratios reflect the diverse range of roles and pay
levels across NatWest Group as a large financial services
company. For the total remuneration comparison, the
Annual remuneration report continued
CEO to employee pay ratios
Pay ratios
Remuneration values (£000)
Year
Methodology
P25 (LQ)
P50 (Median)
P75 (UQ)
Calculation
CEO
Y25 (LQ)
Y50 (Median)
Y75 (UQ)
2018
A
Total remuneration
143:1
97:1
56:1
Total remuneration
3,578
25
37
64
Salary only
44:1
30:1
19:1
Salary only
1,000
23
33
51
2019
A
Total remuneration
175:1
118:1
69:1
Total remuneration
4,517
26
38
66
Salary only
44:1
30:1
19:1
Salary only
1,017
23
34
52
2020
A
Total remuneration
99:1
66:1
39:1
Total remuneration
2,615
26
40
66
Salary only
46:1
31:1
20:1
Salary only
1,100
24
36
54
2021
A
Total remuneration
130:1
87:1
51:1
Total remuneration
3,588
28
41
70
Salary only
44:1
29:1
20:1
Salary only
1,100
25
37
55
2022
A
Total remuneration
177:1
119:1
71:1
Total remuneration
5,249
30
44
74
Salary only
42:1
28:1
19:1
Salary only
1,117
27
40
58
2023
A
Total remuneration
95:1
64:1
39:1
Total remuneration
3,158
33
50
81
Salary only
38:1
25:1
17:1
Salary only
1,106
29
44
63
Supplementary information on the pay ratio table:
(1)
The data for 2023 is based on remuneration earned by Mr Thwaite and Ms Rose, as set out in the single figure of remuneration table in this report which details the pro-rated amount of Mr Thwaite’s annual bonus, together with the estimated vesting value of the full
2021 LTI award, including the performance period prior to appointment.
(2)
The employees at the 25
th
, 50
th
and 75
th
percentiles (lower, median and upper quartiles) were determined as at 31 December of the relevant year, based on full-time equivalent remuneration for all UK employees. This includes fixed pay (salary, pension funding and
where relevant benefit funding and other allowances) and also any variable pay (based on the amount to be paid). For employees who work part time, fixed pay is grossed up to the full-time equivalent.
(3)
‘Option A’ methodology was selected as this is considered the most statistically accurate method. UK employees receive a pension funding allowance set as a percentage of salary. Some employees continue to participate in the defined benefit pension scheme.
For simplicity and consistency with prior years, we have included the pension funding allowance value in the calculation for all employees.
(4)
The data for the three employees identified has been considered and fairly reflects pay at the relevant quartiles among the UK employee population. Each of the three individuals was a full-time employee during the year and none received an exceptional award that
would otherwise inflate their pay figure.
median employee for 2023 works in Digital and the median
pay ratio is consistent with the pay and reward policies for
UK employees as a whole. We are determined to pay each
individual a fair rate for the role performed, using consistent
reward policies and offering opportunities for progression.
We set out further information on our fair pay approach on
natwestgroup.com. The change in the median pay ratio
since 2018 is largely driven by the more volatile nature of
performance-related pay for the CEO. In April 2020, Ms
Rose decided to forgo 25% of her fixed pay for the rest of
the year which contributed to the ratio falling in 2020 before
rising in 2021. The median pay ratio then increased further
in 2022 primarily due to Ms Rose receiving an annual bonus
award for the first time under the new Policy and a higher
vesting value for the LTI award, as a result of strong share
price performance.
As there was a change in Group CEO during the year,
the data for 2023 is based on remuneration earned by
Ms Rose and Mr Thwaite, as set out in the single figure of
remuneration table. As the single figure table only includes
the pro-rated amount of Mr Thwaite’s annual bonus award,
the ratio may vary next year, depending on outcomes. Also,
as Ms Rose voluntarily declined a LTI award in 2021, in
relation to the magnitude of events relating to COVID-19,
there was no vesting amount to include in her single
figure of remuneration and this contributed to the pay
ratio falling in 2023. The total remuneration and salary only
for employees at the lower, median and upper quartiles
has either remained stable or increased year-on-year.
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NatWest Group
2023 Annual Report and Accounts
154
68.42%
20.92%
9.31%
1.34%.
Annual remuneration report continued
Summary of remuneration levels for employees in 2023
Remuneration of Material Risk Takers (MRTs) in 2023
Each year, we disclose the remuneration paid to individuals whose activities have a material
influence over NatWest Group’s performance or risk profile, known as MRTs. The disclosures
are made in line with regulatory requirements and full details can be found in our Pillar 3
reports on natwestgroup.com. The tables below summarise the total pay for colleagues
identified as MRTs for one or more entities across NatWest Group along with the number
of individuals earning more than €1 million for the year. Note that the number of MRTs
excludes colleagues who left NatWest Group prior to 31 December 2023 in line with
regulatory requirements.
Number of >€1m earners
(1)
Number of MRTs
686
€1.0 million to below €1.5 million
49
Remuneration (£millions)
€1.5 million to below €2.0 million
15
Total fixed pay
£201.06
€2.0 million to below €2.5 million
5
Total variable pay
£103.98
€2.5 million to below €3.0 million
5
Total remuneration
£305.05
€3.0 million to below €3.5 million
€3.5 million to below €4.0 million
1
€4.0 million to below €4.5 million
Total
75
(1)
This information is disclosed in Euros in line with the
requirements of the regulations.
The disclosure of remuneration levels for employees includes anyone employed by NatWest Group during the year.
48,178 employees earned total remuneration up to £50,000
14,731 employees earned total remuneration between £50,000 and £100,000
6,555 employees earned total remuneration between £100,000 and £250,000
946 employees earned total remuneration over £250,000
STRATEGIC
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
155
Annual remuneration report continued
Directors’ interests in NatWest Group plc shares (audited)
Under the shareholding requirements, the Group CEO and Group CFO need to build up and maintain shares to the value of 500% of salary and 300% of salary respectively. The requirements
apply both during employment and for two years after leaving, in line with best practice. Procedures are in place to enforce the shareholding requirements, and you can find further details on
page 139.
Share interests held by Chairman and non-executive directors
As set out on page 152, the Chairman and non-executive directors are also subject to a
separate shareholding policy from 2023.
(5)
Under the shareholding policy, NatWest Group
retains a portion of the net monthly basic fees (10% for the Chairman and 25% for non-
executive directors) which is used to purchase shares every quarter. The shareholding
requirement for the Chairman is four times the basic annual Board fee and for non-executive
directors the target is one times the basic annual Board fee. Once the target is achieved,
monthly deductions and quarterly purchases will continue at a reduced percentage of net
monthly fees (5% for the Chairman and 10% for non-executive directors).
The shares purchased under the shareholding policy are held in a nominee account with
dividends reinvested and shares retained until the director steps down from the Board.
The shareholding requirement is expressed as a number of shares, which is calculated at
the beginning of each year. This is the first year of the policy and the progress being made
towards the shareholding requirement is in line with expectations. A number of the directors
held shares prior to the policy’s introduction which has accelerated their progress.
Paul Thwaite (5)
Alison Rose (6)
Katie Murray
Shares held – beneficially owned
(1)
571,862
2,516,174
763,090
Shares held – performance assessed unvested shares
(2)
42,232
228,807
340,582
Total shares held counting towards requirements
(3)
614,094
2,744,981
1,103,672
Shareholding requirement
500% of salary
500% of salary
300% of salary
Position against requirement
(4)
128% of salary
596% of salary
307% of salary
(1)
Shares owned beneficially as at 31 December 2023 or at the date of stepping down from the Board if earlier. Includes shares held by persons closely associated with the directors.
(2)
Share awards are also included for the purposes of the shareholding requirement once any performance assessment has been completed. All share awards are included net of taxes due to be paid on vesting.
(3)
As at 16 February 2024, there were no changes to the shares held as shown above for Mr Thwaite and Ms Murray. Ms Rose has received additional shares in respect of her fixed share allowance awards since stepping down as Group CEO.
(4)
For Mr Thwaite and Ms Murray, the position against the requirement was calculated as at 31 December 2023 based on the closing price of £2.1940 on 29 December 2023. For Ms Rose the position is calculated based on the closing price on the date of stepping down,
25 July 2023, of £2.5120.
(5)
On 25 July 2023, Mr Thwaite was appointed as Group CEO for an initial period of 12 months and was appointed permanently as of 16 February 2024.
(6)
For Ms Rose shares held are as at 25 July 2023 from when she stepped down from her role. The position against requirement for Ms Rose includes unvested share awards with a vest date up to 7 March 2024 only. Under the post-employment shareholding
requirement, Ms Rose will be required to hold shares for a period of two years from her date of leaving, 26 July 2024, which will be calculated on this date.
(1)
Shares owned beneficially as at 31 December 2023 or at the date of stepping down from the Board if earlier. Includes shares
held by persons closely associated with the directors. As at 16 February 2024, there were no changes to the shares held as
shown above.
(2)
Shareholding requirement for 2023 equates to 122,617 shares for Howard Davies and 30,654 for other non-executive
directors. These amounts were calculated based on the Board fee at the start of the year (£82,000) and a share price of
£2.1675 on 28 December 2022.
(3)
Stuart Lewis was appointed to the Board with effect from 1 April 2023.
(4)
Mike Rogers stepped down from the Board on 25 April 2023, and Morten Friis stepped down from the Board on 31 July 2023.
The shareholding policy does not apply to directors who stepped down from the Board within 12 months of 1 January 2023.
The share interest for Mr Friis held is over 9,285 American Depositary Receipts representing 18,570 ordinary shares.
(5)
36,585 shares are held in the name of M Seligman & Co Limited, of which Mr Seligman and Louise Seligman are shareholders.
(6)
For the Chairman and non-executive directors, a final share purchase under the shareholding policy for 2023 was made on
2 January 2024 and this has been included in the table above as it related to deductions from 2023 fees.
Howard Davies
Frank Dangeard
Roisin Donnelly
Patrick Flynn
Morten Friis (4)
Yasmin Jetha
Stuart Lewis (3)
Mike Rogers (4)
Mark Seligman (4)
Lena Wilson
Shares held
(1)
119,382
9,182
11,858
23,111
18,570
32,063
3,879
18,571
59,363
31,910
Shareholding
requirement
(2)
4x basic
annual
Board fee
1x basic
annual
Board fee
1x basic
annual
Board fee
1x basic
annual
Board fee
N/A
1x basic
annual
Board fee
1x basic
annual
Board fee
N/A
1x basic
annual
Board fee
1x basic
annual
Board fee
Position
against
requirement
97% of target
29% of target
38% of target
75% of target
N/A
104% of target
12% of target
N/A
193% of target
104% of target
STRATEGIC
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NatWest Group
2023 Annual Report and Accounts
156
Share awards under share plans
Year
Awards held
1 Jan 2023
Awards granted
Award price £ (5)
Full market value
at grant £ (5)
Awards vested
Awards lapsed
Awards held
31-Dec-23
Expected vesting dates
Paul Thwaite
Sharesave
(3)
2017
2,643
2.27
2,643
Sharesave
(3)
2018
3,169
1.89
3,169
Deferred award
(4)
2018
17,487
2.66
17,487
Deferred award
(4)
2019
38,871
2.64
19,437
19,434
(1)
07.03.24
Deferred award
(4)
2020
90,377
1.70
30,127
60,250
(1)
07.03.24 – 07.03.25
LTI award
2021
240,655
1.67
1.87
240,655
(2)
07.03.24 – 07.03.28
LTI award
2022
410,492
1.82
2.23
410,492
(2)
07.03.25 – 07.03.29
RSP award
2023
425,074
2.21
2.92
425,074
(2)
07.03.26 – 07.03.30
Annual bonus/Deferred award
(4)
2023
63,764
2.82
2.92
63,764
803,694
488,838
136,627
1,155,905
Total LTI and RSP awards subject to service
79,684
(1)
Total LTI and RSP awards subject to performance and service
1,076,221
(2)
Year
Awards held
1 Jan 2023
Awards granted
Award price £ (5)
Full market value
at grant £ (5)
Awards vested
Awards lapsed
Awards held
25-Jul-23
Expected vesting dates
Alison Rose
(6)
LTI award
2017
111,838
2.41
55,920
55,918
(1)
07.03.24
LTI award
2018
276,420
2.66
92,140
184,280
(1)
07.03.24 – 07.03.25
LTI award
2019
429,276
2.64
107,319
321,957
(1)
07.03.24 – 07.03.26
LTI award
2020
881,679
1.70
176,336
705,343
(1)
07.03.24 – 07.03.27
LTI award
2022
877,781
1.82
2.23
877,781
(2)
07.03.25 – 07.03.29
RSP award
2023
632,794
2.21
2.92
632,794
(2)
07.03.26 – 07.03.30
Annual bonus/Deferred award
(4)
2023
113,820
2.82
2.92
113,820
2,576,994
746,614
545,535
2,778,073
Total LTI and RSP awards subject to service
1,267,498
(1)
Total LTI and RSP awards subject to performance and service
1,510,575
(2)
The footnotes for the tables above are set out on the next page.
Annual remuneration report continued
STRATEGIC
REPORT
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
157
Year
Awards held
1 Jan 2023
Awards granted
Award price £ (5)
Full market value
at grant £ (5)
Awards vested
Awards lapsed
Awards held
31-Dec-23
Expected vesting dates
Katie Murray
Deferred award
(4)
2018
26,795
2.66
26,795
Deferred award
(4)
2019
167,155
2.64
41,790
125,365
(1)
07.03.24 – 07.03.26
LTI award
2020
646,565
1.70
129,313
517,252
(1)
07.03.24 – 07.03.27
Sharesave
(3)
2020
3,200
1.12
3,200
LTI award
2021
407,262
1.67
1.87
407,262
(2)
07.03.24 – 07.03.28
LTI award
2022
580,885
1.82
2.23
580,885
(2)
07.03.25 – 07.03.29
RSP award
2023
431,451
2.21
2.92
431,451
(2)
07.03.26 – 07.03.30
Annual bonus/Deferred award
(4)
2023
73,596
2.82
2.92
73,596
1,831,862
505,047
274,694
2,062,215
Total LTI, RSP and deferred awards subject to service
642,617
(1)
Total LTI and RSP awards subject to performance and service
1,419,598
(2)
(1)
Performance assessment has taken place and awards remain subject to deferral and employment conditions before vesting. These awards count on a net-of-tax basis towards meeting the shareholding requirement.
(2)
Awards are subject to the pre-vest performance assessment along with deferral and employment conditions before vesting. See earlier in this report for the pre-vest assessment of the 2021 LTI award. The first vesting of this award is due to take place in March 2024,
which will be reflected in next year’s table together with any shares lapsed for performance.
(3)
Sharesave options enable colleagues to save from their salary with an option to buy shares at the end of the savings period. The award price is the price at which shares can be bought. Sharesave options are normally exercisable for a period of six months from the
maturity date at an option price that is discounted by up to 20% of the market value around the time of the award.
(4)
For annual bonus, shares were granted as an element of the up-front bonus awarded in March 2023 and vested in June 2023, in line with the Policy. For Mr Thwaite deferred awards from 2018 to 2023 relate to annual bonus awards granted for performance prior to
becoming an executive director, with payments deferred in line with regulatory requirements. Similarly, for Ms Murray deferred awards from 2018 and 2019 relate to annual bonus awards granted for performance prior to becoming an executive director.
(5)
The award price shown from 2021 onwards is discounted to reflect the absence of the right to receive dividends or dividend equivalents during the vesting period, in line with the Policy. For reference, the full market price of NatWest Group shares at the time of grant is
also shown.
(6)
For Ms Rose figures are based on 25 July 2023. In line with leaving arrangements for Ms Rose as disclosed on page 150, any awards due to vest after the cessation of her employment on 26 July 2024 will lapse on that date.
Annual remuneration report continued
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ADDITIONAL
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NatWest Group
2023 Annual Report and Accounts
158
Relative importance of spend on
pay £m (% change on 2022)
(1)
Remuneration paid to all employees represents total staff
expenses as per Note 3 to the consolidated financial statements,
exclusive of social security and other staff costs.
(2)
Reflects distributions to shareholders through dividend payments
during the financial year. The Board has confirmed its intention to
pay a dividend of 11.5p per ordinary share in respect of financial
year 2023, which will be paid in 2024 subject to approval by
shareholders at the forthcoming Annual General Meeting.
Statement of shareholder voting
The resolutions to approve the Policy at the 2022 AGM and the Annual remuneration report from the 2023 AGM received
strong levels of support, as set out below.
Shareholder dilution and share sourcing
NatWest Group can use new issue, market-purchase or treasury shares to deliver shares that are required for employee
share plans. Best practice dilution limits are monitored and govern the number of shares that may be issued to satisfy share
plan awards.
Total Shareholder Return (TSR) performance
The graph compares the TSR performance of NatWest Group with companies comprising the FTSE 100 Index over the last
10 years. We have selected this index because it represents a cross-section of leading UK companies. We have added the
TSR for FTSE UK banks for the same period as a further comparison.
CEO pay over the same period
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
Total
remuneration
(£000s)
(1)
PT
1,706
AR
1,401
2,615
3,588
5,249
1,452
RM
1,878
3,492
3,702
3,487
3,578
4,066
Annual bonus
against maximum
opportunity
PT
54%
AR
68%
(2)
LTI vesting rates
against maximum
opportunity
PT
45%
AR
60%
82%
83%
78%
(3)
RM
73%
62%
56%
89%
41%
78%
(1)
CEOs are Paul Thwaite (PT), Alison Rose (AR) and Ross McEwan (RM) with figures based on the single figure of remuneration for the relevant year.
(2)
In line with leaving arrangements as disclosed on page 150, Ms Rose did not receive a bonus in respect of service during 2023.
(3)
Ms Rose informed the Board she did not wish to receive an LTI award for the 2020 performance year, recognising events relating to COVID-19.
Annual remuneration report continued
1,456
(+20.83%)
242
(-2.81%)
3,348
(+5.32%)
2023
1,205
2022
249
3,179
Distributions to holders of ordinary shares
(2)
Distributions to holders of preference
shares and paid-in equity
Remuneration paid to all employees
(1)
250
200
150
100
50
0
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
FTSE 100
FTSE UK Banks
NatWest Group
Directors’ Remuneration Policy
Vote
Number of shares
Percentage
For
33,883,943,928
92.75%
Against
2,649,384,392
7.25%
Withheld
126,953,196
Annual Remuneration Report
Vote
Number of shares
Percentage
For
32,683,776,892
97.35%
Against
891,030,920
2.65%
Withheld
142,525,464
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NatWest Group
2023 Annual Report and Accounts
159
The Group Performance and Remuneration Committee
Principal areas of focus of 2023
Jan
Feb
April
Sept
Dec
Wider workforce
Approving and overseeing the NatWest Group-wide Remuneration Policy.
Considering how pay has been allocated across the workforce,
including analysis by colleague level, geography and diversity.
Reviewing fixed pay proposals.
Approving Sharesave offers to colleagues.
Reviewing performance over the year and approving bonus pools
for the business areas.
Reviewing gender and ethnicity pay gap reporting.
Executive remuneration
Reviewing performance assessments and remuneration arrangements
for the committee’s ‘in-scope’ population.
Setting performance objectives for senior executives for the year ahead.
Approving the outcomes of variable pay awards.
Approving remuneration for senior hires and arrangements for any leavers.
Engaging with stakeholders on our remuneration proposals.
Reviewing and approving the Directors’ remuneration report.
Receiving benchmarking data on executive pay and peer practice.
Governance and regulatory
Approving agenda planners and ensuring the committee is meeting
all its obligations under its terms of reference (ToR).
Considering matters escalated by other Board Committees
and subsidiary Performance and Remuneration Committees.
Overseeing the MRT identification process.
Receiving accountability review updates and approving accountability
decisions for the population within its governance.
Carrying out the annual evaluation of their performance as a committee.
The Committee also approves submissions made throughout the year to the UK regulators outside the formal meetings, as required.
Annual remuneration report continued
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NatWest Group
2023 Annual Report and Accounts
160
Annual remuneration report continued
The Group performance and remuneration committee continued
Membership
All members of the committee are independent non-executive directors. In order to be considered for the role of committee Chair, an individual must first have
served on a remuneration committee for at least 12 months. During 2023, the committee continued to be chaired by Lena Wilson, who has been a member since
April 2020. Mike Rogers stepped down from the Board and the committee on 25 April 2023. Frank Dangeard and Mark Seligman were members throughout 2023.
The committee held five scheduled meetings in 2023 and a further eight ad hoc meetings. You can find further details of members and attendance in the Corporate
governance report on page 97.
Role of the
Committee
The terms of reference (ToR) of the committee is reviewed annually and available on natwestgroup.com. The committee is responsible for:
approving the remuneration policy for all colleagues and reviewing the effectiveness of its implementation;
reviewing performance and making recommendations to the Board on arrangements for executive directors;
approving remuneration for a defined ‘in-scope’ population comprising members and attendees of the senior Executive Committees and direct reports of
the CEO, control function heads and the Company Secretary. The committee also approves arrangements where individuals earn total compensation above
£1 million; and
setting the remuneration framework and principles for colleagues identified as Material Risk Takers.
Operation of
the policy
The remuneration policy operated as intended during the year, with decisions taken in line with NatWest Group’s approval matrix. A paper summarising the
operation of the policy is presented to the committee each April. In addition, pay awarded to executive directors for 2023 fully reflected NatWest Group performance
for the year.
Managing
conflicts
To mitigate potential conflicts of interest, directors are not involved in decisions regarding their own remuneration. It is the committee, rather than management,
that appoints remuneration advisers. Attendees also play an important role in advising the committee but are not present when their own remuneration is discussed.
The Group Chief People & Transformation Officer may be present when discussions take place on senior executive pay, as there is considerable benefit from her
participation. However, she is never present for discussions of her own remuneration.
Committee
advisers
PricewaterhouseCoopers LLP (PwC) was first appointed as remuneration adviser by the committee in 2010 and reappointed in 2022, following an annual review of
the quality of advice and the level of fees. Following a full tender process earlier in 2023, Korn Ferry (KF) was appointed by the committee as the new remuneration
adviser to the committee, effective September 2023. To enable a smooth handover, KF and PwC worked together to provide remuneration advice to the committee
throughout the remainder of 2023. KF will become the committee’s lead adviser from March 2024.
The professional services PwC provides in the ordinary course of business include assurance, advisory, tax and legal advice to NatWest Group subsidiaries.
KF provide executive/professional search services alongside HR advisory services including assessment services and organisational strategy services to NatWest
Group subsidiaries. PwC and KF are signatories to the voluntary code of conduct in relation to remuneration consulting in the UK. The committee is satisfied that
the advice received is independent and objective, and receives annual statements from PwC and KF setting out the steps taken to maintain independence. There
are no connections between PwC, KF and individual directors to be disclosed. Fees paid to PwC and KF for advising the committee are based primarily on a fixed
fee structure with any additional items charged on a time/cost basis. Fees for 2023 in relation to directors’ remuneration for PwC and KF amounted to £211,506
(2022 – £186,945) and £19,000 respectively excluding VAT.
The committee also took account of the views of the Chairman, the Group CEO, the Group CFO, the Group Chief People & Transformation Officer, the Director of
Reward & Employment, the Group Chief Risk Officer, the Group Chief Audit Executive and other support and control functions. The committee also received input
from the BRC, the GAC, the SBC and the Performance and Remuneration Committees for the principal legal entities across NatWest Group. In addition, the
committee received external legal advice from Clifford Chance on a small number of matters throughout the year.
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Compliance report
Internal control
The Board of directors is accountable for the system
of internal controls that is designed to maintain effective
and efficient operations, compliant with applicable laws
and regulations.
The system of internal controls is designed to manage
risk to an acceptable residual level rather than to eliminate
it entirely. Systems of internal control can only provide
reasonable and not absolute assurance against material
misstatement, fraud, or any other loss.
Ongoing processes are in place for the identification,
evaluation and management of the principal risks faced
by NatWest Group operated throughout the period from
1 January 2023 to 16 February 2024, the date the directors
approved the Annual Report and Accounts. These included
the bi-annual Control Environment Certification process,
which requires senior members of the executive and
management to assess the adequacy and effectiveness of
their internal control frameworks which supports certification
that their business or function is compliant with the Internal
Control over Financial Reporting (Sarbanes-Oxley Section
404) regulatory requirements and with the requirements
of the UK Corporate Governance Code section on Risk
Management and Internal Controls (section C.2). The
policies that govern these processes – and reports on
internal controls arising from them – are reviewed by the
Board and meet the requirements of the Financial Reporting
Council’s Guidance on Risk Management, Internal Control
and Related Financial and Business Reporting.
NatWest Group operates a three lines of defence model
for the ownership, oversight and assurance of its risks
and internal control environment. Management across
the organisation are the first line of defence and, therefore,
are the primary owners of the risk and are responsible for
the design, implementation and maintenance of effective
processes, procedures, and controls to manage the risks
within risk appetite. The Risk function is the second line
of defence which exercises oversight and challenge of the
risk management activities undertaken by the first line of
defence. The Internal Audit function, which is the third
line of defence, undertakes independent and objective
assurance activities on the governance, risk management
and internal controls to monitor and manage risks to enable
In respect of Provision 33, the Board also considers that
this is a matter which should rightly be reserved for the
Board, and this is an approach the Board has adopted for a
number of years. Remuneration for the executive directors
is first considered by the Group RemCo which then makes
recommendations to the Board for consideration. This
approach allows all non-executive directors, and not just
those who are members of the Group RemCo, to participate
in decisions on the executive directors’ and the Chairman’s
remuneration and also allows the executive directors to
input to the decision on the Chairman’s remuneration. The
Board believes this approach is very much in line with the
spirit of the Code and no directors are involved in decisions
regarding their own remuneration. A copy of the Code can
be found at frc.org.uk.
The Board does not anticipate any changes to its approach
in relation to Provisions 17 and 33 of the Code.
Further information on how NatWest Group plc applied the
Principles, and complied with the Provisions of the Code can
be found in the Corporate governance section of this report,
which includes cross-references to relevant sections of the
Strategic report and other related disclosures.
NatWest Group plc has complied in all material respects
with the Financial Reporting Council Guidance on Audit
Committees issued in September 2012 and April 2016.
Under the US Sarbanes-Oxley Act of 2002, specific
standards of corporate governance and business and
financial disclosures and controls apply to companies with
securities registered in the US. NatWest Group plc complies
with all applicable sections of the US Sarbanes-Oxley Act of
2002, subject to a number of exceptions available to foreign
private issuers.
The Group Audit Committee also complied with the
requirements of the FRC’s Audit Committees and the
External Audit: Minimum Standard and the Statutory
Audit Services for Large Companies Market Investigation
(Mandatory Use of Competitive Tender Processes and Audit
Committee Responsibilities) Order 2014 for the year ended
31 December 2023.
Statement of compliance
NatWest Group plc is committed to high standards of
corporate governance, business integrity and professionalism
in all its activities.
Throughout the year ended 31 December 2023, NatWest
Group plc applied the Principles and complied with all of the
Provisions of the UK Corporate Governance Code issued by
the Financial Reporting Council in July 2018 (the Code)
except in relation to:
Provision 17, in respect of the requirement that the Group
Nominations and Governance Committee should ensure
plans are in place for orderly succession to both the
Board and senior management positions and oversee
the development of a diverse pipeline for succession.
Provision 21, that an annual evaluation of the performance
of the Board and its committees should be undertaken.
Provision 33, that the Group Performance and
Remuneration Committee (Group RemCo) should have
delegated responsibility for setting remuneration for the
Chairman and executive directors.
In respect of Provision 17, while the Board is supported
on board succession by the Group Nominations and
Governance Committee, the Board considers this is a
matter of significant importance which should rightly
be reserved for the full Board. Adopting this approach
ensures that all directors have an opportunity to contribute
to succession planning discussions for Board and senior
management, in support of achieving an appropriate
balance of skills, experience, knowledge and diversity
at senior levels within NatWest Group and on the Board.
It also means that all directors have an opportunity to
review, consider and become familiar with the next
generation of executive leaders.
In respect of Provision 21, in September 2023 the Group
Nominations and Governance Committee agreed that it
would be appropriate to defer the internal evaluation of
Board and committee effectiveness due in Q4 2023 until
2024, given the July 2023 change in Group CEO and
upcoming Chair succession. The Board confirmed its
support for this approach. The next Board and committee
evaluation will be conducted in 2024 by an external
facilitator, in accordance with the Code requirement
for an externally facilitated process every three years.
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material operational risks are monitored and actions are
in place to manage the risks within risk appetite.
During 2023, there was a continuing management focus
on the delivery of regulatory programmes. A NatWest
Group-wide Consumer Duty transformation programme
was established and delivered the first FCA regulatory
milestone, in July 2023, of the application of the Consumer
Duty principles to open book products and services. The
focus is now on the review of closed book products and
services and the continued uplifting of customer outcomes
by the next regulatory deadline of 31 July 2024.
Internal control over financial reporting
NatWest Group plc is required to comply with Section 404
of the US Sarbanes-Oxley Act of 2002 and assess the
effectiveness of internal control over financial reporting
as of 31 December 2023.
NatWest Group has assessed the effectiveness of its
internal control over financial reporting as of 31 December
2023 based on the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission
in the 2013 publication of ‘Internal Control –
Integrated Framework’.
Based on its assessment, management has concluded that,
as of 31 December 2023, NatWest Group’s internal control
over financial reporting is effective.
Management’s report on NatWest Group’s internal control
over financial reporting will be filed with the Securities and
Exchange Commission as part of the 2023 Annual Report
on Form 20-F.
Disclosure controls and procedures
As required by Exchange Act rules, management
(including the Group CEO and Group CFO) have conducted
an evaluation of the effectiveness and design of NatWest
Group’s disclosure controls and procedures (as defined in
the Exchange Act rules) as of 31 December 2023. Based on
this evaluation, management (including the Group CEO and
Group CFO) concluded that NatWest Group plc’s disclosure
controls and procedures were effective as of the end of the
period covered by this Annual Report and Accounts.
across end-to-end processes as part of its enterprise-wide
risk management framework. This has been supported by
an industry aligned risk directory and the development of
a focused suite of risk standards, operational guidance and
risk toolkits, which provide a consistent approach to risk
management and control requirements for each non-
financial risk. The outcomes of the risk and control self-
assessments provide insight into the adequacy and
effectiveness of the control environment and the impact
thereof on the residual risk exposures. They further support
the initiation of actions to address control gaps and identify
control rationalisation and automation opportunities. The
outcomes of the risk and control self-assessments are
used as input into risk profile reporting to the Board and
senior management and assists in prioritisation of risk
mitigation activities.
The remediation of known control issues through defined
action plans continued to be an important focus for both
the Group Audit Committee and the Board Risk Committee
during 2023. For further information on their oversight of
remediation of the most material issues, refer to the Report
of the Group Audit Committee and the Report of the
Group Board Risk Committee. The Group Audit Committee
received confirmation that management has taken or is
taking action, to remedy material failings or weaknesses
identified through NatWest Group’s risk and control
frameworks. The Group Audit Committee and the Group
Board Risk Committee will continue to focus on such
remediation activity, particularly in view of the
transformation agenda and risk appetite.
The independent auditors present reports to the Group
Audit Committee that include details of any significant
internal control deficiencies they have identified as part of
their review of the financial reporting. In addition, quarterly
review meetings are held between the senior executive and
the independent auditors to help support oversight. Further,
the system of internal controls is also subject to regulatory
oversight in the UK and overseas. Additional details of
regulatory oversight are given in the Risk and capital
management section.
To support management of the operational risk profile,
the Operational Risk Executive Steering Committee was
established and meets regularly. This forum ensures all
achievement of NatWest Group’s objectives and reports on
the adequacy and effectiveness thereof to the Board and
executive management.
The effectiveness of NatWest Group’s internal controls
is reviewed regularly by the Board, the Group Audit
Committee, and the Group Board Risk Committee. In
addition, the Board receives a risk management report at
each Board meeting. Executive management committees
at NatWest Group level and each of its businesses also
receive regular reports on risks facing their business and
the management thereof through internal controls. Details
of NatWest Group’s approach to risk management are
provided in the Risk and capital management section of
the Annual Report and Accounts.
NatWest Group’s control environment remains robust,
with notable enhancements delivered across financial crime,
payments, risk management framework and processes and
remediation of known control issues. These enhancements
have resulted in an improved control environment in 2023.
Throughout 2023, work was undertaken to deliver
enhancements to the control environment for the mitigation
of financial crime risk. NatWest Group continues to make
significant investment to support delivery of the multi-year
transformation plans across financial crime risk management.
NatWest Group recognises the value in continuing its
investment in payments systems in line with agreed
prioritisation criteria. As such, following the payments
review, a pan bank programme on the movement of funds
has been mobilised, focusing on enhancing payment related
controls. A suite of control requirements was launched in
2023 which has been designed to strengthen the payments
control environment, reducing the risk for human error in
payments processing.
In addition, NatWest Group’s key operational risk focus
areas have been cyber risk, data quality, third party risk
management, operational resilience and end-of-life systems
given increasing inherent risk impact of these themes on the
overall operational risk profile.
NatWest Group, as part of its robust risk culture, continued
to make enhancements to its risk management processes
as they relate to the wider control environment in 2023.
This has included the implementation of risk and control
self-assessments with focus on material non-financial risks
Compliance report continued
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Changes in internal control
There was no change in NatWest Group’s internal control
over financial reporting that occurred during the period
covered by this report that has materially affected, or is
reasonably likely to materially affect, NatWest Group’s
internal control over financial reporting.
The New York Stock Exchange
As a foreign private issuer with American Depository
Shares representing ordinary shares, preference shares
and debt securities listed on the New York Stock Exchange
(the NYSE), NatWest Group plc is not required to comply
with all of the NYSE corporate governance standards
applicable to US domestic companies (the NYSE Standards)
provided that it follows home country practice in lieu of
the NYSE Standards and discloses any significant ways
in which its corporate governance practices differ from
the NYSE Standards.
NatWest Group plc is also required to provide an Annual
Written Affirmation to the NYSE of its compliance with the
mandatory applicable NYSE Standards. In March 2023
NatWest Group plc submitted its most recent Annual
Written Affirmation to the NYSE which confirmed NatWest
Group plc’s full compliance with the applicable provisions.
The Group Audit Committee fully complies with the
mandatory provisions of the NYSE Standards (including
by reference to the rules of the Exchange Act) that relate
to the composition, responsibilities and operation of audit
committees. More detailed information about the Group
Audit Committee and its work during 2023 is set out in
the Group Audit Committee report on pages 110 to 114.
The Board has reviewed its corporate governance
arrangements and is satisfied that these are consistent with
the NYSE Standards, subject to the following departures:
i.
NYSE Standards require the majority of the Board to be
independent. The NYSE Standards contain different tests
from the Code for determining whether a director is
independent. NatWest Group plc follows the Code’s
requirements in determining the independence of its
directors and currently has eight independent non-
executive directors, one of whom is the Senior
Independent Director.
ii.
The NYSE Standards require non-management directors
to hold regular sessions without management present,
and that independent directors meet at least once a year.
The Code requires the Chairman to hold meetings with
non- executive directors without the executives present
and non-executive directors are to meet without the
Chairman present at least once a year to appraise
the Chairman’s performance and NatWest Group plc
complies with the requirements of the Code.
iii.
The NYSE Standards require that the nominating/
corporate governance committee of a listed company
be composed entirely of independent directors. The
Chairman of the Board is also the Chairman of the
Group Nominations and Governance Committee, which is
permitted under the Code (which requires that a majority
of members of the committee should be independent
non-executive directors). The terms of reference of the
Group Nominations and Governance Committee differ
in certain limited respects from the requirements set
out in the NYSE Standards, including because the Group
Nominations and Governance Committee does not have
responsibility for overseeing the evaluation of management.
iv.
The NYSE standards require that the compensation
committee of a listed company be composed entirely
of independent directors. Although the members of
the Group Performance and Remuneration Committee
(Group RemCo) are deemed independent in compliance
with the provisions of the Code, the Board has not
assessed the independence of the members of the
Group RemCo and Group RemCo has not assessed
the independence of any compensation consultant, legal
counsel or other adviser, in each case, in accordance
with the independence tests prescribed by the NYSE
Standards. The NYSE Standards require that the
compensation committee must have direct responsibility
to review and approve the CEO’s remuneration. As
stated at the start of this Compliance report, in the
case of NatWest Group plc, the Board rather than
the Group RemCo reserves the authority to make
the final determination of the remuneration of the CEO.
v.
The NYSE Standards require listed companies to adopt
and disclose corporate governance guidelines.
Throughout the year ended 31 December 2023, NatWest
Group plc has complied with all of the provisions of the
Code (subject to the exceptions described above) and the
Code does not require NatWest Group plc to disclose the
full range of corporate governance guidelines with which
it complies.
vi.
The NYSE Standards require listed companies to adopt
and disclose a code of business conduct and ethics for
directors, officers and employees, and promptly disclose
any waivers of the code for directors or executive
officers. NatWest Group has adopted a code of conduct
which is supplemented by a number of key policies and
guidance dealing with matters including, among others,
anti-bribery and corruption, anti-money laundering,
sanctions, confidentiality, inside information, health, safety
and environment, conflicts of interest, market conduct
and management records. This code of conduct applies
to all officers and employees and is fully aligned to the
PRA and FCA Conduct Rules which apply to all directors.
The Code of Conduct is available to view on NatWest
Group’s website at natwestgroup.com.
This Compliance report forms part of the Corporate
governance report and the Report of the directors.
Compliance report continued
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Report of the directors
HM Treasury (HMT) shareholding
Following placing and open offers in December 2008
and in April 2009, HMT owned approximately 70.3% of
the enlarged ordinary share capital of the company. In
December 2009, the company issued a further £25.5 billion
of new capital to HMT in the form of B shares. The table
below summarises the changes in HMT’s shareholding in
the company since 2009:
Date
Transaction
August 2015
HMT sold 630 million ordinary shares in
the company
October
2015
HMT converted its holding of 51 billion B
shares into 5.1 billion new ordinary shares
in the company
June 2018
HMT sold 925 million ordinary shares in
the company
March 2021
NatWest Group carried out an off-market
purchase of 591 million of its ordinary shares
from HMT
May 2021
HMT sold 580 million ordinary shares in
the company through an accelerated book
building process to institutional investors
July 2021
HMT announced its intention to sell part of
its shareholding in NatWest Group over a
12 month period via a trading plan
March 2022
NatWest Group carried out an off-market
purchase of 550 million of its ordinary shares
from HMT
June 2022
HMT announced an extension to its trading
plan for a further 12-month term to
August 2023
April 2023
HMT announced an extension to its trading
plan to terminate no later than
11 August 2025
May 2023
NatWest Group carried out an off-market
purchase of 469 million of its ordinary
shares from HMT
At 31 December 2023, HMT’s holding in the total voting
rights of the company was 37.97%. The percentage was
correct as at the date of notification on 8 December 2023.
Disclosures required pursuant to Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations
2008 (as amended) (‘2008 Regs’) are located on the
following pages:
Employee engagement (Paras 11 and 11A, Schedule 7,
2008 Regs):
Pages 24 to 29 (section 172(1) statement and
stakeholder engagement)
Page 28 (Colleagues)
Page 102 (Corporate governance report,
workforce engagement)
Engagement with suppliers, customers and others
(Para 11B, Schedule 7, 2008 Regs):
Pages 24 to 29 (section 172(1) statement and
stakeholder engagement)
Pages 101 to 102 (Corporate governance report,
stakeholder engagement)
Group structure
NatWest Group plc is the parent of NatWest Group and its
subsidiary undertakings are structured in compliance with
ring-fencing requirements. There are three main subsidiaries
NatWest Holdings Limited (the parent of the ring-fenced
group which includes National Westminster Bank Plc, The
Royal Bank of Scotland plc and Ulster Bank Ireland DAC)
NatWest Markets Plc (the investment bank and the
parent of NatWest Markets N.V.) and
The Royal Bank of Scotland International (Holdings)
Limited (the parent of The Royal Bank of Scotland
International Limited).
Further details of the principal subsidiaries are shown in Note 8
of the parent company financial statements and a full list of
subsidiary companies and overseas branches is shown in
Note 12 of the parent company financial statements.
The directors present their report together with the audited
accounts for the year ended 31 December 2023.
Other information incorporated into this report by reference
can be found at:
Page/Note
Strategic report
Our colleagues
36
Climate-related financial disclosures
48
Stakeholder engagement
Section 172(1) statement
24
Viability statement
66
Financial review
70
Board of directors and secretary
84
Corporate governance
88
Segmental analysis
Note 4
Share capital and other equity
Note 22
Post balance sheet events
Note 34
Risk factors
417
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and enhance their financial instrument disclosures for
key areas of interest to market participants; assess the
applicability and relevance of good practice recommendations
to their disclosures, acknowledging the importance of such
guidance; seek to enhance the comparability of financial
statement disclosures across the UK banking sector;
and clearly differentiate in their annual reports between
information that is audited and information that is unaudited.
Enhanced Disclosure Task Force (EDTF) and
Disclosures on Expected Credit Losses (DECL)
Taskforce recommendations
The EDTF, established by the Financial Stability Board,
published its report ‘Enhancing the Risk Disclosures of
Banks’ in October 2012, with an update in November 2015
covering IFRS 9 expected credit losses (ECL). The DECL
Taskforce, jointly established by the Financial Conduct
Authority, Financial Reporting Council and the Prudential
Regulation Authority, published its phase 2 report
recommendations in December 2019.
NatWest Group plc’s 2023 Annual Report and Accounts and
Pillar 3 Report reflect EDTF and have regard to DECL
Taskforce recommendations.
Authority to repurchase shares
On-market purchases
At the AGM in 2022, shareholders authorised the company
to make market purchases of up to 1,122,905,024 ordinary
shares. The authority was amended at the General Meeting
held on 25 August 2022 to preserve the position as if the
August 2022 share consolidation had not taken place.
The directors used the authority obtained at the 2022 AGM
(2022 Authority) to carry out a share buyback programme
(Programme) of up to £800 million, as announced to the
market on 17 February 2023. The Programme’s purpose
is to reduce the ordinary share capital of NatWest Group.
The maximum number of ordinary shares that could be
purchased under the Programme was 966,284,391. This
number reflects the impact on the 2022 Authority of the
reduction in issued share capital following the off-market
buyback announced on 28 March 2022.
Employment for disabled persons
NatWest Group makes workplace adjustments to
support colleagues with a disability, health or mental
health condition and/or a neurodivergence to succeed.
If a colleague develops a disability, health or mental health
condition and/or a neurodivergence NatWest Group will,
wherever possible, make adjustments to support them
in their existing job or re-deploy them to a more suitable
alternative job.
The NatWest Group Careers site gives comprehensive
insights into NatWest Group jobs, culture, locations and
application processes. It also hosts a variety of blog content
to portray stories of what it is like to work at NatWest
Group. The company also makes sure that candidates
can easily request reasonable adjustments to support
at any stage of the recruitment process.
Going concern
NatWest Group’s business activities and financial position,
the factors likely to affect its future development and
performance and its objectives and policies in managing
the financial risks to which it is exposed and its capital are
discussed in the Business review. The risk factors which
could materially affect NatWest Group’s future results are
set out on pages 417 to 441. NatWest Group’s regulatory
capital resources and significant developments in 2023 and
anticipated future developments are detailed in the Capital,
liquidity and funding section on pages 243 to 261. This
section also describes NatWest Group’s funding and liquidity
profile, including changes in key metrics and the build up of
liquidity reserves.
The directors have prepared the financial statements on
a going concern basis after assessing the principal risks,
forecasts, projections and other relevant evidence over
the twelve months from the date the financial statements
are approved.
UK Code for Financial Reporting Disclosure
NatWest Group plc’s 2023 financial statements have
been prepared in compliance with the principles set out
in the Code for Financial Reporting Disclosure published
by UK Finance. The Code sets out five disclosure principles
together with supporting guidance. The principles are that
NatWest Group and other major UK banks will provide high
quality, meaningful and decision-useful disclosures; review
Activities
NatWest Group is principally engaged in providing a wide
range of banking and other financial services. Further details
of the organisational structure and business overview of
NatWest Group, including the products and services provided
by each of its operating segments and the markets in which
they operate, are contained in the Business review. Details
of the strategy for delivering the company’s objectives can
be found in the Strategic report.
Results and dividends
UK company law states that dividends can only be paid if
a company has sufficient distributable profits available to
cover the dividend. A company’s distributable profits are
classed as its accumulated, realised profits (not previously
distributed or capitalised), less its accumulated, realised
losses (not previously written off in a reduction or re-
organisation of capital). At 31 December 2023, NatWest
Group plc’s distributable profits were £32,217 million.
The profit attributable to the ordinary shareholders of
NatWest Group plc for the year ended 31 December 2023
was £4,394 million compared with a profit of £3,340 million
for the year ended 31 December 2022, as set out in the
consolidated income statement on page 298.
In 2023 NatWest Group paid an interim dividend
of £491 million, or 5.5 pence per ordinary share
(2022 – £364 million, or 3.5 pence per ordinary share).
The company has announced that the directors have
recommended a final dividend of £1.0 billion, or 11.5 pence
per ordinary share (2022 – £1.0 billion, or 10.0 pence per
ordinary share). The final dividend recommended by
directors is subject to shareholders’ approval at the
Annual General Meeting (AGM) on 23 April 2024.
If approved, payment will be made on 29 April 2024 to
shareholders on the register at the close of business on
15 March 2024. The ex-dividend date will be 14 March 2024.
Subject to the condition mentioned above, the payment of
interim dividends on ordinary shares is at the discretion of
the Board.
Colleagues
As at 31 December 2023, NatWest Group employed 61,600
people (excluding temporary staff). Details of all related
costs are included in Note 3 to the consolidated accounts.
Report of the directors continued
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Report of the directors continued
There are no restrictions on the transfer of ordinary
shares in the company other than certain restrictions which
may from time to time be imposed by laws and regulations
(for example, insider trading laws). At the 2021 AGM,
shareholders gave authority to directors to offer a scrip
dividend alternative on any dividend paid up to the
conclusion of the AGM in 2024. Shareholders will be asked
to approve this authority at the AGM in 2024. Pursuant to
the UK Listing Rules, certain employees of the company
require the approval of the company to deal in the
company’s shares.
The rules governing the powers of directors and their
appointment, including in relation to issuing or buying back
shares, are set out in our Articles of Association. It will be
proposed at the 2024 AGM that the directors’ authorities to
allot shares under the Companies Act 2006 (the Companies
Act) be renewed. The Articles of Association may only be
amended by a special resolution at a General Meeting of
shareholders. The company is not aware of any agreements
between shareholders that may result in restrictions on
the transfer of securities and/or voting rights. There are no
persons holding securities carrying special rights with regard
to control of the company. A number of the company’s
employee share plans include restrictions on transfers of
shares while shares are subject to the plans. Note 3 to the
consolidated financial statements sets out a summary of
the plans.
Under the rules of certain employee share plans, voting
rights are exercised by the Trustees of the plan on receipt
of participants’ instructions. If a participant does not submit
an instruction to the Trustee no vote is registered.
For shares held in the company’s other employee share
trusts, in accordance with investor protection guidelines,
the Trustees abstain from voting. The Trustees would take
independent advice before accepting any offer in respect
of their shareholdings for the company in a takeover
bid situation. The Trustees have chosen to waive their
entitlement to the dividend on shares held by the Trusts.
A change of control of the company following a takeover
bid may cause a number of agreements to which the
company is party to take effect, alter or terminate. All of
the company’s employee share plans contain provisions
relating to a change of control. In the context of the
company as a whole, these agreements are not
considered to be significant.
The company used the authority obtained at the 2023 AGM
to make an off-market purchase of 469,200,081 ordinary
shares (nominal value £505,292,395) in the company from
HMT on 22 May 2023, at a price of 268.4 pence per
ordinary share for the total consideration of £1,259,333,017,
representing 4.95% of the company’s issued ordinary
share capital. The company cancelled 336,200,081 of the
purchased ordinary shares and transferred the remaining
133,000,000 ordinary shares to treasury.
Shareholders will be asked to renew the authority for the
company to make off-market purchases of its ordinary
shares from HMT (or its nominee) at the AGM in 2024.
At the AGM in 2023, shareholders renewed the authority
for the company to make an off-market purchase of its
preference shares. Shareholders will be asked to renew
the authority at the AGM in 2024.
Additional information
Where not provided elsewhere in the Report of the
directors, the following additional information is required
to be disclosed by Part 6 of Schedule 7 to the Large and
Medium-sized Companies and Groups (Accounts and
Reports) Regulations 2008.
The rights and obligations attached to the company’s
ordinary shares and preference shares are set out in
the Articles of Association. Copies can be obtained
from Companies House in the UK or can be found
at natwestgroup.com.
The cumulative preference shares represent less than
0.005% of the total voting rights of the company, the
remainder being represented by the ordinary shares.
In a show of hands at a General Meeting of the company,
every holder of ordinary shares and cumulative preference
shares who is present in person or by proxy and entitled to
vote, shall have one vote.
On a poll, every holder of ordinary shares who is present
in person or by proxy and entitled to vote, shall have four
votes for every share held. Every holder of cumulative
preference shares shall have one vote for each 25p nominal
amount held. The notices of Annual General Meetings and
General Meetings specify the deadlines for exercising voting
rights and appointing a proxy or proxies to vote in relation
to resolutions to be passed at the meeting.
The Programme commenced on 20 February 2023 and
completed on 16 June 2023. The company purchased
301,380,053 ordinary shares (nominal value £324,563,134)
at an average price of 265.4456 pence per ordinary share,
for the total consideration of £799,999,997.76. All of the
purchased ordinary shares were cancelled, representing
3.16% of the company’s issued ordinary share capital.
At the AGM in 2023, shareholders renewed the authority
for the company to make market purchases of up to
966,778,930 ordinary shares.
The directors used the authority obtained at the 2023
AGM (2023 Authority) to carry out a Programme of up to
£500 million, as announced to the market on 28 July 2023.
The maximum number of ordinary shares that can be
purchased under the Programme is 919,858,922. This
number reflects the impact on the 2023 Authority of the
reduction in issued share capital following the off-market
buyback announced on 22 May 2023.
The Programme commenced on 31 July 2023 and will end
no later than 14 March 2024. As at 31 December 2023
158,956,435 ordinary shares (nominal value £171,183,853)
had been purchased by the company at an average price
of 217.6375 pence per ordinary share for the total
consideration of £345,948,738. All of the purchased
ordinary shares were cancelled, representing 1.75%
of the company’s issued ordinary share capital.
Shareholders will be asked to renew the authority for the
company to make market purchases or ordinary shares
at the AGM in 2024.
Off-market purchases
At a General Meeting held on 6 February 2019, shareholders
approved a special resolution authorising the company to
make off-market purchases of up to 4.99% of its issued
ordinary share capital in any 12-month period from HMT
(or its nominee). Full details are set out in the Circular and
Notice of General Meeting available at natwestgroup.com.
Amendments to the Directed Buyback Contract were
approved by the shareholders at a General Meeting on
25 August 2022. The authority for the company to make
off-market purchases of its ordinary shares from HMT
(or its nominee) under the terms of the Directed Buyback
Contract was renewed at the AGM in 2023.
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NatWest Group
2023 Annual Report and Accounts
167
During 2023, NatWest Group made no political donations,
nor incurred any political expenditure in the UK or EU
and it is not proposed that its longstanding policy of not
making contributions to any political party be changed.
Shareholders will be asked to renew this authorisation
at the AGM in 2024.
Directors’ disclosure to auditors
Each of the directors at the date of approval of this report
confirms that:
a.
so far as the director is aware, there is no relevant
audit information of which the company’s auditors
are unaware; and
b.
the director has taken all the steps that he/she ought
to have taken as a director to make himself/herself
aware of any relevant audit information and to
establish that the company’s auditors are aware
of that information.
This confirmation is given and should be interpreted in
accordance with the provisions of section 418 of the
Companies Act.
Auditors
Ernst & Young LLP (EY LLP) are the auditors and have
indicated their willingness to continue in office. A resolution
to re-appoint EY LLP as the company’s auditors will be
proposed at the forthcoming AGM.
By order of the Board
Jan Cargill
Chief Governance Officer and Company Secretary
15 February 2024
NatWest Group plc is registered in Scotland No. SC45551
Controlling shareholder
In accordance with the UK Listing Rules, the company
has entered into an agreement with HM Treasury
(the ‘Controlling Shareholder’) which is intended to
ensure that the Controlling Shareholder complies with the
independence provisions set out in the UK Listing Rules. The
company has complied with the independence provisions in
the relationship agreement and as far as the company is
aware the independence and procurement provisions in
the relationship agreement have been complied with in
the period by the controlling shareholder.
Shareholdings
The table below shows the shareholders that have notified
NatWest Group that they hold more than 3% of the total
voting rights of the company at 31 December 2023.
Ordinary
shares
(millions)
% of issued
share capital
with voting
rights held
(1)
Solicitor for the Affairs of His
Majesty’s Treasury as Nominee
for His Majesty’s Treasury
3,343
37.97
Norges Bank
323
3.07
(1)
Percentages provided were correct at the date of notification on 8 December
2023 and 5 November 2021, respectively.
On 2 February 2024 a notification under Rule 5 of the
Disclosure and Transparency Rules (‘DTR’) was received
from HMT notifying that it held 3,067 million ordinary
shares, representing 34.96% of the issued share capital
with voting rights.
Listing rule 9.8.4
The information to be disclosed in the Annual Report and
Accounts under LR 9.8.4, is set out in this Directors’ report
with the exception of details of contracts of significance
under LR 9.8.4 (10) and (11) given in Material contracts
on page 442.
Political donations
At the AGM in 2023, shareholders gave authority, under
Part 14 of the Companies Act 2006, for a period of one
year, for the company (and its subsidiaries) to make political
donations and incur political expenditure up to a maximum
aggregate sum of £100,000. This authorisation was taken
as a precaution only as the company has a longstanding
policy of not making political donations or incurring political
expenditure within the ordinary meaning of those words.
Directors
The names and brief biographical details of the current
directors are shown on pages 84 to 87.
Howard Davies, Frank Dangeard, Roisin Donnelly, Patrick
Flynn, Yasmin Jetha, Katie Murray, Mark Seligman and
Lena Wilson all served throughout 2023 and to the date
of signing of the financial statements.
Stuart Lewis was appointed to the Board on 1 April 2023
and Paul Thwaite was appointed on 25 July 2023.
On 25 July 2023 Alison Rose agreed by mutual consent
with the Board to step down as Group Chief Executive
with immediate effect.
Mike Rogers resigned from the Board on 25 April 2023
and Morten Friis resigned on 31 July 2023.
Howard Davies has confirmed his intention to resign from
the Board on 15 April 2024. Richard Haythornthwaite joined
the Board as an independent non-executive director on
8 January 2024 and, following a handover period, will
succeed Howard Davies as Chair on 15 April 2024.
All directors of the company are required to stand for
election or re-election annually by shareholders at the AGM.
In accordance with the UK Listing Rules, the election or
re-election of independent directors requires approval by
all shareholders and also by independent shareholders.
Howard Davies will not be standing for re-election at the
company’s 2024 AGM, having confirmed his intention to
resign on 15 April 2024.
Directors’ interests
The interests of the directors in the shares of the company
at 31 December 2023 are shown on page 156. None of the
directors held an interest in the loan capital of the company
or in the shares or loan capital of any of the subsidiary
undertakings of the company, during the period from
1 January 2023 to 15 February 2024.
Directors’ indemnities
In terms of section 236 of the Companies Act, Qualifying
Third Party Indemnity Provisions have been issued by the
company to its directors, members of the NatWest Group
and NWH Executive Committees, individuals authorised by
the PRA/FCA, certain directors and/or officers of NatWest
Group subsidiaries and all trustees of NatWest Group
pension schemes.
Report of the directors continued
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NatWest Group
2023 Annual Report and Accounts
168
Statement of directors’ responsibilities
In addition, the directors are of the opinion that the Annual
Report and Accounts, taken as a whole, are fair, balanced
and understandable and provide the information necessary
for shareholders to assess the company’s position and
performance, business model and strategy.
By order of the Board
The directors are responsible for keeping proper accounting
records which disclose with reasonable accuracy at any
time the financial position of NatWest Group and to enable
them to ensure that the Annual Report and Accounts
complies with the Companies Act 2006. They are also
responsible for safeguarding the assets of NatWest Group
and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
Under applicable law and regulations, the directors are
also responsible for preparing a Strategic report, Directors’
report, Directors’ remuneration report and Corporate
governance statement that comply with that law and
those regulations. The directors are responsible for the
maintenance and integrity of the corporate and financial
information included on the company’s website.
The directors confirm that to the best of their knowledge:
the financial statements, prepared in accordance with
UK adopted International Accounting Standards and
International Financial Reporting Standards as issued
by the International Accounting Standards Board, give a
true and fair view of the assets, liabilities, financial position
and profit or loss of the company and the undertakings
included in the consolidation taken as a whole; and
the Strategic report and Directors’ report (incorporating
the Financial review) include a fair review of the
development and performance of the business and the
position of the company and the undertakings included
in the consolidation taken as a whole, together with a
description of the principal risks and uncertainties that
they face.
This statement should be read in conjunction with the
responsibilities of the auditor set out in their report on
pages 285 to 297.
The directors are responsible for the preparation of the
Annual Report and Accounts. The directors are required to
prepare Group financial statements, and as permitted by
the Companies Act 2006 have elected to prepare company
financial statements, for each financial year in accordance
with UK adopted International Accounting Standards and
International Financial Reporting Standards as issued by
the International Accounting Standards Board. They are
responsible for preparing financial statements that present
fairly the financial position, financial performance and cash
flows of NatWest Group.
In preparing those financial statements, the directors are
required to:
select suitable accounting policies and then apply
them consistently.
make judgments and estimates that are reasonable,
relevant and reliable.
state whether applicable accounting standards have been
followed, subject to any material departures disclosed and
explained in the financial statements.
prepare the financial statements on a going concern basis
unless it is inappropriate to presume that the company
and Group will continue in business.
Howard Davies
Chairman
15 February 2024
John-Paul Thwaite
Group Chief Executive Officer
Katie Murray
Group Chief Financial Officer
Board of directors
Chairman
Howard Davies
Executive directors
Non-executive directors
John-Paul Thwaite
Katie Murray
Mark Seligman
Frank Dangeard
Roisin Donnelly
Patrick Flynn
Rick Haythornthwaite
Yasmin Jetha
Stuart Lewis
Lena Wilson
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NatWest Group
2023 Annual Report and Accounts
169
customers
Serving our
every day
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NatWest Group
2023 Annual Report and Accounts
170
Risk and capital management
172
Risk management framework
172
Introduction
172
Culture
173
Governance
175
Risk appetite
176
Identification and measurement
176
Mitigation
176
Testing and monitoring
177
Stress testing
181
Credit risk
181
Definition, sources of risk and key developments
182
Governance and risk appetite
182
Identification and measurement
182
Mitigation
183
Assessment and monitoring
184
Problem debt management
186
Forbearance
186
Impairment, provisioning and write-offs
189
Significant increase in credit risk and asset lifetimes
190
Economic loss drivers and UK economic uncertainty
196
Measurement uncertainty and ECL sensitivity analysis
199
Measurement uncertainty and ECL adequacy
200
Banking activities
239
Trading activities
243
Capital, liquidity and funding risk
243
Definitions and sources of risk
244
Capital, liquidity and funding management
247
Key points
248
Minimum requirements
249
Measurement
262
Market risk
262
Non-traded market risk
269
Traded market risk
273
Market risk – linkage to balance sheet
274
Pension risk
275
Compliance and conduct risk
276
Financial crime risk
277
Climate risk
279
Operational risk
281
Model risk
282
Reputational risk
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NatWest Group
2023 Annual Report and Accounts
171
Risk management framework
Where marked as audited in the section header, certain
information in the Risk and capital management section
(pages 172 to 282) is within the scope of the Independent
auditor’s report.
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NatWest Group operates an enterprise-wide risk
management framework, which is centred on the
embedding of a strong risk culture. The framework
ensures the governance, capabilities and methods are in
place to facilitate risk management and decision-making
across the organisation.
The framework ensures that NatWest Group’s principal
risks – which are detailed in this section – are
appropriately controlled and managed. It sets out the
standards and objectives for risk management as well as
defining the division of roles and responsibilities. This
seeks to ensure a consistent approach to risk
management across NatWest Group and its subsidiaries.
It aligns risk management with NatWest Group’s overall
strategic objectives. The framework, which is designed
and maintained by NatWest Group’s independent Risk
function, is owned by the Chief Risk Officer. It is reviewed
and approved annually by the Board. The framework
incorporates risk governance, NatWest Group’s three
lines of defence operating model and the Risk function’s
mandate.
Risk appetite, supported by a robust set of principles,
policies and practices, defines the levels of tolerance for a
variety of risks and provides a structured approach to
risk-taking within agreed boundaries.
While all NatWest Group colleagues are responsible for
managing risk, the Risk function provides oversight and
monitoring of risk management activities, including the
implementation of the framework and adherence to its
supporting policies, standards and operational
procedures. The Chief Risk Officer plays an integral role
in providing the Board with advice on NatWest Group’s
risk profile, the performance of its controls and in
providing challenge where a proposed business strategy
may exceed risk tolerance.
In addition, there is a process to identify and manage top
and emerging threats, which are those that could have a
significant negative impact on NatWest Group’s ability to
meet its strategic objectives.
Both top and emerging threats may incorporate aspects
of – or correlate to – a number of principal risks and are
reported alongside them to the Board on a regular basis.
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NatWest Group’s multi-year programme to enhance risk
management capability at different levels of the
organisation has an ongoing emphasis on risk culture.
The approach to risk culture, under the banner of
intelligent risk-taking, ensures a focus on robust risk
management behaviours and practices. This underpins
the strategy and values across all three lines of defence,
enables NatWest Group to support better customer
outcomes, develop a stronger and more sustainable
business and deliver an improved cost base.
NatWest Group expects leaders to act as role models for
strong risk behaviours and practices building clarity,
developing capability and motivating employees to reach
the required standards set out in the intelligent risk-
taking approach. Colleagues are expected to:
Consistently role-model the values and behaviours in
Our Code, based on strong ethical standards.
Empower others to take risks aligned to NatWest
Group’s strategy, explore issues from a fresh
perspective, and tackle challenges in new and better
ways across organisational boundaries.
Manage risk in line with appropriate risk appetite.
Ensure each decision made keeps NatWest Group,
colleagues, customers, communities and shareholders
safe and secure.
Understand their role in managing risk, remaining
clear and capable, grounded in knowledge of
regulatory obligations.
Consider risk in all actions and decisions.
Escalate risks and issues early; taking action to
mitigate risks and learning from mistakes and near-
misses, reporting and communicating these
transparently.
Challenge others’ attitudes, ideas and actions.
The target intelligent risk-taking behaviours are
embedded in NatWest Group’s Critical People Capabilities
and are clearly aligned to the core values of inclusive,
curious, robust, sustainable and ambitious.
These aim to act as an effective basis for a strong risk
culture because the Critical People Capabilities form the
basis of all recruitment and selection processes.
Training
Enabling employees to have the capabilities and
confidence to manage risk is core to NatWest Group’s
learning strategy. NatWest Group offers a wide range of
learning, both technical and behavioural, across the risk
disciplines. This training may be mandatory, role-specific
or for personal development. Mandatory learning for all
staff is focused on keeping employees, customers and
NatWest Group safe. This is easily accessed online and is
assigned to each person according to their role and
business area. The system allows monitoring at all levels
to ensure completion.
Our Code
NatWest Group’s conduct guidance, Our Code, provides
direction on expected behaviour and sets out the
standards of conduct that support the values. The code
explains the effect of decisions that are taken and
describes the principles that must be followed.
These principles cover conduct-related issues as well
as wider business activities. They focus on desired
outcomes, with practical guidelines to align the
values with commercial strategy and actions. The
embedding of these principles facilitates sound
decision-making and a clear focus on good customer
outcomes.
Where appropriate, if conduct falls short of NatWest
Group’s required standards, the accountability
review process is used to assess how this should be
reflected in pay outcomes for the individuals
concerned (for more information on this process
refer to page 135). The NatWest Group
remuneration policy ensures that the remuneration
arrangements for all employees reflect the principles
and standards prescribed by the PRA rulebook and
the FCA handbook. Any employee falling short of the
expected standards would also be subject to internal
disciplinary policies and procedures. If appropriate,
the relevant authority would be notified.
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2023 Annual Report and Accounts
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Risk management framework continued
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Committee structure
The diagram shows NatWest Group’s governance structure in 2023 and the main purposes of each committee.
(1)
Risk Policies are in place for each principal risk and define, at a high level, the cascade of qualitative expectation, guidance and standards that stipulate the nature and extent of permissible risk taking. They are consistently applied across the Group and
subsidiary legal entities and form part of the qualitative expression of risk appetite for each principal risk.
(2)
In addition, the Group Technical Asset & Liability Management Committee, chaired by the Group Treasurer, provides oversight of capital and balance sheet management in line with approved risk appetite under normal and stress conditions. Reviews and
challenges the financial strategy, risk management, balance sheet and remuneration and policy implications of the Group’s pension schemes.
(3)
The EDC Disclosures Steering Group has been established by the Group CFO to (i) review and approve the Group’s responses to Environmental, Social and Governance (ESG) surveys where ESG content is considered material to Investors or decision-
useful to users of the reports; (ii) to assess whether the Group should respond to and review new ad hoc survey requests; (iii) to review and approve ESG disclosures published on the Group’s website and externally that are material to investors or decision
useful to users of the reports; and (iv) to review and recommend to the Group EDC, ESG related disclosures in the quarterly, and annual suite of results releases.
NatWest Group plc Board
Ensures there is a framework of prudent and effective controls which enables risks to be assessed and managed. It reviews and approves the Enterprise-Wide Risk Management Framework (EWRMF)
(including NatWest Group’s risk appetite framework) and approves the risk appetite for principal risks. Monitors performance against risk appetite, considers material risks and reviews the effectiveness of
risk management and internal control systems.
Group Board Risk Committee
Provides oversight and advice to the Board on current and potential future risk exposures; future
risk profile including risk appetite; and the approval and effectiveness of the EWRMF. Reviews
NatWest Group’s performance relative to risk appetite; the effectiveness of internal controls
required to manage risk; all material risk exposures and management’s recommendations to
monitor, control and mitigate them, including all principal risks. Approves the Key Risk Policies
(1)
and provides input on remuneration decisions from a risk management perspective. Approves the
Risk Management Strategy and oversees its effective delivery. Reviews and recommends to the
Board the assumptions, scenarios and metrics used for stress tests.
Group Executive Risk Committee
Supports the NatWest Group CRO
and other accountable executives
in discharging risk management
accountabilities. Reviews, challenges and
debates all material risk exposures across
NatWest Group and the performance of
NatWest Group relative to risk appetite.
Reviews the EWRMF, Key Risk Policies
(1)
and Risk Management Strategy and
supports their recommendation to Group
BRC. Oversees implementation of
the EWRMF.
Group Executive Committee
Supports the Group CEO in discharging
their individual accountabilities including
matters relating to strategy, financials,
capital, and operational issues. Considers
material or enterprise wide risk and
control matters across the Group as
appropriate. Supports the Group CEO
in identifying matters for escalation
to the Board or an appropriate
Board Committee.
Group Asset & Liability
Management Committee
(2)
Supports the Group CFO in overseeing
the effective management of NatWest
Group’s current and future balance sheet
in line with chosen business strategy and
Board-approved risk appetite, under
normal and stress conditions and in the
escalation of matters to the appropriate
Executive or Board Committee. Supports
the Group CFO’s and Group CRO’s
recommendation to Group BRC of the
assumptions, scenarios and metrics
used for stress tests.
Group Executive
Disclosure Committee
(3)
Supports the Group CFO in discharging
their individual accountabilities, including
the review of all material financial and
non-financial disclosures made by
NatWest Group to ensure that they are
accurate, complete and fairly represent
the business and financial condition of
NatWest Group with no material
misstatements or omissions.
Group Audit Committee
Assists the Board in carrying out its responsibilities relating to accounting policies, internal control
and financial reporting functions, including consideration of any relevant non-financial disclosures
or related controls which may impact the financial statements. Reviews NatWest Group’s internal
controls systems relating to financial management and compliance with laws and/or regulations
relating to financial reporting, accounting issues, and safeguarding of assets. Reviews the
procedures for monitoring the effectiveness of these controls.
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2023 Annual Report and Accounts
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Risk management framework continued
Risk management structure
The diagram shows NatWest Group’s risk management structure in 2023.
(1)
The Group Chief Executive Officer also performs the NWH Chief Executive Officer role.
(2)
The Group Chief Risk Officer also performs the NWH Chief Risk Officer role, is a member of NatWest Group Exco, NatWest Group ERC and an attendee at NatWest Group BRC.
(3)
The NWH Risk function provides risk management services across NWH, including to the NatWest Group Chief Risk Officer and – where agreed – to NWM and RBSI Chief Risk Officers. These services are managed, as appropriate, through service level
agreements.
(4)
The NWH Risk function is independent of the NWH customer-facing business segments and support functions. Its structure is divided into three parts (Directors of Risk, Specialist Risk Directors and Chief Operating Officer) to facilitate effective management
of the risks facing NWH. Risk committees in the customer businesses oversee risk exposures arising from management and business activities and focus on ensuring that these are adequately monitored and controlled. The Directors of Risk, (Retail
Banking; Commercial & Institutional Banking (Ring-Fenced Bank); Wealth Businesses; Digital X and Functions; Finance and Treasury and Non-financial Risk; the Head of Restructuring and the Chief Operating Officer report to the NWH Chief Risk Officer.
The Director of Risk, Ulster Bank Ireland DAC reports to the Ulster Bank Ireland DAC Chief Executive. They also have a reporting line to the NWH Chief Risk Officer and to the Chair of the Ulster Bank Ireland DAC Board Risk Committee.
(5)
The Chief Risk Officers for NWM and RBSI have dual reporting lines into the Group Chief Risk Officer and the respective Chief Executive Officers of their entities. There are additional reporting lines to the NWM and RBSI Board Risk Committee chairs and a
right of access to the respective Risk Committees.
Group Chief Executive Officer (CEO)
RBSI CEO
NWM CEO
NWH CEO
RBSI CRO
Leads the RBSI Risk function. Responsibilities
include policy, governance, frameworks,
oversight and challenge, risk culture and
reporting. Contributes to RBSI strategy as a
member of the RBSI Executive Committee.
NWM CRO
Leads the NWM Risk function.
Responsibilities include policy, governance,
frameworks, oversight and challenge, risk
culture and reporting. Contributes to NWM
strategy as a member of the NWM
Executive Committee.
NWH CRO
Leads the NWH Risk function.
Responsibilities include policy, governance,
frameworks, oversight and challenge, risk
culture and reporting. Delivers risk services
across NatWest Group governed by
appropriate service level agreements.
Contributes to NWH strategy as a member
of the NWH Executive Committee. Member
of NatWest Group Exco.
Leads the NatWest Group Risk function.
Defines and delivers the risk, conduct,
compliance and financial crime strategies.
Defines overall risk service provision
requirements to enable delivery of NatWest
Group strategies, including policies,
governance, frameworks, oversight and
challenge, risk culture and risk reporting.
Contributes to the development of strategy,
transformation and culture as a member
of the Executive Committee.
Group Chief Risk Officer (CRO)
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Risk management framework continued
Three lines of defence
NatWest Group uses the industry-standard three lines of defence model to articulate
accountabilities and responsibilities for managing risk. This supports the embedding of
effective risk management throughout the organisation. All roles below the CEO sit
within one of the three lines. The CEO ensures the efficient use of resources and the
effective management of risks as stipulated in the risk management framework and is
therefore considered to be outside the three lines of defence principles.
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The first line of defence incorporates most roles in NatWest Group, including those in the
customer-facing businesses, Technology and Services as well as support functions such
as People and Transformation, Legal and Finance.
The first line of defence is empowered to take risks within the constraints of the risk
management framework, policies, risk appetite statements and measures set by the
Board.
The first line of defence is responsible for managing its direct risks, and with the support
of specialist functions, it is also responsible for managing its consequential risks, by
identifying, assessing, mitigating, monitoring and reporting risks.
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The second line of defence comprises the Risk function and is independent of the first
line.
The second line of defence is empowered to design and maintain the risk management
framework and its components. It undertakes proactive risk oversight and continuous
monitoring activities to confirm that NatWest Group engages in permissible and
sustainable risk-taking activities.
The second line of defence advises on, monitors, challenges, approves and escalates
where required and reports on the risk-taking activities of the first line, ensuring that
these are within the constraints of the risk management framework, policies, risk
appetite statements and measures set by the Board.
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The third line of defence is the Internal Audit function and is independent of the first and
second lines.
The third line of defence is responsible for providing independent assurance to the Board,
its subsidiary legal entity boards and executive management on the overall design and
operating effectiveness of the risk management framework and its components. This
includes the adequacy and effectiveness of key internal controls, governance and the risk
management in place to monitor, manage and mitigate the principal risks to NatWest
Group and its subsidiary companies achieving their objectives.
The third line of defence executes its duties freely and objectively in accordance with the
Chartered Institute of Internal Auditors’ Code of Ethics and International Standards on
independence and objectivity.
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Risk appetite defines the type and aggregate level of risk NatWest Group is willing to
accept in pursuit of its strategic objectives and business plans. Risk appetite supports
sound risk-taking, the promotion of robust risk practices and risk behaviours, and is
calibrated at least annually.
For certain principal risks, risk capacity defines the maximum level of risk NatWest Group
can assume before breaching constraints determined by regulatory capital and liquidity
requirements, the operational environment, and from a conduct perspective. Establishing
risk capacity helps determine where risk appetite should be set, ensuring there is a
buffer between internal risk appetite and NatWest Group’s ultimate capacity to absorb
losses.
Risk appetite framework
The risk appetite framework supports effective risk management by promoting sound
risk-taking through a structured approach, within agreed boundaries. It also ensures
emerging threats and risk-taking activities that might be out of appetite are identified,
assessed, escalated and addressed in a timely manner.
To facilitate this, a detailed review of the framework is carried out annually. The review
includes:
Assessing the adequacy of the framework compared to internal and external
expectations.
Ensuring the framework remains effective and acts as a strong control environment
for risk appetite.
Assessing the level of embedding of risk appetite across the organisation.
Establishing risk appetite
In line with the risk appetite framework, risk appetite is maintained across NatWest
Group through risk appetite statements. These are in place for all principal risks and
describe the extent and type of activities that can be undertaken.
Risk appetite statements consist of qualitative statements of appetite supported by risk
limits and triggers that operate as a defence against excessive risk-taking. Risk measures
and their associated limits are an integral part of the risk appetite approach and a key
part of embedding risk appetite in day-to-day risk management decisions. A clear
tolerance for each principal risk is set in alignment with business activities.
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STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
175
Risk management framework continued
The process of reviewing and updating risk appetite statements is completed alongside
the business and financial planning process. This ensures that plans and risk appetite are
appropriately aligned.
The Board sets risk appetite for all principal risks to help ensure NatWest Group is well
placed to meet its priorities and long-term targets, even in challenging economic
environments. This supports NatWest Group in remaining resilient and secure as it
pursues its strategic business objectives.
Risk appetite statements and associated measures are reviewed at least annually by the
Board on the Board Risk Committee’s recommendation to ensure they remain
appropriate and aligned to strategy.
NatWest Group’s risk profile is continually monitored and frequently reviewed.
Management focus is concentrated on all principal risks as well as the top and emerging
threats that may correlate to them. Risk profile relative to risk appetite is reported
regularly to senior management and the Board.
NatWest Group policies directly support the qualitative aspects of risk appetite. They
define the qualitative expectations, guidance and standards that stipulate the nature and
extent of permissible risk-taking and are consistently applied across NatWest Group and
its subsidiaries.
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Identification and measurement within the risk management process comprises:
Regular assessment of the overall risk profile, incorporating market developments
and trends, as well as external and internal factors.
Monitoring of the risks associated with lending and credit exposures.
Assessment of trading and non-trading portfolios.
Review of potential risks in new business activities and processes.
Analysis of potential risks in any complex and unusual business transactions.
The financial and non-financial risks that NatWest Group faces are detailed in its risk
directory. This provides a common risk language to ensure consistent terminology is
used across NatWest Group. The risk directory is subject to annual review to ensure it
continues to fully reflect the risks that NatWest Group faces.
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Mitigation is a critical aspect of ensuring that risk profile remains within risk appetite. Risk
mitigation strategies are discussed and agreed within NatWest Group.
When evaluating possible strategies, costs and benefits, residual risks (risks that are
retained) and secondary risks (those that arise from risk mitigation actions themselves)
are also considered. Monitoring and review processes are in place to evaluate results.
Early identification, and effective management of changes in legislation and regulation
are critical to the successful mitigation of compliance and conduct risk. The effects of all
changes are managed to ensure the timely achievement of compliance. Those changes
assessed as having a high or medium-high impact are managed more closely. Emerging
threats that could affect future results and performance are also closely monitored.
Action is taken to mitigate potential risks as and when required. Further in-depth
analysis, including the stress testing of exposures, is also carried out.
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Specific activities relating to compliance and conduct, credit and financial crime risks are
subject to testing and monitoring by the Risk function. This confirms to both internal and
external stakeholders – including the Board, senior management, the customer-facing
businesses, Internal Audit and NatWest Group’s regulators – that risk policies and
procedures are being correctly implemented and that they are operating adequately and
effectively. Thematic reviews and targeted reviews are also carried out where relevant
to ensure appropriate customer outcomes.
Independent control testing of the NWH Group Risk function is completed on principal
processes and controls impacting the financial statements, in line with section 404 of the
Sarbanes-Oxley Act 2002, which focusses on the formalised evaluation, testing and
reporting of significant internal controls over financial reporting and the associated
control environment.
The Risk Testing & Monitoring Forum assesses and validates the annual plan as well as
the ongoing programme of reviews.
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
176
Risk management framework continued
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Stress testing – capital management
Stress testing is a key risk management tool and a fundamental component of NatWest
Group’s approach to capital management. It is used to quantify and evaluate the
potential impact of specified changes to risk factors on the financial strength of NatWest
Group, including its capital position.
Stress testing includes:
Scenario testing, which examines the impact of a hypothetical future state to define
changes in risk factors.
Sensitivity testing, which examines the impact of an incremental change to one or
more risk factors.
The process for stress testing consists of four broad stages:
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Identify macro and NatWest Group specific vulnerabilities
and risks.
Define and calibrate scenarios to examine risks and
vulnerabilities.
Formal governance process to agree scenarios.
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Translate scenarios into risk drivers.
Assess impact to current and projected P&L and balance
sheet across NatWest Group.
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Aggregate impacts into overall results.
Results form part of the risk management process.
Scenario results are used to inform business and capital
plans.
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Scenario results are analysed by subject matter experts.
Appropriate management actions are then developed.
Scenario results and management actions are reviewed by
the relevant Executive Risk Committees and Board Risk
Committees. Approval of scenarios is delegated to the
NatWest Group Board Risk Committee by the NatWest
Group Board.
Stress testing is used widely across NatWest Group. The diagram below summarises key
areas of focus.
Specific areas that involve capital management include:
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by assessing the impact of sensitivities and
scenarios on the capital plan and capital ratios.
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by gaining a better understanding of the drivers of, and the
underlying risks associated with, risk appetite.
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by monitoring the risks and horizon-scanning events that could
potentially affect NatWest Group’s financial strength and capital position.
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– by identifying actions to mitigate risks, or those that could be taken,
in the event of adverse changes to the business or economic environment. Principal
risk mitigating actions are documented in NatWest Group’s recovery plan.
Reverse stress testing is also carried out in order to identify and assess scenarios that
would cause NatWest Group’s business model to become unviable. Reverse stress
testing allows potential vulnerabilities in the business model to be examined more fully.
Stress testing
usage within
NatWest
Group
Contingency
planning & management
actions
Assess financial
performance
Capital
adequacy
Earnings
stability
Sector review
& credit limit
setting
Business
vulnerabilities
analysis
Tail risk
assessment
Early
warning
indicators
(4)
Risk
mitigation
(1)
Strategic
financial
& capital
planning
(2)
Risk
appetite
(3)
Risk
monitoring
(4)
Risk
mitigation
Assess financial
performance
Capital
adequacy
Early
warning
indicators
Contingency
planning & management
actions
Earnings
stability
Sector review
& credit limit
setting
Business
vulnerabilities
analysis
Tail risk
assessment
(3)
Risk
monitoring
(3)
Risk
appetite
(1)
Strategic
financial
& capital
planning
Stress testing
usage within
NatWest
Group
STRATEGIC
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STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
177
Risk management framework continued
Capital sufficiency – going concern forward-looking view
Going concern capital requirements are examined on a forward-looking basis – including
as part of the annual budgeting process – by assessing the resilience of capital adequacy
and leverage ratios under hypothetical future states. These assessments include
assumptions about regulatory and accounting factors (such as IFRS 9). They incorporate
economic variables and key assumptions on balance sheet and P&L drivers, such as
impairments, to demonstrate that NatWest Group and its operating subsidiaries maintain
sufficient capital. A range of future states are tested. In particular, capital requirements
are assessed:
Based on a forecast of future business performance, given expectations of economic
and market conditions over the forecast period.
Based on a forecast of future business performance under adverse economic and
market conditions over the forecast period. Scenarios of different severity may be
examined.
The potential impact of normal and adverse economic and market conditions on capital
requirements is assessed through stress testing, the results of which are not only used
widely across NatWest Group but also by the regulators to set specific capital buffers.
NatWest Group takes part in stress tests run by regulatory authorities to test industry-
wide vulnerabilities under crystallising global and domestic systemic risks.
Stress and peak-to-trough movements are used to help assess the amount of capital
NatWest Group needs to hold in stress conditions in accordance with the capital risk
appetite framework.
Internal assessment of capital adequacy
An internal assessment of material risks is carried out annually to enable an evaluation of
the amount, type and distribution of capital required to cover these risks. This is referred
to as the Internal Capital Adequacy Assessment Process (ICAAP). The ICAAP consists of
a point-in-time assessment of exposures and risks at the end of the financial year
together with a forward-looking stress capital assessment. The ICAAP is approved by
the Board and submitted to the PRA.
The ICAAP is used to form a view of capital adequacy separately to the minimum
regulatory requirements. The ICAAP is used by the PRA to assess NatWest Group’s
specific capital requirements through the Pillar 2 framework.
Capital allocation
NatWest Group has mechanisms to allocate capital across its legal entities and
businesses. These aim to optimise the use of capital resources taking into account
applicable regulatory requirements, strategic and business objectives and risk appetite.
The framework for allocating capital is approved by the CFO with support from the
Asset & Liability Management Committee.
Governance
Capital management is subject to substantial review and governance. The Board
approves the capital plans, including those for key legal entities and businesses as well as
the results of the stress tests relating to those capital plans.
Stress testing – liquidity
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A suite of tools is used to monitor, limit and stress test the liquidity and funding risks on
the balance sheet. Limit frameworks are in place to control the level of liquidity risk,
asset and liability mismatches and funding concentrations. Liquidity and funding risks are
reviewed at significant legal entity and business levels daily, with performance reported
to the Asset & Liability Management Committee on a regular basis. Liquidity condition
indicators are monitored daily. This ensures any build-up of stress is detected early and
the response escalated appropriately through recovery planning.
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Under the liquidity risk management framework, NatWest Group maintains the Internal
Liquidity Adequacy Assessment Process. This includes assessment of net stressed
liquidity outflows under a range of severe but plausible stress scenarios. Each scenario
evaluates either an idiosyncratic, market-wide or combined stress event as described in
the table below.
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The market perceives NatWest Group to be suffering from a severe
stress event, which results in an immediate assumption of increased
credit risk or concerns over solvency.
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A market stress event affecting all participants in a market through
contagion, potential counterparty failure and other market risks.
NatWest Group is affected under this scenario but no more severely
than any other participants with equivalent exposure.
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This scenario models the combined impact of an idiosyncratic and
market stress occurring at once, severely affecting funding markets
and the liquidity of some assets.
NatWest Group uses the most severe outcome to set the internal stress testing scenario
which underpins its internal liquidity risk appetite. This complements the regulatory
liquidity coverage ratio requirement.
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NatWest Group
2023 Annual Report and Accounts
178
Risk management framework continued
Stress testing – recovery and resolution planning
The NatWest Group recovery plan explains how NatWest Group and its subsidiaries – as
a consolidated group – would identify and respond to a financial stress event and restore
its financial position so that it remains viable on an ongoing basis.
The recovery plan ensures risks that could delay the implementation of a recovery
strategy are highlighted and preparations are made to minimise the impact of these
risks. Preparations include:
Developing a series of recovery indicators to provide early warning of potential stress
events.
Clarifying roles, responsibilities and escalation routes to minimise uncertainty or
delay.
Developing a recovery playbook to provide a concise description of the actions
required during recovery.
Detailing a range of options to address different stress conditions.
Appointing dedicated option owners to reduce the risk of delay and capacity
concerns.
The plan is intended to enable NatWest Group to maintain critical services and products
it provides to its customers, maintain its core business lines and operate within risk
appetite while restoring NatWest Group’s financial condition. It is assessed for
appropriateness on an ongoing basis and reviewed and approved by the Board prior to
submission to the PRA on a biennial basis. Individual recovery plans are also prepared for
NatWest Holdings Limited, NatWest Markets Plc, RBS International Limited, and NatWest
Markets N.V.. These plans detail the recovery options, recovery indicators and escalation
routes for each entity.
Fire drill simulations of possible recovery events are used to test the effectiveness of
NatWest Group and individual legal entity recovery plans. The fire drills are designed to
replicate possible financial stress conditions and allow senior management to rehearse
the responses and decisions that may be required in an actual stress event. The results
and lessons learnt from the fire drills are used to enhance NatWest Group’s approach to
recovery planning.
Under the resolution assessment part of the PRA rulebook, NatWest Group is required to
carry out an assessment of its preparations for resolution, submit a report of the
assessment to the PRA and publish a summary of this report.
Resolution would be implemented if NatWest Group was assessed by the UK authorities
to have failed and the appropriate regulator put it into resolution. The process of
resolution is owned and implemented by the Bank of England (as the UK resolution
authority). NatWest Group ensures ongoing maintenance and enhancements of its
resolution capabilities, in line with regulatory requirements.
Stress testing – market risk
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Non-traded exposures are reported to the PRA on a quarterly basis. This provides the
regulator with an overview of NatWest Group’s banking book interest rate exposure. The
report includes detailed product information analysed by interest rate driver and other
characteristics, including accounting classification, currency and counterparty type.
Scenario analysis based on hypothetical adverse scenarios is performed on non-traded
exposures as part of the Bank of England and European Banking Authority stress test
exercises. NatWest Group also produces an internal scenario analysis as part of its
financial planning cycles.
Non-traded exposures are capitalised through the ICAAP. This covers gap risk, basis
risk, credit spread risk, pipeline risk, structural foreign exchange risk, prepayment risk,
equity risk and accounting volatility risk. The ICAAP is completed with a combination of
value and earnings measures. The total non-traded market risk capital requirement is
determined by adding the different charges for each sub risk type. The ICAAP
methodology captures at least ten years of historical volatility, produced with a 99%
confidence level. Methodologies are reviewed by NatWest Group Model Risk and the
results are approved by the NatWest Group Technical Asset & Liability Management
Committee.
Non-traded market risk stress results are combined with those for other risks into the
capital plan presented to the Board. The cross-risk capital planning process is conducted
once a year, with a planning horizon of five years. The scenario narratives cover both
regulatory scenarios and macroeconomic scenarios identified by NatWest Group.
Vulnerability-based stress testing begins with the analysis of a portfolio and expresses its
key vulnerabilities in terms of plausible vulnerability scenarios under which the portfolio
would suffer material losses. These scenarios can be historical, macroeconomic or
forward-looking/hypothetical. Vulnerability-based stress testing is used for internal
management information and is not subject to limits. The results for relevant scenarios
are reported to senior management.
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NatWest Group carries out regular market risk stress testing to identify vulnerabilities
and potential losses in excess of, or not captured in, value-at-risk. The calculated
stresses measure the impact of changes in risk factors on the fair values of the trading
portfolios.
NatWest Group conducts historical, macroeconomic and vulnerability-based stress
testing. Historical stress testing is a measure that is used for internal management. Using
the historical simulation framework employed for value-at-risk, the current portfolio is
stressed using historical data since 1 January 2005. This methodology simulates the
impact of the 99.9 percentile loss that would be incurred by historical risk factor
movements over the period, assuming variable holding periods specific to the risk factors
and the businesses.
STRATEGIC
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GOVERNANCE
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Risk management framework continued
Historical stress tests form part of the market risk limit framework and their results are
reported regularly to senior management. Macroeconomic stress tests are carried out
periodically as part of the bank-wide, cross-risk capital planning process. The scenario
narratives are translated into risk factor shocks using historical events and insights by
economists, risk managers and the first line.
Market risk stress results are combined with those for other risks into the capital plan
presented to the Board. The cross-risk capital planning process is conducted once a
year, with a planning horizon of five years. The scenario narratives cover both regulatory
scenarios and macroeconomic scenarios identified by NatWest Group.
Vulnerability-based stress testing begins with the analysis of a portfolio and expresses its
key vulnerabilities in terms of plausible, vulnerability scenarios under which the
portfolio
would suffer material losses. These scenarios can be historical, macroeconomic or
forward-looking/hypothetical. Vulnerability-based stress testing is used for internal
management information and is not subject to limits. The results for relevant scenarios
are reported to senior management.
Internal scenarios – climate
In 2023, NatWest Group deployed a new in-house corporate transition risk model, as
part of an internal scenario analysis exercise, to assess climate transition related credit
risks to corporate counterparties.
This involved running the following two climate scenarios:
A disruptive policy response scenario, where the introduction of policy from the
Network for Greening the Financial System delayed transition scenario, is
accelerated to this decade.
Inevitable policy response 1.8°C scenario, which anticipates investor, corporate and
civil society pressure will push policymakers to make changes between 2023 and
2033, that could result in warming at or below 1.8°C by 2100.
These scenarios tested NatWest Group’s resilience to alternative transition pathways,
including a disruptive transition, and to identify losses that are sensitive to scenario policy
and technology assumptions.
The corporate transition risk model and internal exercise builds on the learnings from the
Climate Biennial Exploratory Scenario and integrates climate into ICAAP. The model is
capable of accounting for sector specific exposure to climate-related transition risks and
counterparty specific response to a limited set of demand shocks and rising carbon
prices, by mitigating emissions and passing costs through to customers.
Regulatory stress testing
The Bank of England published the results of the 2022 annual cyclical scenario (ACS)
stress test on 12 July 2023. NatWest Group remained above its CET1 capital and Tier 1
leverage ratio hurdle rates in stress and was not required to strengthen its capital
position as a result of the stress tests. The results of this stress test, and other relevant
information, will be used to help inform NatWest Group capital buffers (both the UK
countercyclical capital buffer rate and PRA buffers).
The 2022 stress test aimed to assess the impact of a UK and global macroeconomic
stress on UK banks, spanning a five-year period from Q3 2022 to Q2 2027. It is a
coherent ‘tail risk’ scenario, designed to be severe and broad enough to assess the
resilience of UK banks to a range of adverse shocks.
The stress scenario is broadly similar to the 2019 ACS and more severe overall than the
global financial crisis, with the key difference being elevated levels of inflation. Annual UK
inflation averaged around 11% over the first three years of the scenario, peaking at 17%
in early 2023.
The stress test was based on an end-of-June 2022 balance sheet starting position.
Further details can be found at: https://www.bankofengland.co.uk/stress-
testing/2023/bank-of-england-stress-testing-results
Following the UK’s exit from the European Union, only relevant European subsidiaries of
NatWest Group take part in the European Banking Authority stress tests. NatWest Group
itself does not participate.
NatWest Group is taking part in the Bank of England’s system-wide exploratory scenario
in 2023/24. The objective of the exercise is to understand the risks and behaviours
flowing from non-bank financial institutions under stress, and how these risks could
amplify market shocks and pose a risk to financial stability. The Bank of England will
publish a report on this scenario in 2024 following completion of the exercise.
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Credit risk
   
 
Page
Introduction
 
Definition, sources of risk and key developments in 2023
181
Governance and risk appetite
182
Identification and measurement
182
Mitigation
182
Assessment and monitoring
183
Problem debt management
184
Forbearance
185
Credit grading models
186
Impairment, provisioning and write-offs
186
Governance and post model adjustments
187
Significant increase in credit risk
189
Asset lifetimes
189
Economic loss drivers
190
Measurement uncertainty and ECL sensitivity analysis
196
Measurement uncertainty and ECL adequacy
199
Movement in ECL provision
199
Credit risk – Banking activities
 
Financial instruments within the scope of the IFRS 9 ECL framework
200
Segment analysis – portfolio summary
201
Segmental loans and impairment metrics
204
Sector analysis – portfolio summary
207
Wholesale forbearance
213
Credit risk enhancement and mitigation
215
Personal portfolio
216
Commercial real estate
221
Flow statements
222
Stage 2 decomposition – arrears status and contributing factors
230
Stage 2 decomposition – by a significant increase in credit risk trigger
232
Stage 3 vintage analysis
234
Asset quality
235
Credit risk – Trading activities
 
Securities financing transactions and collateral
239
Derivatives
240
Debt securities
241
Cross border exposure
242
Definition (audited)
Credit risk is the risk that customers, counterparties or issuers fail to meet a contractual
obligation to settle outstanding amounts.
Sources of risk
(audited)
The principal sources of credit risk for NatWest Group are lending, off-balance sheet
products, derivatives and securities financing, and debt securities. NatWest Group is also
exposed to settlement risk through foreign exchange, trade finance and payments
activities.
Key developments in 2023
Personal lending grew as a result of strong demand across both mortgages and
unsecured lending, although mortgage demand reduced during the second half of the
year in line with trends in the UK mortgage market. Adjustments were made to
affordability assumptions and stress rates to ensure that lending continued to be
assessed appropriately, given the high interest rate and inflationary environment.
Support for customers was proactively promoted during the year and the number of
customers requesting support (primarily forbearance) increased gradually. Although
there was an increase in arrears during the year, this was partly driven by overall
growth in Retail Banking portfolios in recent years, as well as adjustments to lending
criteria following COVID-19. Indicators of difficulty to pay remain at or below levels
observed before COVID-19.
Wholesale lending increased during the year, driven by financial institutions sectors.
Sector appetite continues to be reviewed regularly, with particular focus on sector
clusters and sub-sectors that are deemed to represent a heightened risk, including
due to cost of living, supply chain and inflationary pressures.
Overall expected credit loss (ECL) increased during 2023 reflecting portfolio growth
alongside broadly stable portfolio performance. There were Stage 3 default flow
increases, particularly in the Personal portfolio, but these were broadly in line with
expectations due to growth and normalisation of risk parameters. This was mitigated
by a net ECL reduction from 2023 updates to economic scenarios and
weightings.
ECL post model adjustments increased during the year reflecting
continued economic uncertainty from inflation, higher interest rates and liquidity
concerns.
NatWest Group continued to align its financial planning process with the climate
transition planning process. This included adding climate policy and technology-
related transition assumptions into NatWest Group’s base case macroeconomic
scenario used for financial planning and assessment of ECL in this IFRS 9 reporting
period. This resulted in an increase in ECL of £6 million.
Several models were redeveloped in 2023, most notably IFRS 9 probability of default
(PD) and loss given default (LGD) models for business loans and stress testing models
for Personal mortgages, financial institutions and non-UK corporates economic
response models for Wholesale lending.
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Credit risk continued
Governance
(audited)
The credit risk function provides oversight and challenge of frontline credit risk
management activities. Governance activities include:
Defining and proposing credit risk appetite measures for Board approval.
Establishing credit risk policy, standards and toolkits which set out the mandatory
limits and parameters required to ensure that credit risk is managed within risk
appetite and which provide the minimum standards for the identification, assessment,
management, monitoring and reporting of credit risk.
Oversight of the first line of defence to ensure that credit risk remains within the
appetite set by the Board and that it is being managed adequately and effectively.
Assessing the adequacy of ECL provisions including approving key IFRS 9 inputs
(such as significant increase in credit risk (SICR) thresholds) and any necessary in-
model and post model adjustments through NatWest Group and business unit
provisions and model committees.
Development and approval of credit grading models.
Providing regular reporting on credit risk to the Board Risk Committee and Board.
Risk appetite
Credit risk appetite is approved by the Board and is set and monitored through risk
appetite frameworks tailored to NatWest Group’s Personal and Wholesale segments. Risk
appetite statements and associated measures are reviewed at least annually by the
Board on the Board Risk Committee’s recommendation to ensure they remain
appropriate and aligned to strategy.
Personal
The Personal credit risk appetite framework sets limits that control the quality and
concentration of both existing and new business for each relevant business segment.
These risk appetite measures consider the segments’ ability to grow sustainably and the
level of losses expected under stress. Credit risk is further controlled through operational
limits specific to customer or product characteristics.
Wholesale
For Wholesale credit, the framework has been designed to reflect factors that influence
the ability to operate within risk appetite. Tools such as stress testing and economic
capital are used to measure credit risk volatility and develop links between the
framework and risk appetite limits.
Operational limits are used to manage concentrations of risk which may arise across four
lenses – single name, sector, country and product and asset classes. The framework is
supported by a suite of transactional acceptance standards that set out the risk
parameters within which businesses should operate.
Identification and measurement
Credit stewardship
(audited)
Risks are identified through relationship management and credit stewardship of
customers and portfolios. Credit stewardship takes place throughout the customer
relationship, beginning with the initial approval. It includes the application of credit
assessment standards, credit risk mitigation and collateral, ensuring that credit
documentation is complete and appropriate, carrying out regular portfolio or customer
reviews and problem debt identification and management.
Asset quality (audited)
All credit grades map to an asset quality (AQ) scale, used for financial reporting. This AQ
scale is based on Basel PDs. Performing loans are defined as AQ1-AQ9 (where the PD is
less than 100%) and defaulted non-performing loans as AQ10 or Stage 3 under IFRS 9
(where the PD is 100%). Loans are defined as defaulted when the payment status
becomes 90 days past due, or earlier if there is clear evidence that the borrower is
unlikely to repay, for example bankruptcy or insolvency.
Counterparty credit risk
Counterparty credit risk arises from the obligations of customers under derivative and
securities financing transactions. NatWest Group mitigates counterparty credit risk
through collateralisation and netting agreements, which allow amounts owed by NatWest
Group to a counterparty to be netted against amounts the counterparty owes NatWest
Group.
Mitigation
Mitigation techniques, as set out in the appropriate credit risk toolkits and transactional
acceptance standards, are used in the management of credit portfolios across NatWest
Group. These techniques mitigate credit concentrations in relation to an individual
customer, a borrower group or a collection of related borrowers. Where possible,
customer credit balances are netted against obligations. Mitigation tools can include
structuring a security interest in a physical or financial asset, the use of credit derivatives
including credit default swaps, credit-linked debt instruments and securitisation
structures, and the use of guarantees and similar instruments (for example, credit
insurance) from related and third parties.
Property is used to mitigate credit risk across a number of portfolios, in particular
residential mortgage lending and commercial real estate (CRE).
The valuation methodologies for collateral in the form of residential mortgage property
and CRE are detailed below.
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Credit risk continued
Residential mortgages
NatWest Group takes collateral in the form of residential
property to mitigate the credit risk arising from mortgages. NatWest Group values
residential property individually during the loan underwriting process, either by obtaining
an appraisal by a suitably qualified appraiser (for example, Royal Institution of Chartered
Surveyors (RICS)) or using a statistically valid model.
In both cases, a sample of the
valuation outputs are periodically reviewed by an independent RICS qualified appraiser.
NatWest Group updates Retail Banking UK residential property values quarterly using
country (Scotland, Wales and Northern Ireland) or English regional specific Office for
National Statistics House Price indices.
Within the Private Banking and RBSI segments, properties securing loans greater than
£2.5 million or €3 million are revalued every three years.
The current indexed value of the property is a component of the ECL provisioning
calculation.
Commercial real estate valuations
NatWest Group has an actively managed panel of
chartered surveying firms that cover the spectrum of geography and property sectors in
which NatWest Group takes collateral. Suitable RICS registered valuers for particular
assets are contracted through a service agreement to ensure consistency of quality and
advice. In the UK, an independent third-party market indexation is applied to update
external valuations for commercial property once they are more than a year old. For
loan obligations in excess of £2.5 million and where the charged property has a book
value in excess of £0.5 million, a formal valuation review is commissioned at least every
three years.
Assessment and monitoring
Practices for credit stewardship – including credit assessment, approval and monitoring
as well as the identification and management of problem debts – differ between the
Personal and Wholesale portfolios.
Personal
Personal customers are served through a lending approach that entails offering a large
number of small-value loans. To ensure that these lending decisions are made
consistently, NatWest Group analyses internal credit information as well as external data
supplied by credit reference agencies (including historical debt servicing behaviour of
customers with respect to both NatWest Group and other lenders). NatWest Group then
sets its lending rules accordingly, developing different rules for different products.
The process is then largely automated, with each customer receiving an individual credit
score that reflects both internal and external behaviours and this score is compared with
the lending rules set. For relatively high-value, complex personal loans, including some
residential mortgage lending, specialist credit managers make the final lending decisions.
These decisions are made within specified delegated authority limits that are issued
dependent on the experience of the individual.
Underwriting standards and portfolio performance are monitored on an ongoing basis to
ensure they remain adequate in the current market environment and are not weakened
materially to sustain growth.
The actual performance of each portfolio is tracked relative to operational limits. The
limits apply to a range of credit risk-related measures including projected credit default
rates across products and the loan-to-value (LTV) ratio of the mortgage portfolios.
Where operational limits identify areas of concern management action is taken to adjust
credit or business strategy.
Wholesale
Wholesale customers, including corporates, banks and other financial institutions are
managed on an individual basis. Customers are aggregated as a single risk when
sufficiently interconnected to the extent that a failure of one could lead to the failure of
another.
A credit assessment is carried out before credit facilities are made available to
customers. The assessment process is dependent on the complexity of the transaction.
Credit approvals are subject to environmental, social and governance risk policies which
restrict exposure to certain highly carbon intensive industries as well as those with
potentially heightened reputational impacts. Customer specific climate risk commentary
is now mandatory.
For lower risk transactions below specific thresholds, credit decisions can be approved
through a combination of fully automated or relationship manager self-sanctioning within
the business. This process is facilitated through an auto-decision making system, which
utilises scorecards, strategies and policy rules.
For all other transactions, credit is only granted to customers following joint approval by
an approver from the business and the credit risk function or by two credit officers. The
joint business and credit approvers act within a delegated approval authority under the
Wholesale Credit Authorities framework policy. The level of delegated authority held by
approvers is dependent on their experience and expertise with only a small number of
senior executives holding the highest approval authority.
Transactional acceptance standards provide detailed transactional lending and risk
acceptance metrics and structuring guidance. As such, these standards provide a
mechanism to manage risk appetite at the customer/transaction level and are
supplementary to the established credit risk appetite.
Credit quality through PD credit grades or performance against a combination of risk
triggers in business banking, and LGD are reviewed and if appropriate reapproved
annually. The review process assesses borrower performance, including reconfirmation
or adjustment of risk parameter estimates; the adequacy of security; compliance with
terms and conditions; and refinancing risk.
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Credit risk continued
Problem debt management
Personal
Early problem identification
Pre-emptive triggers are in place to help identify customers that may be at risk of being
in financial difficulty. These triggers are both internal, using NatWest Group data, and
external using information from credit reference agencies. Proactive contact is then
made with the customer to establish if they require help with managing their finances. By
adopting this approach, the aim is to prevent a customer’s financial position
deteriorating.
Personal customers experiencing financial difficulty are managed by the Collections
team. If the Collections team is unable to provide appropriate support after discussing
suitable options with the customer, management of that customer moves to the
Recoveries team.
If at any point in the collections and recoveries process, the customer is
identified as being potentially vulnerable, the customer will be separated from the regular
process and supported by a specialist team to ensure the customer receives appropriate
support for their circumstances.
In July 2023, Mortgage Charter support was introduced for residential mortgage
customers. Mortgage Charter support includes temporary interest only or term
extensions at the customer’s request. A request for Mortgage Charter does not, of itself
trigger transfer to a specialist team.
Collections
When a customer exceeds an agreed limit or misses a regular monthly payment the
customer is contacted by NatWest Group and requested to remedy the position. If the
situation is not resolved then, where appropriate, the Collections team will become more
involved and the customer will be supported by skilled debt management staff who
endeavour to provide customers with bespoke solutions. Solutions include short-term
account restructuring, refinance loans and forbearance which can include interest
suspension and ‘breathing space’. All treatments available to customers experiencing
financial difficulties are reviewed to ensure they remain appropriate for customers
impacted by current economic conditions.
In the event that an affordable and sustainable agreement with a customer cannot be
reached, the debt will transition to the Recoveries team.
For provisioning purposes, under IFRS 9, exposure to customers managed by the
Collections team is categorised as Stage 2 and subject to a lifetime loss assessment,
unless it is 90 days past due or has triggered any other unlikeliness to pay indicators, in
which case it is categorised as Stage 3.
R
R
ecoveries
The Recoveries team will issue a notice of intention to default to the customer and, if
appropriate, a formal demand, while also registering the account with credit reference
agencies where appropriate. Following this, the customer’s debt may then be placed
with a third-party debt collection agency, or alternatively a solicitor, in order to agree an
affordable repayment plan with the customer. An option that may also be considered, is
the sale of unsecured debt. Exposures subject to formal debt recovery are defaulted and,
under IFRS 9, categorised as Stage 3.
Wholesale
Early problem identification
Each segment and sector have defined early warning indicators to identify customers
experiencing financial difficulty, and to increase monitoring if needed. Early warning
indicators may be internal, such as a customer’s bank account activity, or external, such
as a publicly-listed customer’s share price. If early warning indicators show a customer is
experiencing potential or actual difficulty, or if relationship managers or credit officers
identify other signs of financial difficulty, they may decide to classify the customer within
the Risk of Credit Loss framework.
There is an equivalent process for Business Banking customers, with problem debt cases
reallocated to increased monitoring and support under a Portfolio Management
Relationship team or the Financial Health and Support Team. Broader macro-economic
trends including commodity prices, foreign exchange rates and consumer and
government spend are also tracked, helping inform decisions on sector risk appetite.
Customer level early warning indicators are regularly reviewed to ensure alignment with
prevailing economic conditions, ensuring both the volume and focus of alerts is aligned to
the point-in-time risk within each sector.
The aligned Risk of Credit Loss and Viability framework
This framework focuses on all Wholesale customers to provide early identification of
credit deterioration, support intelligent risk-taking, ensure fair and consistent customer
outcomes and provide key insights into Wholesale lending portfolios. Expert judgment is
applied by experienced credit risk officers to classify cases into categories that reflect
progressively deteriorating credit risk to NatWest Group. There are two classifications in
the framework that apply to non-defaulted customers who are in financial stress –
Heightened Monitoring and Risk of Credit Loss. For the purposes of provisioning, all
exposures categorised as Heightened Monitoring or Risk of Credit Loss are categorised
as Stage 2 and subject to a lifetime loss assessment. The framework also applies to
those customers that have met NatWest Group’s default criteria (AQ10 exposures).
Defaulted exposures are categorised as Stage 3 impaired for provisioning purposes.
Heightened Monitoring customers are performing customers that have met certain
characteristics, which have led to significant credit deterioration. Collectively,
characteristics reflect circumstances that may affect the customer’s ability to meet
repayment obligations. Characteristics include trading issues, covenant breaches,
material PD downgrades and past due facilities.
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Credit risk continued
Heightened Monitoring customers require pre-emptive actions (outside the customer’s
normal trading patterns) to return or maintain their facilities within NatWest Group’s
current risk appetite.
Risk of Credit Loss customers are performing customers that have met the criteria for
Heightened Monitoring and also pose a risk of credit loss to NatWest Group in the next
12 months should mitigating action not be taken or not be successful.
Once classified as either Heightened Monitoring or Risk of Credit Loss, a number of
mandatory actions are taken in accordance with policies. Actions include a review of the
customer’s credit grade, facility and security documentation and the valuation of
security. Depending on the severity of the financial difficulty and the size of the exposure,
the customer relationship strategy is reassessed by credit officers, by specialist credit risk
or relationship management units in the relevant business, or by Restructuring.
Agreed customer management strategies are regularly monitored by both the business
and credit teams. The largest Risk of Credit Loss exposures are regularly reviewed by a
Risk of Credit Loss forum. The forum members are experienced credit, business and
restructuring specialists. The purpose of the forum is to review and challenge the
strategies undertaken for customers that pose the largest risk of credit loss to NatWest
Group.
Appropriate corrective action is taken when circumstances emerge that may affect the
customer’s ability to service its debt. Corrective actions may include granting a customer
various types of concessions. Any decision to approve a concession will be a function of
specific appetite, the credit quality of the customer, the market environment and the loan
structure and security. All customers granted forbearance are classified Heightened
Monitoring as a minimum.
Other potential outcomes of the relationship review are to: return the customer to a
satisfactory status, offer additional lending and continue monitoring, transfer the
relationship to Restructuring if appropriate, or exit the relationship.
The aligned Risk of Credit Loss and Viability framework does not apply to problem debt
management for business banking customers. These customers are, where necessary,
managed by specialist problem debt management teams, depending on the size of
exposure or by the business banking recoveries team where a loan has been impaired.
Restructuring
Where customers are categorised as Risk of Credit Loss and the lending exposure is
above £1 million, relationships are supported by the Restructuring team. The objective of
Restructuring is to protect NatWest Group’s capital. Restructuring does this by working
with corporate and commercial customers in financial difficulty to help them understand
their options and how their restructuring or repayment strategies can be delivered.
Helping viable customers return to financial health and restoring a normal banking
relationship is always the preferred outcome; however, where this is not possible,
NatWest Group will work with customers to achieve a solvent outcome.
Throughout this period, the mainstream relationship manager will remain an integral part
of the customer relationship. Insolvency is considered as a last resort and if deemed
necessary, NatWest Group will work to recover its capital in a fair and efficient manner,
while upholding the fair treatment of customers and NatWest Group’s core values.
Forbearance
(audited)
Forbearance takes place when a concession is made on the contractual terms of a
loan/debt in response to a customer’s financial difficulties.
The aim of forbearance is to support and restore the customer to financial health while
minimising risk. To ensure that forbearance is appropriate for the needs of the customer,
minimum standards are applied when assessing, recording, monitoring and reporting
forbearance.
A credit exposure may be forborne more than once, generally where a temporary
concession has been granted and circumstances warrant another temporary or
permanent revision of the loan’s terms.
Loans are reported as forborne until they meet the exit criteria as detailed in the
appropriate regulatory guidance. These include being classified as performing for two
years since the last forbearance event, making regular repayments and the loan/debt
being less than 30 days past due.
Types of forbearance
Personal
In the Personal portfolio, forbearance may involve payment concessions, loan
rescheduling (including extensions in contractual maturity) and capitalisation of arrears.
Forbearance support is provided for both mortgages and unsecured lending.
Wholesale
In the Wholesale portfolio, forbearance may involve covenant waivers, amendments to
margins, payment concessions and loan rescheduling (including extensions in contractual
maturity), capitalisation of arrears, and debt forgiveness or debt-for-equity swaps.
Monitoring of forbearance
Personal
For Personal portfolios, forborne loans are separated and regularly monitored and
reported while the forbearance strategy is implemented, until they exit forbearance.
Wholesale
In the Wholesale portfolio, customer PDs and facility LGDs are reassessed prior to
finalising any forbearance arrangement. The ultimate outcome of a forbearance strategy
is highly dependent on the co-operation of the borrower and a viable business or
repayment outcome. Where forbearance is no longer appropriate, NatWest Group will
consider other options such as the enforcement of security, insolvency proceedings or
both, although these are options of last resort.
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Credit risk continued
Provisioning for forbearance (audited)
Personal
The methodology used for provisioning in respect of Personal forborne loans will differ
depending on whether the loans are performing or non-performing and which business is
managing them due to local market conditions.
Granting forbearance will only change the arrears status of the loan in specific
circumstances, which can include capitalisation of principal and interest in arrears, where
the loan may be returned to the performing book if the customer has demonstrated an
ability to meet regular payments and is likely to continue to do so.
The loan would continue to be reported as forborne until it meets the exit criteria set out
by the appropriate regulatory guidance.
For ECL provisioning, all forborne but performing exposures are categorised as Stage 2
and are subject to a lifetime loss provisioning assessment. Where the forbearance
treatment includes the cessation of interest on the customer balance (i.e. non-accrual),
this will be treated as a Stage 3 default.
For non-performing forborne loans, the Stage 3 loss assessment process is the same as
for non-forborne loans.
Wholesale
Provisions for forborne loans are assessed in accordance with normal provisioning
policies. The customer’s financial position and prospects – as well as the likely effect of
the forbearance, including any concessions granted, and revised PD or LGD gradings –
are considered in order to establish whether an impairment provision increase is
required.
Wholesale loans granted forbearance are individually credit assessed in most cases.
Performing loans subject to forbearance treatment are categorised as Stage 2 and
subject to a lifetime loss assessment.
Forbearance may result in the value of the outstanding debt exceeding the present value
of the estimated future cash flows. This difference will lead to a customer being classified
as non-performing.
In the case of non-performing forborne loans, an individual loan impairment provision
assessment generally takes place prior to forbearance being granted. The amount of the
loan impairment provision may change once the terms of the forbearance are known,
resulting in an additional provision charge or a release of the provision in the period the
forbearance is granted.
The transfer of Wholesale loans from impaired to performing status follows assessment
by relationship managers and credit. When no further losses are anticipated and the
customer is expected to meet the loan’s revised terms, any provision is written-off or
released and the balance of the loan can be returned to performing status once the exit
criteria, as set out by regulatory guidance, are met. Refer to pages 213 and 216 for
further details on Wholesale and Personal forbearance.
Credit grading models
Credit grading models is the collective term used to describe all models, frameworks and
methodologies used to calculate PD, exposure at default (EAD), LGD, maturity and the
production of credit grades.
Credit grading models are designed to provide:
An assessment of customer and transaction characteristics.
A meaningful differentiation of credit risk.
Accurate internal default rate, loss and exposure estimates that are used in the
capital calculation or wider risk management purposes.
Impairment, provisioning and write-offs (audited)
In the overall assessment of credit risk, impairment provisioning and write-offs are used
as key indicators of credit quality.
NatWest Group’s IFRS 9 provisioning models, which use existing IRB models as a starting
point, incorporate term structures and forward-looking information. Regulatory
conservatism within the IRB models has been removed as appropriate to comply with the
IFRS 9 requirement for unbiased ECL estimates.
Five key areas may materially influence the measurement of credit impairment under
IFRS 9 – two of these relate to model build and three relate to model application:
Model build:
The determination of economic indicators that have most influence on credit loss for
each portfolio and the severity of impact (this leverages existing stress testing models
which are reviewed annually).
The build of term structures to extend the determination of the risk of loss beyond 12
months that will influence the impact of lifetime loss for exposures in Stage 2.
Model application:
The assessment of the SICR and the formation of a framework capable of consistent
application.
The determination of asset lifetimes that reflect behavioural characteristics while also
representing management actions and processes (using historical data and
experience).
The choice of forward-looking economic scenarios and their respective probability
weights.
For accounting policy information refer to Accounting policy 2.3
IFRS 9 ECL model design principles (audited)
Modelling of ECL for IFRS 9 follows the conventional approach to divide the estimation of
credit losses into its component parts of PD, LGD and EAD.
To meet IFRS 9 requirements, the PD, LGD and EAD parameters differ from their Pillar 1
internal ratings based (IRB) counterparts in the following aspects:
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Credit risk continued
Unbiased –
material regulatory conservatism has been removed from IFRS 9
parameters to produce unbiased estimates.
Point-in-time
– IFRS 9 parameters reflect actual economic conditions at the reporting
date instead of long-run average or downturn conditions.
Economic forecasts
– IFRS 9 PD estimates and, where appropriate, EAD and LGD
estimates reflect forward-looking economic conditions.
Lifetime measurement
– IFRS 9 PD, LGD and EAD are provided as multi-period term
structures up to exposure lifetimes instead of over a fixed one-year horizon.
IFRS 9 requires that at each reporting date, an entity shall assess whether the credit risk
on an account has increased significantly since initial recognition. Part of this assessment
requires a comparison to be made between the current lifetime PD (i.e. the PD over the
remaining lifetime at the reporting date) and the equivalent lifetime PD as determined at
the date of initial recognition.
For assets originated before IFRS 9 was introduced, comparable lifetime origination PDs
did not exist. These have been retrospectively created using the relevant model inputs
applicable at initial recognition.
PD estimates
Personal models
Personal PD models follow a discrete multi-horizon survival approach, predicting
quarterly PDs up to lifetime at account level, with a key driver being scores from related
IRB PD models. Forward-looking economic information is brought in by economic
response models, which leverage the existing stress test model suite. The current suite of
PD models was introduced in 2022 replacing the previous, first-generation models to
remediate a range of model weaknesses.
Wholesale models
Wholesale PD models use a point-in-time/through-the-cycle framework to convert one-
year regulatory PDs into point-in-time estimates that reflect economic conditions at the
reporting date. The framework utilises credit cycle indices (CCIs) for a comprehensive set
of region/industry segments. Further detail on CCIs is provided in the Economic loss
drivers section.
One year point-in-time PDs are extended to forward-looking lifetime PDs using a
conditional transition matrix approach and a set of econometric forecasting models.
LGD estimates
The general approach for the IFRS 9 LGD models is to leverage corresponding IRB LGD
models with bespoke adjustments to ensure estimates are unbiased and, where relevant,
forward-looking.
Personal
Forward-looking information has only been incorporated for the secured portfolios,
where changes in property prices can be readily accommodated. Analysis has shown
minimal impact of economic conditions on LGDs for the other Personal portfolios.
W
W
holesale
Forward-looking economic information is incorporated into LGD estimates using the
existing point-in-time/through-the-cycle framework. For low default portfolios, including
sovereigns and banks, loss data is too scarce to substantiate estimates that vary with
economic conditions. Consequently, for these portfolios, LGD estimates are assumed to
be constant throughout the projection horizon.
EAD estimates
Personal
The IFRS 9 Personal modelling approach for EAD is dependent on product type.
Revolving products use the existing IRB models as a basis, with appropriate
adjustments incorporating a term structure based on time to default.
Amortising products use an amortising schedule, where a formula is used to calculate
the expected balance based on remaining terms and interest rates.
Analysis has indicated that there is minimal impact on EAD arising from changes in the
economy for all Personal portfolios except mortgages. Therefore, forward-looking
information is only incorporated in the mortgage EAD model (through forecast changes
in interest rates).
Wholesale
For Wholesale, EAD values are projected using product specific credit conversion factors
(CCFs), closely following the product segmentation and approach of the respective IRB
model. However, the CCFs are estimated over multi-year time horizons and contain no
regulatory conservatism or downturn assumptions.
No explicit forward-looking information is incorporated, on the basis of analysis showing
the temporal variation in CCFs is mainly attributable to changes in exposure
management practices rather than economic conditions.
Governance and post model adjustments
(audited)
The IFRS 9 PD, EAD and LGD models are subject to NatWest Group’s model risk policy
that stipulates periodic model monitoring, periodic re-validation and defines approval
procedures and authorities according to model materiality. Various post model
adjustments were applied where management judged they were necessary to ensure an
adequate level of overall ECL provision. All post model adjustments were subject to
review, challenge and approval through model or provisioning committees.
Post model adjustments will remain a key focus area of NatWest Group’s ongoing ECL
adequacy assessment process. A holistic framework has been established including
reviewing a range of economic data, external benchmark information and portfolio
performance trends with a particular focus on segments of the portfolio (both
commercial and consumer) that are likely to be more susceptible to high inflation, high
interest rates and supply chain disruption.
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Credit risk continued
ECL post model adjustments
The table below shows ECL post model adjustments.
Retail Banking
Commercial
Central items
Mortgages
Other
Private Banking
& Institutional
& other (1)
Total
2023
£m
£m
£m
£m
£m
£m
Deferred model calibrations
-
-
1
23
-
24
Economic uncertainty
118
39
13
256
3
429
Other adjustments
1
-
-
8
23
32
Total
119
39
14
287
26
485
Of which:
- Stage 1
75
14
6
115
10
220
- Stage 2
31
25
8
167
9
240
- Stage 3
13
-
-
5
7
25
2022
Economic uncertainty
102
51
6
191
2
352
Other adjustments
8
20
-
16
15
59
Total
110
71
6
207
17
411
Of which:
- Stage 1
62
27
3
63
-
155
- Stage 2
32
44
3
139
16
234
- Stage 3
16
-
-
5
1
22
.
Post model adjustments increased since 31 December 2022, with notable shifts in all
categories. This reflected:
The addition of deferred model calibration post model adjustments to account for
elevated refinance risks on deteriorated exposures largely due to pressures from
inflation and liquidity.
The increase in the economic uncertainty post model adjustments for Wholesale
portfolios relating to inflation, supply chain and liquidity prompted by continued
affordability risks, as a result of higher interest rates and sustained inflation. This was
partially offset by a reduction in COVID-19 related post model adjustments.
Retail Banking
The post model adjustments for economic uncertainty increased
slightly to £157 million at 31 December 2023, from £153 million at 31 December
2022. Continued consumer affordability risks, as a result of higher interest rates and
sustained inflation, prompted an uplift in the cost of living post model adjustment (up
from £127 million to £144 million). The cost of living post model adjustment captured
the risk on segments in the Retail Banking portfolio that are more susceptible to the
effects of cost of living rises. It focused on key affordability lenses, including
customers with lower income in fuel poverty, over-indebted borrowers and
customers vulnerable to a potential mortgage rate shock. This increase during the
year was partly offset by some LGD post model adjustment reductions. Additionally,
the judgemental post model adjustment relating to the modelling of cards EAD
(£20 million at 31 December 2022) was discontinued at H1 2023 and the latest
update to the post model adjustment for legacy higher risk interest only residential
mortgages resulted in a £7 million reduction in the post model adjustment from 31
December 2022, reflecting latest analysis of the portfolio segment.
Commercial & Institutional
– The post model adjustments for economic uncertainty
increased to £256 million at 31 December 2023, from £191 million at 31 December
2022. It included an overlay of £50 million at 31 December 2023, from £108 million at
31 December 2022, to cover the residual risks from COVID-19, including the risk that
government support schemes could affect future recoveries and concerns
surrounding associated debt, to customers that have utilised government support
schemes. The inflation and supply chain post model adjustment was maintained with
a mechanistic adjustment, via a sector-level downgrade, being applied to the sectors
that were considered most at risk from these headwinds. A number of additional
sectors were added to the sector-level downgrade reflecting the ongoing pressures
from inflation being higher for longer plus broader concerns around reducing cash
reserves across many sectors. The impact of the sector-level downgrades is a post
model adjustment increase to £206 million at 31 December 2023 from £83 million at
31 December 2022, reflecting these significant headwinds which are not fully
captured in the models. The £23 million judgemental overlay for deferred model
calibrations relates to refinance risk with the existing mechanistic modelling approach
not fully capturing the risk on deteriorated exposures. Other adjustments included an
overlay of £7 million to mitigate the effect of operational timing delays in the
identification and flagging of a SICR.
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Credit risk continued
Significant increase in credit risk (SICR) (audited)
Exposures that are considered significantly credit deteriorated since initial recognition are
classified in Stage 2 and assessed for lifetime ECL measurement (exposures not
considered deteriorated carry a 12 month ECL). NatWest Group has adopted a
framework to identify deterioration based primarily on relative movements in lifetime PD
supported by additional qualitative backstops. The principles applied are consistent
across NatWest Group and align to credit risk management practices, where
appropriate.
The framework comprises the following elements:
IFRS 9 lifetime PD assessment (the primary driver)
on modelled portfolios, the
assessment is based on the relative deterioration in forward-looking lifetime PD and
is assessed monthly. To assess whether credit deterioration has occurred, the
residual lifetime PD at balance sheet date (which PD is established at date of initial
recognition (DOIR)) is compared to the current PD. If the current lifetime PD exceeds
the residual origination PD by more than a threshold amount, deterioration is
assumed to have occurred and the exposure transferred into Stage 2 for a lifetime
loss assessment. For Wholesale, a doubling of PD would indicate a SICR subject to a
minimum PD uplift of 0.1%. For Personal portfolios, the criteria vary by risk band, with
lower risk exposures needing to deteriorate more than higher risk exposures, as
outlined in the following table:
Qualitative high-risk backstops
the PD assessment is complemented with the use of
qualitative high-risk backstops to further inform whether significant deterioration in
lifetime risk of default has occurred. The qualitative high-risk backstop assessment
includes the use of the mandatory 30+ days past due backstop, as prescribed by
IFRS 9 guidance, and other features such as forbearance support, Wholesale
exposures managed within the Risk of Credit Loss framework, and adverse credit
bureau results for Personal customers.
Persistence (Personal and business banking customers only)
the persistence rule
ensures that accounts which have met the criteria for PD driven deterioration are still
considered to be significantly deteriorated for three months thereafter. This additional
rule enhances the timeliness of capture in Stage 2. The persistence rule is applied to
PD driven deterioration only.
The criteria are based on a significant amount of empirical analysis and seek to meet
three key objectives:
Criteria effectiveness
the criteria should be effective in identifying significant credit
deterioration and prospective default population.
Stage 2
stability
– the criteria should not introduce unnecessary volatility in the Stage
2 population.
Portfolio analysis
the criteria should produce results which are intuitive when
reported as part of the wider credit portfolio.
Monitoring the effect on relative PD deterioration when originating new lending at times
of weaker economic outlook (therefore, higher PDs at initial recognition) is important to
ensure SICR criteria remains effective.
Asset lifetimes
(audited)
The choice of initial recognition and asset duration is another critical judgment in
determining the quantum of lifetime losses that apply.
The date of initial recognition reflects the date that a transaction (or account) was
first recognised on the balance sheet; the PD recorded at that time provides the
baseline used for subsequent determination of SICR as detailed above.
For asset duration, the approach applied (in line with IFRS 9 requirements) is:
T
T
erm lending –
the contractual maturity date, reduced for behavioural trends
where appropriate (such as, expected prepayment and amortisation).
Revolving facilities
for Personal portfolios (except credit cards), asset duration
is based on behavioural life and this is normally greater than contractual life
(which would typically be overnight). For Wholesale portfolios, asset duration is
based on annual customer review schedules and will be set to the next review
date.
In the case of credit cards, the most significant judgment is to reflect the operational
practice of card reissuance and the associated credit assessment as enabling a formal
re-origination trigger. As a consequence, a capped lifetime approach of up to 36 months
is used on credit card balances. If the approach was uncapped the ECL impact is
estimated at approximately £110 million (2022 – £80 million). However, credit card
balances originated under the 0% balance transfer product and representing
approximately 37% (2022 – 19%) of performing card balances, have their ECL calculated
on a behavioural lifetime approach as opposed to being capped at a maximum of three
years.
The capped approach reflects NatWest Group practice of a credit-based review of
customers prior to credit card issuance and complies with IFRS 9. Benchmarking
information indicates that peer UK banks use behavioural approaches in the main for
credit card portfolios with average durations between three and ten years. Across
Europe, durations are shorter and are, in some cases, as low as one year.
PD bandings (based on
residual
PD deterioration threshold
Personal risk bands
lifetime PD calculated at DOIR)
criteria
Risk band A
<0.762%
PD@DOIR + 1%
Risk band B
<4.306%
PD@DOIR + 3%
Risk band C
>=4.306%
1.7 x PD@DOIR
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Credit risk continued
Economic loss drivers
(audited)
Introduction
The portfolio segmentation and selection of economic loss drivers for IFRS 9 follows the
approach used in stress testing. To enable robust modelling the forecasting models for
each portfolio segment (defined by product or asset class and where relevant, industry
sector and region) are based on a selected, small number of economic variables,
(typically three to four) that best explain the temporal variations in portfolio loss rates.
The process to select economic loss drivers involves empirical analysis and expert
judgement.
The most significant economic loss drivers for the most material portfolios are shown in
the table below:
Portfolio
Economic loss drivers
UK Personal mortgages
UK unemployment rate, sterling swap rate, UK house
price index, UK real wage
UK Personal unsecured
UK unemployment rate, sterling swap rate, UK real
wage
UK corporates
UK stock price index, UK gross domestic product, Bank
of England base rate
UK commercial real estate
UK stock price index, UK commercial property price
index, UK GDP, Bank of England base rate
Economic scenarios
At 31 December 2023, the range of anticipated future economic conditions was defined
by a set of four internally developed scenarios and their respective probabilities. In
addition to the base case, they comprised upside, downside and extreme downside
scenarios. The scenarios primarily reflected the current risks faced by the economy,
particularly in relation to the path of inflation and interest rates.
For 2023, the four scenarios were deemed appropriate in capturing the uncertainty in
economic forecasts and the non-linearity in outcomes under different scenarios. These
four scenarios were developed to provide sufficient coverage across potential rises in
unemployment, inflation, asset price declines and the degree of permanent damage to
the economy, around which there remains pronounced levels of uncertainty.
Upside
This scenario assumes robust growth as inflation falls sharply and rates are
lowered more quickly than expected. Consumer spending is supported by savings built
up since COVID-19 and further helped by fiscal support and strong business investment.
The labour market remains resilient, with the unemployment rate falling. The housing
market slows down compared to the previous year but remains robust.
Compared to 31 December 2022, the upside scenario remains similarly configured,
exploring a more benign set of economic outcomes, including a stronger performing
stock market, real estate prices, and supported by a stronger global growth backdrop,
relative to the base case view. Reflecting recent outturn data, inflation falls back quicker
and the labour market is tighter than previously assumed.
B
B
ase case
– High inflation and tight monetary policy leads to muted economic growth.
However, continued disinflation allows an easing cycle to start in 2024. The
unemployment rate rises modestly but there are no wide-spread job losses. Inflation
moderates and falls to a target level of 2% by early 2025. The housing market
experiences modest nominal price decline but the extent of the decline is lower than
experienced during prior stresses. Housing market activities remain weak but gains pace
gradually as interest rates fall and real income recovers.
Since 31 December 2022, the economic outlook has improved as energy prices fell
sharply and the labour market remained resilient. The near-term inflation outlook
remains elevated and upside risks remain but they have reduced since last year. Rates
increased to levels higher than expected previously and are expected to remain higher
for longer. Economic growth is still expected to be muted in the near-term. The base
case now assumes muted growth in 2023 as opposed to a mild recession assumed
previously. The unemployment rate still rises but the peak is marginally lower and is
underpinned by a resilient labour market The peak to trough house price correction
remains broadly similar to the previous assumption but the timing of the fall is more
spread out.
D
D
ownside
Inflation resurges as energy prices rise and core inflation remains persistently
high. The economy experiences a recession as consumer confidence weakens due to a
fall in real income. Interest rates are raised higher than the base case and remain
elevated for longer. High rates are assumed to have a more significant impact on the
labour market. Unemployment is higher than the base case scenario while house prices
experience declines comparable to previous episodes of stress.
Compared to 31 December 2022, the downside scenario explores risks associated with
ongoing price pressures and significantly higher interest rates across the period. This
contrasts with last year’s scenario, which assumed lower rates than the base case view.
Partly as a result, UK economic activity and labour market are slightly weaker. Nominal
asset prices, while experiencing declines comparable with past downturns, perform
slightly better than previously assumed.
E
E
xtreme downside
This scenario assumes a classical recession with loss of consumer
confidence leading to a deep economic recession. This results in widespread job losses
with the unemployment rate rising above the levels seen during the 2008 financial crisis.
Rates are cut sharply in response, leading to some support to the recovery. House prices
lose approximately a third of their value.
Compared to 31 December 2022, the extreme downside again captures an extreme set
of economic outcomes, with very sharp falls in asset prices and a marked deterioration in
the labour market. The key difference is the assumed path for interest rates. Unlike at 31
December 2022, when recessionary risks were explored in the context of a stubbornly
high inflation environment, both inflation and interest rates are now assumed to follow a
significantly lower trajectory – consistent with recession driven by material weakness in
domestic demand.
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Credit risk continued
Economic loss drivers
(audited)
The main macroeconomic variables for each of the four scenarios used for expected credit loss (ECL) modelling are set out in the main macroeconomic variables table below.
Main macroeconomic variables
31 December 2023
31 December 2022
Extreme
Weighted
Extreme
Weighted
Upside
Base case
Downside
downside
average
Upside
Base case
Downside
downside
average
Five-year summary
%
%
%
%
%
%
%
%
%
%
GDP
1.8
1.0
0.5
(0.3)
0.9
2.2
1.3
0.8
0.4
1.2
Unemployment
3.5
4.6
5.2
6.8
4.8
3.9
4.5
4.9
6.7
4.8
House price index
3.9
0.3
(0.4)
(5.7)
0.3
5.1
0.8
(0.7)
(4.4)
0.6
Commercial real estate price
3.1
(0.2)
(2.0)
(6.8)
(0.6)
1.2
(1.9)
(2.8)
(9.1)
(2.5)
Consumer price index
1.7
2.6
5.2
1.8
2.8
3.6
4.2
4.4
8.2
4.8
Bank of England base rate
3.8
3.7
5.6
2.9
4.0
2.4
3.1
1.5
4.5
2.8
UK stock price index
4.8
3.3
1.2
(0.4)
2.8
3.0
1.4
(1.1)
(3.7)
0.5
World GDP
3.7
3.2
2.7
1.8
3.0
3.7
3.3
1.7
1.1
2.7
Probability weight
21.2
45.0
20.4
13.4
18.6
45.0
20.8
15.6
(1)
The five-year summary runs from 2023-27 for 31 December 2023 and from 2022-26 for 31 December 2022.
(2)
The table shows CAGR for annual GDP, average levels for the unemployment rate and Bank of England base rate and Q4 to Q4 CAGR for other parameters.
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Credit risk continued
Economic loss drivers (audited)
Climate transition
During 2023, NatWest Group continued to align its financial planning process with the
climate transition planning process. This included adding climate policy and technology
related transition assumptions into NatWest Group’s base case macroeconomic scenario
used for financial planning and assessment of ECL in this IFRS 9 reporting period. This
resulted in an increase in ECL of less than £1 million.
As in the initial iteration of the Climate transition plan, included in NatWest Group’s 2022
Climate-related Disclosures Report, NatWest Group assesses the effects of climate
transition policies within the base case macroeconomic scenario, using the UK Climate
Change Committee (CCC) Balanced Net Zero (BNZ) scenario, aligned with the UK CCC
sixth carbon budget, as a starting point. In addition, NatWest Group included estimated
average policy delay into the climate economic assumptions for IFRS 9 purposes, based
on the credibility ratings for sectoral policies provided by the UK CCC 2022 Progress
Report to Parliament, to reflect estimated time delays based on credibility ratings as
follows:
Credible policies
– estimated zero years of delayed adjustment to the BNZ pathway
for the associated policy.
Policies with some or significant risk
– estimated three and five years of delay
respectively for the associated policy.
Policies with insufficient plans
– estimated ten years of delay for the associated policy.
The base case macroeconomic scenario now explicitly includes assumptions about the
changes in transition policy expressed as an additional implicit carbon price. Implicit
carbon price is an additional cost related to greenhouse gas emissions as a result of
climate transition policy.
NatWest Group assumes that between now and 2028, the transition policy will change
slowly, and the implicit carbon price will increase modestly by £10.5/tCO2e, which is
consistent with the UK CCC BNZ scenario. The base case macroeconomic scenario also
included assumptions about abatement technology development and specific sectors’
transition, for example, the switch from fossil fuels to renewable energy sources.
NatWest Group will continue to enhance this analysis, including updates in the UK CCC
2023 Progress Report to Parliament published in June 2023.
While previous NatWest Group IFRS 9 base case scenarios included some climate
transition considerations, they were based on all enacted policies and available
technologies. The new approach described here applies to explicitly identifying the effect
of additional climate transition policy.
NatWest Group and its customers have a dependency on timely and appropriate
government policies to provide the necessary impetus for technology development and
customer behaviour changes, to enable the UK’s successful transition to net zero. Policy
delays and risks outlined in the UK CCC 2022 and 2023 Progress Reports, if not
adequately addressed in a timely manner, put at risk the UK’s net zero transition and in
turn that of NatWest Group and its customers.
For this first iteration of climate economic assumptions included within the base case
macroeconomic scenario, NatWest Group focused on policy and technology related
transition risks. It is assumed that in more extreme scenarios it is likely that climate policy
changes would offset adverse/benign economic conditions. NatWest Group’s tools,
methodologies and assessment of climate risks will continue to evolve to further align
financial planning and climate transition planning processes.
Probability weightings of scenarios
NatWest Group’s quantitative approach to IFRS 9 multiple economic scenarios (MES)
involves selecting a suitable set of discrete scenarios to characterise the distribution of
risks in the economic outlook and assigning appropriate probability weights. This
quantitative approach is used for 31 December 2023.
The approach involves comparing UK GDP paths for NatWest Group’s scenarios against
a set of 1,000 model runs, following which, a percentile in the distribution is established
that most closely corresponded to the scenario. Probability weight for base case is set
first based on judgement, while probability weights for the alternate scenarios are
assigned based on these percentiles scores.
The assigned probability weights were judged to be aligned with the subjective
assessment of balance of the risks in the economy. The weights were broadly
comparable to those used at 31 December 2022 but with slightly less downside skew.
This is reasonable as the inflation outturn since then has been encouraging, with
continued disinflation and a reduced risk of stagflation. However, the risks still remain
elevated and there is considerable uncertainty in the economic outlook, particularly with
respect to persistence and the range of outcomes on inflation. Given that backdrop,
NatWest Group judges it appropriate that downside-biased scenarios have higher
combined probability weights than the upside-biased scenario. It presents good coverage
to the range of outcomes assumed in the scenarios, including the potential for a robust
recovery on the upside and exceptionally challenging outcomes on the downside. A
21.2% weighting was applied to the upside scenario, a 45.0% weighting applied to the
base case scenario, a 20.4% weighting applied to the downside scenario and a 13.4%
weighting applied to the extreme downside scenario.
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Credit risk continued
Economic loss drivers
UK gross domestic product (£bn)
2023Q1
2024Q1
2025Q1
2026Q1
2027Q1
2028Q1
2000
2100
2200
2300
2400
2500
2600
Upside
Downside
Base case
Extreme downside
Bank of England base rate (%)
2023Q1
2024Q1
2025Q1
2026Q1
2027Q1
2028Q1
0
1
2
3
4
5
6
7
Upside
Downside
Base case
Extreme downside
UK unemployment rate (%)
2023Q1
2024Q1
2025Q1
2026Q1
2027Q1
2028Q1
9
8
7
6
5
4
3
2
1
0
Upside
Downside
Base case
Extreme downside
Economic loss drivers
(audited)
Annual figures
GDP - annual growth
Upside %
Base case %
Downside %
Extreme downside %
Weighted average %
2023
0.5
0.5
0.5
0.5
0.5
2024
3.6
0.4
(1.1)
(2.7)
0.3
2025
2.3
1.3
0.4
(1.6)
1.0
2026
1.2
1.6
1.2
1.2
1.4
2027
1.2
1.4
1.3
1.2
1.3
2028
1.2
1.4
1.3
1.2
1.3
Unemployment rate - annual average
Upside %
Base case %
Downside %
Extreme downside %
Weighted average %
2023
4.2
4.2
4.2
4.2
4.2
2024
3.9
4.7
5.2
6.2
4.8
2025
3.2
4.7
5.8
8.4
5.1
2026
3.2
4.6
5.6
8.0
5.0
2027
3.3
4.6
5.5
7.4
4.8
2028
3.3
4.5
5.3
6.7
4.7
House price index - four quarter change
Upside %
Base case %
Downside %
Extreme downside %
Weighted average %
2023
(2.9)
(2.9)
(2.9)
(2.9)
(2.9)
2024
7.2
(5.0)
(7.1)
(11.5)
(3.7)
2025
9.4
3.1
(3.1)
(14.2)
1.2
2026
2.8
3.4
5.5
(5.8)
2.7
2027
3.3
3.4
6.1
7.2
4.3
2028
3.5
3.4
4.4
6.6
3.9
Commercial real estate price - four quarter change
Upside %
Base case %
Downside %
Extreme downside %
Weighted average %
2023
(7.2)
(7.2)
(7.2)
(7.2)
(7.2)
2024
12.7
-
(7.3)
(18.4)
(1.2)
2025
3.5
2.7
(2.0)
(20.0)
(0.5)
2026
4.6
2.0
3.8
6.7
3.4
2027
2.9
1.9
3.1
8.5
3.0
2028
1.3
0.8
2.6
8.6
2.0
Consumer price index - four quarter change
Upside %
Base case %
Downside %
Extreme downside %
Weighted average %
2023
4.6
4.6
4.6
4.6
4.6
2024
0.9
2.5
8.5
(1.2)
2.9
2025
0.7
2.0
5.3
1.7
2.4
2026
1.1
1.9
3.8
2.0
2.1
2027
1.2
1.9
3.7
2.0
2.2
2028
1.1
1.9
3.6
2.0
2.1
Bank of England base rate - annual average
Upside %
Base case %
Downside %
Extreme downside %
Weighted average %
2023
4.68
4.68
4.68
4.68
4.68
2024
4.79
4.77
6.10
4.00
4.94
2025
3.46
3.46
6.08
2.06
3.81
2026
3.17
2.85
5.69
2.00
3.38
2027
2.75
2.75
5.31
2.00
3.17
2028
2.50
2.75
5.06
2.25
3.10
UK stock price index - four quarter change
Upside %
Base case %
Downside %
Extreme downside %
Weighted average %
2023
3.7
3.7
3.7
3.7
3.7
2024
8.1
3.2
(17.4)
(41.5)
(5.9)
2025
5.1
3.2
8.7
24.9
6.5
2026
3.6
3.2
7.9
16.7
5.5
2027
3.6
3.2
5.6
11.0
4.6
2028
2.9
3.2
5.3
9.9
4.3
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Credit risk continued
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Credit risk continued
Economic loss drivers
(audited)
Worst points
31 December 2023
31 December 2022
Extreme
Weighted
Extreme
Weighted
Downside
downside
average
Downside
downside
average
%
Quarter
%
Quarter
%
%
Quarter
%
Quarter
%
GDP
(1.2)
Q3 2024
(4.5)
Q4 2024
0.3
(3.2)
Q4 2023
(4.7)
Q4 2023
(0.8)
Unemployment rate - peak
5.8
Q1 2025
8.5
Q2 2025
5.2
6.0
Q1 2024
8.5
Q3 2024
5.4
House price index
(12.5)
Q4 2025
(31.7)
Q2 2026
(6.5)
(15.0)
Q1 2025
(26.2)
Q3 2025
(3.4)
Commercial real estate price
(16.6)
Q1 2025
(39.9)
Q3 2025
(10.2)
(21.8)
Q4 2023
(46.8)
Q3 2024
(16.4)
Consumer price index - highest four quarter change
10.3
Q1 2023
10.3
Q1 2023
10.3
15.7
Q1 2023
17.0
Q4 2023
11.7
Bank of England base rate
- extreme level
6.5
Q4 2024
5.3
Q4 2023
5.3
4.0
Q1 2023
6.0
Q1 2024
4.1
UK stock price index
(14.3)
Q4 2024
(39.3)
Q4 2024
(2.4)
(26.0)
Q4 2023
(48.7)
Q4 2023
(14.1)
(1)
Unless specified otherwise, the figures show falls relative to the starting period. The calculations are performed over five years, with a starting point of Q4 2022 for 31 December 2023 scenarios and Q4 2021 for 31 December 2022 scenarios.
Use of the scenarios in Personal lending
Personal lending follows a discrete scenario approach. The PD, EAD, LGD and resultant
ECL for each discrete scenario is calculated using product specific economic response
models. Probability weighted averages across the suite of economic scenarios are then
calculated for each of the model outputs, with the weighted PD being used for staging
purposes.
Business Banking utilises the Personal lending methodology rather than the Wholesale
lending methodology.
Use of the scenarios in Wholesale lending
Wholesale lending follows a continuous scenario approach to calculate ECL. PD and LGD
values arising from multiple economic forecasts (based on the concept of credit cycle
indices) are simulated around the central projection. The central projection is a weighted
average of economic scenarios with the scenarios translated into credit cycle indices
using the Wholesale economic response models.
UK economic uncertainty
The high inflation environment alongside high interest rates are presenting significant
headwinds for some businesses and consumers, in many cases compounding. These cost
pressures remain a feature of the economic environment, though they are expected to
moderate over 2024 and 2025 in the base case scenario. NatWest Group has considered
where these are most likely to affect the customer base, with the cost of borrowing
during 2023 for both businesses and consumers presenting an additional affordability
challenge.
The effects of these risks are not expected to be fully captured by forward-looking credit
modelling, particularly given the high inflation environment, low unemployment base case
outlook. Any incremental ECL effects for these risks will be captured via post model
adjustments and are detailed further in the Governance and post model adjustments
section.
Model and monitoring enhancements
During 2023, the monitoring framework for the retail model suite was enhanced to
enable more granular performance tracking at key segment levels, such as balance
transfers versus non-balance transfers for the credit cards models. A new Business
Banking PD, EAD and LGD model suite was redeveloped in 2023, ensuring appropriate
treatment of government-guaranteed loans.
In addition, the retail economic response models, which are used to bring forward-
looking information into the IFRS 9 PD models, were redeveloped to bring in more
inflationary drivers. In Wholesale lending, new economic response models were
introduced in 2022 and 2023 that follow an improved modelling approach and put higher
weight on stock price indices compared to previous models.
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Credit risk continued
Measurement uncertainty and ECL sensitivity analysis
(audited)
The recognition and measurement of ECL is complex and involves the use of significant
judgment and estimation, particularly in times of economic volatility and uncertainty. This
includes the formulation and incorporation of multiple forward-looking economic
conditions into ECL to meet the measurement objective of IFRS 9. The ECL provision is
sensitive to the model inputs and economic assumptions underlying the estimate.
The impact arising from the base case, upside, downside and extreme downside
scenarios was simulated. These scenarios are used in the methodology for Personal
multiple economic scenarios as described in the Economic loss drivers section. In the
simulations, NatWest Group has assumed that the economic macro variables associated
with these scenarios replace the existing base case economic assumptions, giving them a
100% probability weighting and therefore serving as a single economic scenario.
These scenarios were applied to all modelled portfolios in the analysis below, with the
simulation impacting both PDs and LGDs. Post model adjustments included in the ECL
estimates that were modelled were sensitised in line with the modelled ECL movements,
but those that were judgmental in nature, primarily those for deferred model calibrations
and economic uncertainty, were not (refer to the Governance and post model
adjustments section) on the basis these would be re-evaluated by management through
ECL governance for any new economic scenario outlook and not be subject to an
automated calculation. As expected, the scenarios create differing impacts on ECL by
portfolio and the impacts are deemed reasonable. In this simulation, it is assumed that
existing modelled relationships between key economic variables and loss drivers hold, but
in practice other factors would also have an impact, for example, potential customer
behaviour changes and policy changes by lenders that might impact on the wider
availability of credit.
The focus of the simulations is on ECL provisioning requirements on performing
exposures in Stage 1 and Stage 2. The simulations are run on a stand-alone basis and
are independent of each other; the potential ECL impacts reflect the simulated impact at
31 December 2023. Scenario impacts on SICR should be considered when evaluating the
ECL movements of Stage 1 and Stage 2. In all scenarios the total exposure was the
same but exposure by stage varied in each scenario.
Stage 3 provisions are not subject to the same level of measurement uncertainty –
default is an observed event as at the balance sheet date. Stage 3 provisions therefore
were not considered in this analysis.
NatWest Group’s core criterion to identify a SICR is founded on PD deterioration. Under
the simulations, PDs change and result in exposures moving between Stage 1 and Stage
2 contributing to the ECL impact.
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Credit risk continued
Measurement uncertainty and ECL sensitivity analysis
(audited)
Moderate
Moderate
Extreme
Base
upside
downside
downside
2023
Actual
scenario
scenario
scenario
scenario
Stage 1 modelled loans (£m)
Retail Banking - mortgages
173,982
174,642
175,311
171,320
165,143
Retail Banking - unsecured
8,802
8,838
8,992
8,652
8,334
Wholesale - property
26,933
27,088
27,200
26,645
22,326
Wholesale - non-property
123,228
124,107
124,742
122,243
104,657
332,945
334,675
336,245
328,860
300,460
Stage 1 modelled ECL (£m)
Retail Banking - mortgages
86
86
84
84
79
Retail Banking - unsecured
221
222
219
221
211
Wholesale - property
102
80
61
131
184
Wholesale - non-property
276
246
211
331
434
685
634
575
767
908
Stage 1 coverage
Retail Banking - mortgages
0.05%
0.05%
0.05%
0.05%
0.05%
Retail Banking - unsecured
2.51%
2.51%
2.44%
2.55%
2.53%
Wholesale - property
0.38%
0.30%
0.22%
0.49%
0.82%
Wholesale - non-property
0.22%
0.20%
0.17%
0.27%
0.41%
0.21%
0.19%
0.17%
0.23%
0.30%
Stage 2 modelled loans (£m)
Retail Banking - mortgages
17,825
17,165
16,496
20,487
26,664
Retail Banking - unsecured
3,772
3,736
3,582
3,922
4,240
Wholesale - property
3,306
3,151
3,039
3,594
7,913
Wholesale - non-property
13,512
12,633
11,998
14,497
32,083
38,415
36,685
35,115
42,500
70,900
Stage 2 modelled ECL (£m)
Retail Banking - mortgages
60
56
48
70
100
Retail Banking - unsecured
445
435
383
487
554
Wholesale - property
93
80
68
111
273
Wholesale - non-property
364
310
264
432
789
962
881
763
1,100
1,716
Stage 2 coverage
Retail Banking - mortgages
0.34%
0.33%
0.29%
0.34%
0.38%
Retail Banking - unsecured
11.80%
11.64%
10.69%
12.42%
13.07%
Wholesale - property
2.81%
2.54%
2.24%
3.09%
3.45%
Wholesale - non-property
2.69%
2.45%
2.20%
2.98%
2.46%
2.50%
2.40%
2.17%
2.59%
2.42%
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Credit risk continued
Measurement uncertainty and ECL sensitivity analysis
(audited)
Moderate
Moderate
Extreme
Base
upside
downside
downside
2023
Actual
scenario
scenario
scenario
scenario
Stage 1 and Stage 2 modelled loans (£m)
Retail Banking - mortgages
191,807
191,807
191,807
191,807
191,807
Retail Banking - unsecured
12,574
12,574
12,574
12,574
12,574
Wholesale - property
30,239
30,239
30,239
30,239
30,239
Wholesale - non-property
136,740
136,740
136,740
136,740
136,740
371,360
371,360
371,360
371,360
371,360
Stage 1 and Stage 2 modelled ECL (£m)
Retail Banking - mortgages
146
142
132
154
179
Retail Banking - unsecured
666
657
602
708
765
Wholesale - property
195
160
129
242
457
Wholesale - non-property
640
556
475
763
1,223
1,647
1,515
1,338
1,867
2,624
Stage 1 and Stage 2 coverage
Retail Banking - mortgages
0.08%
0.07%
0.07%
0.08%
0.09%
Retail Banking - unsecured
5.30%
5.23%
4.79%
5.63%
6.08%
Wholesale - property
0.64%
0.53%
0.43%
0.80%
1.51%
Wholesale - non-property
0.47%
0.41%
0.35%
0.56%
0.89%
0.44%
0.41%
0.36%
0.50%
0.71%
Reconciliation to Stage 1 and Stage 2 ECL (£m)
ECL on modelled exposure
1,647
1,515
1,338
1,867
2,624
ECL on UBIDAC modelled exposures
8
8
8
8
8
ECL on non-modelled exposures
30
30
30
30
30
Total Stage 1 and Stage 2 ECL (£m)
1,685
1,553
1,376
1,905
2,662
Variance to actual total Stage 1 and Stage 2 ECL (£m)
(132)
(309)
220
977
Reconciliation to Stage 1 and Stage 2 flow exposure (£m)
Modelled loans
371,360
371,360
371,360
371,360
371,360
UBIDAC loans
318
318
318
318
318
Non-modelled loans
19,522
19,522
19,522
19,522
19,522
Other asset classes
153,439
153,439
153,439
153,439
153,439
(1)
Variations in future undrawn exposure values across the scenarios are modelled, however the exposure position reported is that used to calculate modelled ECL as at 31 December 2023 and therefore does not include variation in future undrawn exposure
values.
(2)
Reflects ECL for all modelled exposure in scope for IFRS 9. The analysis excludes non-modelled portfolios and exposure relating to bonds and cash.
(3)
Exposures related to Ulster Bank RoI continuing operations were not included in the simulations, the current Ulster Bank RoI ECL has been included across all scenarios to enable reconciliation to other disclosures.
(4)
All simulations are run on a stand-alone basis and are independent of each other, with the potential ECL impact reflecting the simulated impact as at 31 December 2023
The simulations change the composition of Stage 1 and Stage 2 exposure but total
exposure is unchanged under each scenario as the loan population is static.
(5)
Refer to the Economic loss drivers section for details of economic scenarios.
(6)
Refer to the NatWest Group plc 2022 Annual Report and Accounts for 2022 comparatives.
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Credit risk continued
Measurement uncertainty and ECL adequacy
(audited)
If the economics were as negative as observed in the extreme downside (i.e. 100%
probability weighting), total Stage 1 and Stage 2 ECL was simulated to increase by
around £1 billion (approximately 58%). In this scenario, Stage 2 exposure increased
significantly and was the key driver of the simulated ECL rise. The movement in
Stage 2 balances in the other simulations was less significant.
In the Wholesale portfolio, there was a significant increase in ECL under both a
moderate and extreme downside scenario. The Wholesale property ECL increase
was mainly due to commercial real estate prices which showed negative growth until
2025 and significant deterioration in the stock index. The non-property increase was
mainly due to GDP contraction and significant deterioration in the stock index.
A net improvement in the economic scenarios since 2022 resulted in a reduction in
modelled ECL.
Given that continued uncertainty remained due to high inflation, high interest rates
during 2023 and supply chain disruption, NatWest Group utilised a framework of
quantitative and qualitative measures to support the levels of ECL coverage. This
included economic data, credit performance insights, supply chain contagion analysis
and problem debt trends. This was particularly important for consideration of post
model adjustments.
As the effects of these economic risks evolve into 2024, there is a risk of further
credit deterioration. However, the income statement effect of this should have been
mitigated by the forward-looking provisions retained on the balance sheet at 31
December 2023.
There are a number of key factors that could drive further downside to impairments,
through deteriorating economic and credit metrics and increased stage migration as
credit risk increases for more customers. Such factors which could impact the IFRS 9
models, include an adverse deterioration in unemployment and GDP in the economies
in which NatWest Group operates.
Movement in ECL provision
(1)
The table below shows the main ECL provision movements during the year.
ECL provision
£m
At 1 January 2023
3,434
Transfers to disposal groups and reclassifications
(80)
Changes in economic forecasts
(125)
Changes in risk metrics and exposure: Stage 1 and Stage 2
95
Changes in risk metrics and exposure: Stage 3
557
Judgmental changes:
Changes in post model adjustments for Stage 1, Stage 2 and Stage 3
74
Write-offs and other
(310)
At 31 December 2023
3,645
At 1 January 2022
3,806
2022 movements
(372)
At 31 December 2022
3,434
(1)
The above table is not within the scope of the independent auditors’ report
.
During the year, overall ECL increased reflecting portfolio growth alongside broadly
stable portfolio performance. There were Stage 3 default flow increases, particularly
in the Personal portfolio, but these were broadly in line with expectations due to
growth and normalisation of risk parameters. This was mitigated by a net ECL
reduction from 2023 updates to economic scenarios and weightings.
Judgemental ECL post model adjustments, increased from 31 December 2022,
reflecting continued economic uncertainty from inflation being higher for longer,
higher interest rates and liquidity concerns, and represented 13% of total ECL (2022
– 12%).
For the Wholesale portfolio, default levels were lower than historic trends as the
effects of higher inflation, supply chain disruption and higher interest rates, had to
date, not led to a significant change in defaults.
Stage 3 balances increased due to default flows, as described above, alongside
reduced write-off activity in 2023.
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Credit risk – Banking activities
Introduction
This section details the credit risk profile of NatWest Group’s banking activities. Refer to Accounting policy 2.3 and
Note 15 to the consolidated financial statements for policies and critical judgments relating to impairment loss
determination.
Financial instruments within the scope of the IFRS 9 ECL framework (audited)
Refer to Note 10 to the consolidated financial statements for balance sheet analysis of financial assets that are
classified as amortised cost or fair value through other comprehensive income (FVOCI), the starting point for IFRS 9
ECL framework assessment.
31 December 2023
31 December 2022
Gross
ECL
Net
Gross
ECL
Net
£bn
£bn
£bn
£bn
£bn
£bn
Balance sheet total gross amortised cost and FVOCI
553.8
554.3
In scope of IFRS 9 ECL framework
545.3
550.3
% in scope
98%
99%
Loans to customers - in scope - amortised cost
385.3
3.6
381.7
370.1
3.3
366.8
Loans to customers - in scope - FVOCI
0.1
-
0.1
0.1
-
0.1
Loans to banks - in scope - amortised cost
6.7
-
6.7
6.9
-
6.9
Total loans - in scope
392.1
3.6
388.5
377.1
3.3
373.8
Stage 1
348.6
0.7
347.9
325.2
0.6
324.6
Stage 2
37.9
0.9
37.0
46.8
0.9
45.9
Stage 3
5.6
2.0
3.6
5.1
1.8
3.3
Other financial assets - in scope - amortised cost
124.9
-
124.9
156.4
-
156.4
Other financial assets - in scope - FVOCI
28.3
-
28.3
16.8
-
16.8
Total other financial assets - in scope
153.2
-
153.2
173.2
-
173.2
Stage 1
152.0
-
152.0
172.4
-
172.4
Stage 2
1.2
-
1.2
0.8
-
0.8
Out of scope of IFRS 9 ECL framework
8.5
na
8.5
4.0
na
4.0
Loans to customers - out of scope - amortised cost
(0.4)
na
(0.4)
(0.4)
na
(0.4)
Loans to banks - out of scope - amortised cost
0.3
na
0.3
0.2
na
0.2
Other financial assets - out of scope - amortised cost
8.3
na
8.3
4.1
na
4.1
Other financial assets - out of scope - FVOCI
0.3
na
0.3
0.1
na
0.1
na = not applicable
The assets outside the scope of IFRS 9 ECL framework
were as follows:
Settlement balances, items in the course of collection,
cash balances and other non-credit risk assets of £8.6
billion (2022 – £4.3 billion). These were assessed as
having no ECL unless there was evidence that they
were defaulted.
Equity shares of £0.3 billion (2022 – £0.4 billion) as not
within the IFRS 9 ECL framework by definition.
Fair value adjustments on loans hedged by interest rate
swaps, where the underlying loan was within the IFRS 9
ECL scope of £(0.3) billion (2022 – £(0.6) billion).
Contingent liabilities and commitments
In addition to contingent liabilities and commitments
disclosed in Note 26 to the consolidated financial
statements, reputationally-committed limits were also
included in the scope of the IFRS 9 ECL framework. These
were offset by £0.1 billion (2022 – £(0.1) billion) out of scope
balances primarily related to facilities that, if drawn, would
not be classified as amortised cost or FVOCI, or undrawn
limits relating to financial assets exclusions. Total
contingent
liabilities (including financial guarantees) and commitments
within IFRS 9 ECL scope of £132.0 billion (2022 – £137.2
billion) comprised Stage 1 £120.6 billion (2022 – £119.2
billion); Stage 2 £10.7 billion (2022 – £17.3 billion); and
Stage 3 £0.7 billion (2022 – £0.7 billion).
The ECL relating to off balance sheet exposures was £0.1
billion (2022 – £0.1 billion). The total ECL in the remainder
of the Credit risk section of £3.6 billion (2022 – £3.4 billion)
included ECL for both on and off-balance sheet exposures
for non-disposal groups.
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Credit risk – Banking activities continued
Segment analysis – portfolio summary (audited)
The table below shows gross loans and ECL, by segment and stage, within the scope of the IFRS 9 ECL framework.
Retail
Private
Commercial &
Central items
Banking
Banking
Institutional
& other
Total
2023
£m
£m
£m
£m
£m
Loans - amortised cost and FVOCI
(1)
Stage 1
182,297
17,565
119,047
29,677
348,586
Stage 2
21,208
906
15,771
6
37,891
Stage 3
3,133
258
2,162
10
5,563
Of which: individual
-
186
845
-
1,031
Of which: collective
3,133
72
1,317
10
4,532
Subtotal excluding disposal group loans
206,638
18,729
136,980
29,693
392,040
Disposal group loans
67
67
Total
29,760
392,107
ECL provisions
(2)
Stage 1
306
20
356
27
709
Stage 2
502
20
447
7
976
Stage 3
1,097
34
819
10
1,960
Of which: individual
-
34
298
-
332
Of which: collective
1,097
-
521
10
1,628
Subtotal excluding ECL provisions on disposal group loans
1,905
74
1,622
44
3,645
ECL provisions on disposal group loans
36
36
Total
80
3,681
ECL provisions coverage
(3)
Stage 1 (%)
0.17
0.11
0.30
0.09
0.20
Stage 2 (%)
2.37
2.21
2.83
nm
2.58
Stage 3 (%)
35.01
13.18
37.88
100.00
35.23
ECL provisions coverage excluding disposal group loans
0.92
0.40
1.18
0.15
0.93
ECL provisions coverage on disposal group loans
53.73
53.73
Total
0.27
0.94
Impairment (releases)/losses
ECL (release)/charge
(4)
465
14
94
5
578
Stage 1
(172)
(9)
(222)
6
(397)
Stage 2
440
15
182
8
645
Stage 3
197
8
134
(9)
330
Of which: individual
-
8
80
1
89
Of which: collective
197
-
54
(10)
241
Continuing operations
465
14
94
5
578
Discontinued operations
(6)
(6)
Total
(1)
572
Amounts written-off
188
2
122
7
319
Of which: individual
-
2
40
-
42
Of which: collective
188
-
82
7
277
For the notes to this table refer to the following page.
STRATEGIC
REPORT
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REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
202
Credit risk – Banking activities continued
Segment analysis – portfolio summary (audited)
Retail
Private
Commercial &
Central items
Banking
Banking
Institutional
& other
Total
2022
£m
£m
£m
£m
£m
Loans - amortised cost and FVOCI
(1)
Stage 1
174,727
18,367
108,791
23,339
325,224
Stage 2
21,561
801
24,226
245
46,833
Stage 3
2,565
242
2,166
123
5,096
Of which: individual
-
168
905
48
1,121
Of which: collective
2,565
74
1,261
75
3,975
Subtotal excluding disposal group loans
198,853
19,410
135,183
23,707
377,153
Disposal group loans
1,502
1,502
Total
25,209
378,655
ECL provisions
(2)
Stage 1
251
21
342
18
632
Stage 2
450
14
534
45
1,043
Stage 3
917
26
747
69
1,759
Of which: individual
-
26
251
10
287
Of which: collective
917
-
496
59
1,472
Subtotal excluding ECL provisions on disposal group loans
1,618
61
1,623
132
3,434
ECL provisions on disposal group loans
53
53
Total
185
3,487
ECL provisions coverage
(3)
Stage 1 (%)
0.14
0.11
0.31
0.08
0.19
Stage 2 (%)
2.09
1.75
2.20
18.37
2.23
Stage 3 (%)
35.75
10.74
34.49
56.10
34.52
ECL provisions coverage excluding disposal group loans
0.81
0.31
1.20
0.56
0.91
ECL provisions coverage on disposal group loans
3.53
3.53
Total
0.73
0.92
Impairment (releases)/losses
ECL (release)/charge
(4)
229
(2)
122
(12)
337
Stage 1
(146)
2
(135)
(11)
(290)
Stage 2
268
(7)
108
24
393
Stage 3
107
3
149
(25)
234
Of which: individual
-
3
57
(6)
54
Of which: collective
107
-
92
(19)
180
Continuing operations
229
(2)
122
(12)
337
Discontinued operations
(71)
(71)
Total
(83)
266
Amounts written-off
216
15
224
27
482
Of which: individual
-
15
153
-
168
Of which: collective
216
-
71
27
314
(1)
Includes loans to customers and banks.
(2)
Includes £9 million (2022 – £3 million) related to assets classified as FVOCI and
£0.1 billion (2022 – £0.1 billion) related to off-balance sheet exposures.
(3)
ECL provisions coverage is calculated as ECL provisions divided by loans –
amortised cost and FVOCI. It is calculated on loans and total ECL provisions,
including ECL for other (non-loan) assets and unutilised exposure. Some
segments with a high proportion of debt securities or unutilised exposure may
result in a not meaningful coverage ratio.
(4)
Includes a £16 million release (2022 – £3 million charge) related to other
financial assets, of which £6 million charge (2022 – nil) related to assets
classified as FVOCI, and includes a £9 million release (2022 – £5 million release)
related to contingent liabilities.
(5)
The table shows gross loans only and excludes amounts that were outside the
scope of the ECL framework. Refer to the Financial instruments within the
scope of the IFRS 9 ECL framework section for further details. Other financial
assets within the scope of the IFRS 9 ECL framework were cash and balances
at central banks totalling £103.1 billion (2022 – £143.3 billion) and debt
securities of £50.1 billion (2022 – £29.9 billion).
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
203
Credit risk – Banking activities continued
Segment analysis – portfolio summary (audited)
The table below shows Ulster Bank RoI disposal groups for Personal and Wholesale, by stage, for gross loans, off-balance sheet exposures and ECL. The tables in the rest of the Credit
risk section are shown on a continuing basis and therefore exclude these exposures.
Off-balance sheet
Loans - amortised cost and FVOCI
Loan
Contingent
ECL provisions
Stage 1
Stage 2
Stage 3
Total
commitments
liabilities
Stage 1
Stage 2
Stage 3
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Personal
2
4
2
8
-
-
-
1
1
2
Wholesale
6
15
38
59
1
2
3
7
24
34
Total
8
19
40
67
1
2
3
8
25
36
2022
Personal
-
-
-
-
-
-
-
-
-
-
Wholesale
1,269
193
40
1,502
413
19
17
19
17
53
Total
1,269
193
40
1,502
413
19
17
19
17
53
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
204
Credit risk – Banking activities continued
Segmental loans and impairment metrics (audited)
The table below shows gross loans and ECL provisions, by days past due, by segment and stage, within the scope of the ECL framework.
Gross loans
ECL provisions
(2)
Stage 2
(1)
Stage 2
(1)
Not past
Not past
Stage 1
due
1-30 DPD
>30 DPD
Total
Stage 3
Total
Stage 1
due
1-30 DPD
>30 DPD
Total
Stage 3
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Retail Banking
182,297
20,128
738
342
21,208
3,133
206,638
306
453
15
34
502
1,097
1,905
Private Banking
17,565
772
77
57
906
258
18,729
20
18
1
1
20
34
74
Personal
14,296
158
73
24
255
209
14,760
3
2
-
-
2
20
25
Wholesale
3,269
614
4
33
651
49
3,969
17
16
1
1
18
14
49
Commercial & Institutional
119,047
14,689
657
425
15,771
2,162
136,980
356
415
21
11
447
819
1,622
Personal
2,268
15
21
7
43
52
2,363
2
-
-
-
-
16
18
Wholesale
116,779
14,674
636
418
15,728
2,110
134,617
354
415
21
11
447
803
1,604
Central items & other
29,677
5
-
1
6
10
29,693
27
6
-
1
7
10
44
Personal
4
2
-
1
3
6
13
5
1
-
1
2
9
16
Wholesale
29,673
3
-
-
3
4
29,680
22
5
-
-
5
1
28
Total loans
348,586
35,594
1,472
825
37,891
5,563
392,040
709
892
37
47
976
1,960
3,645
Of which:
Personal
198,865
20,303
832
374
21,509
3,400
223,774
316
456
15
35
506
1,142
1,964
Wholesale
149,721
15,291
640
451
16,382
2,163
168,266
393
436
22
12
470
818
1,681
2022
Retail Banking
174,727
20,653
605
303
21,561
2,565
198,853
251
406
14
30
450
917
1,618
Private Banking
18,367
730
39
32
801
242
19,410
21
14
-
-
14
26
61
Personal
15,182
122
35
16
173
207
15,562
5
1
-
-
1
17
23
Wholesale
3,185
608
4
16
628
35
3,848
16
13
-
-
13
9
38
Commercial & Institutional
108,791
22,520
956
750
24,226
2,166
135,183
342
491
26
17
534
747
1,623
Personal
2,475
17
17
7
41
46
2,562
3
1
-
-
1
12
16
Wholesale
106,316
22,503
939
743
24,185
2,120
132,621
339
490
26
17
533
735
1,607
Central items & other
23,339
234
4
7
245
123
23,707
18
42
1
2
45
69
132
Personal
54
70
3
6
79
13
146
1
11
1
2
14
11
26
Wholesale
23,285
164
1
1
166
110
23,561
17
31
-
-
31
58
106
Total loans
325,224
44,137
1,604
1,092
46,833
5,096
377,153
632
953
41
49
1,043
1,759
3,434
Of which:
Personal
192,438
20,862
660
332
21,854
2,831
217,123
260
419
15
32
466
957
1,683
Wholesale
132,786
23,275
944
760
24,979
2,265
160,030
372
534
26
17
577
802
1,751
For the notes to this table refer to the following page.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
205
Credit risk – Banking activities continued
Segmental loans and impairment metrics (audited)
The table below shows ECL and ECL provisions coverage, by days past due, by segment and stage, within the scope of the ECL framework.
ECL provisions coverage
ECL
Stage 2
(1,2)
Total (release)
Amounts
Stage 1
Not past due
1-30 DPD
>30 DPD
Total
Stage 3
Total
/charge
written-off
%
2023
%
%
%
%
%
%
£m
£m
Retail Banking
0.17
2.25
2.03
9.94
2.37
35.01
0.92
465
188
Private Banking
0.11
2.33
1.30
1.75
2.21
13.18
0.40
14
2
Personal
0.02
1.27
-
-
0.78
9.57
0.17
(3)
2
Wholesale
0.52
2.61
25.00
3.03
2.76
28.57
1.23
17
-
Commercial & Institutional
0.30
2.83
3.20
2.59
2.83
37.88
1.18
94
122
Personal
0.09
-
-
-
-
30.77
0.76
5
1
Wholesale
0.30
2.83
3.30
2.63
2.84
38.06
1.19
89
121
Central items & other
0.09
nm
-
nm
nm
nm
0.15
5
7
Personal
nm
nm
-
nm
nm
nm
nm
15
2
Wholesale
0.07
nm
-
-
nm
25.00
0.09
(10)
5
Total loans
0.20
2.51
2.51
5.70
2.58
35.23
0.93
578
319
Of which:
Personal
0.16
2.25
1.80
9.36
2.35
33.59
0.88
482
193
Wholesale
0.26
2.85
3.44
2.66
2.87
37.82
1.00
96
126
2022
Retail Banking
0.14
1.97
2.31
9.90
2.09
35.75
0.81
229
216
Private Banking
0.11
1.92
-
-
1.75
10.74
0.31
(2)
15
Personal
0.03
0.82
-
-
0.58
8.21
0.15
(3)
2
Wholesale
0.50
2.14
-
-
2.07
25.71
0.99
1
13
Commercial & Institutional
0.31
2.18
2.72
2.27
2.20
34.49
1.20
122
224
Personal
0.12
5.88
-
-
2.44
26.09
0.62
4
2
Wholesale
0.32
2.18
2.77
2.29
2.20
34.67
1.21
118
222
Central items & other
0.08
17.95
25.00
28.57
18.37
56.10
0.56
(12)
27
Personal
1.85
15.71
33.33
33.33
17.72
84.62
17.81
11
1
Wholesale
0.07
18.90
-
-
18.67
52.73
0.45
(23)
26
Total loans
0.19
2.16
2.56
4.49
2.23
34.52
0.91
337
482
Of which:
Personal
0.14
2.01
2.27
9.64
2.13
33.80
0.78
241
221
Wholesale
0.28
2.29
2.75
2.24
2.31
35.41
1.09
96
261
(1)
30 DPD – 30 days past due, the mandatory 30 days past due backstop as prescribed by the IFRS 9 guidance for a SICR.
(2)
Some segments with a high proportion of debt securities or unutilised exposure may result in a not meaningful coverage ratio.
STRATEGIC
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GOVERNANCE
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STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
206
Credit risk – Banking activities continued
Segmental loans and impairment metrics (audited)
Retail Banking
– Balance sheet growth continued during H2 2023, although at a
reduced pace compared to H1 2023, reflecting the wider UK mortgage market
trends. Unsecured balances growth in H2 2023, primarily in credit cards, was a
continuation of the strong customer demand seen in the first half of the year.
Lending criteria and affordability assumptions continue to be reviewed to ensure
new business is assessed appropriately in the higher interest rate and inflationary
environment. While portfolio performance continued to remain stable, total ECL
coverage increased. The rise in coverage was reflective of increased Stage 3 ECL
on unsecured portfolios, mainly due to reduced write-off activity, however, Stage 3
inflows were higher this year, in line with growth and normalisation of risk
parameters. The modest increase in good book coverage during the year reflected
a slight increase in early arrears levels and a rise in the unsecured mix of the
portfolio. Furthermore, post model adjustments to capture increased affordability
pressures on customers due to high inflation and interest rates have increased
during the year, ensuring ECL reflects the continued uncertainty despite modelled
ECL reductions due to improved forward-looking economic updates since the end
of 2022.
Commercial & Institutional
– Growth in exposure in Commercial & Institutional was
driven by increased exposure to financial institutions, partially offset by reductions
in other sectors including retail. There were also continued repayments of COVID-
19 government lending schemes, and strategic reductions in certain sectors.
Sector appetite continues to be reviewed regularly, with particular focus on sector
clusters and sub-sectors that are vulnerable to inflationary and supply chain
pressures or deemed to represent a heightened risk. Stage 2 ECL reduced due to
positive portfolio performance and improvements in the latest economic scenarios.
Coverage decreased due to portfolio growth with ECL broadly flat, but coverage
on Stage 1 and Stage 2 was significantly above pre-COVID-19 levels, reflecting
continued economic uncertainty.
Other
– Balance sheet growth in 2023 compared to 2022 was mainly due to an
increase in central items held in the course of treasury related management
activities.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
207
Credit risk – Banking activities continued
Sector analysis – portfolio summary (audited)
The table below shows financial assets and off-balance sheet exposures gross of ECL and related ECL provisions, impairment and past due by sector, asset quality and geographical
region.
Personal
Wholesale
Mortgages (1)
Credit cards
Other personal
Total
Property
Other wholesale
FI
Sovereign
Total
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Loans by geography
208,275
5,904
9,595
223,774
31,207
77,339
57,087
2,633
168,266
392,040
- UK
208,275
5,893
9,592
223,760
30,703
65,033
39,906
2,016
137,658
361,418
- RoI
-
11
3
14
9
888
279
-
1,176
1,190
- Other Europe
-
-
-
-
375
5,096
7,865
399
13,735
13,735
- RoW
-
-
-
-
120
6,322
9,037
218
15,697
15,697
Loans by stage
208,275
5,904
9,595
223,774
31,207
77,339
57,087
2,633
168,266
392,040
- Stage 1
188,140
3,742
6,983
198,865
27,316
63,690
56,105
2,610
149,721
348,586
- Stage 2
17,854
2,022
1,633
21,509
3,270
12,145
966
1
16,382
37,891
- Stage 3
2,281
140
979
3,400
621
1,504
16
22
2,163
5,563
- Of which: individual
122
-
20
142
240
625
2
22
889
1,031
- Of which: collective
2,159
140
959
3,258
381
879
14
-
1,274
4,532
Loans - past due analysis
(2)
208,275
5,904
9,595
223,774
31,207
77,339
57,087
2,633
168,266
392,040
- Not past due
205,405
5,743
8,578
219,726
30,264
74,052
56,735
2,633
163,684
383,410
- Past due 1-30 days
1,178
41
71
1,290
491
2,222
332
-
3,045
4,335
- Past due 31-90 days
518
38
112
668
179
437
12
-
628
1,296
- Past due 91-180 days
445
32
103
580
42
71
2
-
115
695
- Past due >180 days
729
50
731
1,510
231
557
6
-
794
2,304
Loans - Stage 2
17,854
2,022
1,633
21,509
3,270
12,145
966
1
16,382
37,891
- Not past due
16,803
1,971
1,529
20,303
3,071
11,287
932
1
15,291
35,594
- Past due 1-30 days
765
27
40
832
100
516
24
-
640
1,472
- Past due 31-90 days
286
24
64
374
99
342
10
-
451
825
Weighted average life
(3)
- ECL measurement (years)
9
3
6
6
6
6
2
-
6
6
Weighted average 12 months PDs
(3)
- IFRS 9 (%)
0.50
3.45
5.29
0.75
1.45
1.59
0.19
0.37
1.07
0.89
- Basel (%)
0.67
3.37
3.15
0.84
0.94
1.25
0.17
0.37
0.81
0.83
ECL provisions by geography
420
376
1,168
1,964
398
1,201
66
16
1,681
3,645
- UK
420
365
1,163
1,948
384
999
38
13
1,434
3,382
- RoI
-
11
5
16
-
6
1
-
7
23
- Other Europe
-
-
-
-
7
146
12
-
165
165
- RoW
-
-
-
-
7
50
15
3
75
75
For the notes to this table refer to page 211.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
208
Credit risk – Banking activities continued
Sector analysis – portfolio summary (audited)
Personal
Wholesale
Mortgages
(1)
Credit cards
Other personal
Total
Property
Other wholesale
FI
Sovereign
Total
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
ECL provisions by stage
420
376
1,168
1,964
398
1,201
66
16
1,681
3,645
- Stage 1
88
76
152
316
102
234
44
13
393
709
- Stage 2
61
207
238
506
98
356
15
1
470
976
- Stage 3
271
93
778
1,142
198
611
7
2
818
1,960
- Of which: individual
12
-
14
26
60
242
2
2
306
332
- Of which: collective
259
93
764
1,116
138
369
5
-
512
1,628
ECL provisions coverage (%)
0.20
6.37
12.17
0.88
1.28
1.55
0.12
0.61
1.00
0.93
- Stage 1 (%)
0.05
2.03
2.18
0.16
0.37
0.37
0.08
0.50
0.26
0.20
- Stage 2 (%)
0.34
10.24
14.57
2.35
3.00
2.93
1.55
100.00
2.87
2.58
- Stage 3 (%)
11.88
66.43
79.47
33.59
31.88
40.63
43.75
9.09
37.82
35.23
ECL (release)/charge
35
193
254
482
34
58
6
(2)
96
578
- UK
35
184
249
468
42
61
(4)
(2)
97
565
- RoI
-
9
5
14
(2)
(8)
1
-
(9)
5
- Other Europe
-
-
-
-
(6)
55
11
-
60
60
- RoW
-
-
-
-
-
(50)
(2)
-
(52)
(52)
Amounts written-off
32
70
91
193
39
86
1
-
126
319
Loans by residual maturity
208,275
5,904
9,595
223,774
31,207
77,339
57,087
2,633
168,266
392,040
- <1 year
3,375
3,398
3,169
9,942
5,696
25,312
43,497
489
74,994
84,936
- 1-5 year
9,508
2,506
5,431
17,445
17,216
32,573
11,616
1,872
63,277
80,722
- > 5 < 15 year
46,453
-
993
47,446
5,701
14,167
1,939
199
22,006
69,452
- > 15 year
148,939
-
2
148,941
2,594
5,287
35
73
7,989
156,930
Other financial assets by asset quality
(4)
-
-
-
-
1
2,689
26,816
123,683
153,189
153,189
- AQ1-AQ4
-
-
-
-
1
2,689
26,084
123,683
152,457
152,457
- AQ5-AQ8
-
-
-
-
-
-
732
-
732
732
Off-balance sheet
9,843
17,284
8,462
35,589
14,205
59,716
22,221
227
96,369
131,958
- Loan commitments
9,843
17,284
8,417
35,544
13,861
57,081
20,765
227
91,934
127,478
- Financial guarantees
-
-
45
45
344
2,635
1,456
-
4,435
4,480
Off-balance sheet by asset quality
(4)
9,843
17,284
8,462
35,589
14,205
59,716
22,221
227
96,369
131,958
- AQ1-AQ4
9,099
448
7,271
16,818
10,916
36,380
20,644
165
68,105
84,923
- AQ5-AQ8
721
16,518
1,162
18,401
3,266
23,030
1,574
45
27,915
46,316
- AQ9
7
6
4
17
3
12
-
-
15
32
- AQ10
16
312
25
353
20
294
3
17
334
687
For the notes to this table refer to page 211.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
209
Credit risk – Banking activities continued
Sector analysis – portfolio summary (audited)
Personal
Wholesale
Mortgages (1)
Credit cards
Other personal
Total
Property
Other wholesale
FI
Sovereign
Total
Total
2022 (5)
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Loans by geography
202,957
4,460
9,706
217,123
31,036
78,060
48,138
2,796
160,030
377,153
- UK
202,957
4,420
9,602
216,979
29,935
65,867
32,480
2,253
130,535
347,514
- RoI
-
40
104
144
34
1,102
74
-
1,210
1,354
- Other Europe
-
-
-
-
607
4,815
6,967
346
12,735
12,735
- RoW
-
-
-
-
460
6,276
8,617
197
15,550
15,550
Loans by stage
202,957
4,460
9,706
217,123
31,036
78,060
48,138
2,796
160,030
377,153
- Stage 1
182,245
3,275
6,918
192,438
26,300
56,955
46,738
2,793
132,786
325,224
- Stage 2
18,787
1,076
1,991
21,854
4,035
19,590
1,353
1
24,979
46,833
- Stage 3
1,925
109
797
2,831
701
1,515
47
2
2,265
5,096
- Of which: individual
172
-
13
185
309
592
33
2
936
1,121
- Of which: collective
1,753
109
784
2,646
392
923
14
-
1,329
3,975
Loans - past due analysis
(2)
202,957
4,460
9,706
217,123
31,036
78,060
48,138
2,796
160,030
377,153
- Not past due
200,634
4,335
8,825
213,794
29,986
74,251
47,824
2,796
154,857
368,651
- Past due 1-30 days
916
33
86
1,035
462
2,637
278
-
3,377
4,412
- Past due 31-90 days
510
29
104
643
297
563
5
-
865
1,508
- Past due 91-180 days
380
24
79
483
48
35
24
-
107
590
- Past due >180 days
517
39
612
1,168
243
574
7
-
824
1,992
Loans - Stage 2
18,787
1,076
1,991
21,854
4,035
19,590
1,353
1
24,979
46,833
- Not past due
17,951
1,039
1,872
20,862
3,595
18,335
1,344
1
23,275
44,137
- Past due 1-30 days
588
19
53
660
180
759
5
-
944
1,604
- Past due 31-90 days
248
18
66
332
260
496
4
-
760
1,092
Weighted average life
(3)
- ECL measurement (years)
8
2
6
5
4
6
3
-
5
5
Weighted average 12 months PDs
(3)
- IFRS 9 (%)
0.50
2.62
4.78
0.71
1.84
2.05
0.23
0.24
1.41
1.01
- Basel (%)
0.65
2.97
3.11
0.79
1.01
1.40
0.16
0.24
0.92
0.85
ECL provisions by geography
376
257
1,050
1,683
420
1,251
63
17
1,751
3,434
- UK
376
254
1,027
1,657
386
1,004
42
13
1,445
3,102
- RoI
-
3
23
26
13
66
1
-
80
106
- Other Europe
-
-
-
-
13
76
7
-
96
96
- RoW
-
-
-
-
8
105
13
4
130
130
For the notes to this table refer to the following page.
Credit risk – Banking activities continued
S
S
e
e
c
c
t
t
o
o
r
r
a
a
n
n
a
a
l
l
y
y
s
s
i
i
s
s
p
p
o
o
r
r
t
t
f
f
o
o
l
l
i
i
o
o
s
s
u
u
m
m
m
m
a
a
r
r
y
y
(
(
a
a
u
u
d
d
i
i
t
t
e
e
d
d
)
)
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
210
Personal
Wholesale
Mortgages (1)
Credit cards
Other personal
Total
Property
Other wholesale
FI
Sovereign
Total
Total
2022 (5)
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
ECL provisions by stage
376
257
1,050
1,683
420
1,251
63
17
1,751
3,434
- Stage 1
81
62
117
260
99
226
32
15
372
632
- Stage 2
62
122
282
466
98
465
14
-
577
1,043
- Stage 3
233
73
651
957
223
560
17
2
802
1,759
- Of which: individual
18
-
10
28
79
165
13
2
259
287
- Of which: collective
215
73
641
929
144
395
4
-
543
1,472
ECL provisions coverage (%)
0.19
5.76
10.82
0.78
1.35
1.60
0.13
0.61
1.09
0.91
- Stage 1 (%)
0.04
1.89
1.69
0.14
0.38
0.40
0.07
0.54
0.28
0.19
- Stage 2 (%)
0.33
11.34
14.16
2.13
2.43
2.37
1.03
-
2.31
2.23
- Stage 3 (%)
12.10
66.97
81.68
33.80
31.81
36.96
36.17
100.00
35.41
34.52
ECL (release)/charge
(74)
56
259
241
108
(27)
19
(4)
96
337
- UK
(74)
57
247
230
103
(51)
14
(4)
62
292
- RoI
-
(1)
12
11
1
(26)
(2)
-
(27)
(16)
- Other Europe
-
-
-
-
1
04
1
(1)
5
5
- RoW
-
-
-
-
3
46
6
1
56
56
Amounts written-off
31
67
123
221
34
187
40
-
261
482
Loans by residual maturity
202,957
4,460
9,706
217,123
31,036
78,060
48,138
2,796
160,030
377,153
- <1 year
3,347
2,655
3,368
9,370
6,118
26,971
36,192
906
70,187
79,557
- 1-5 year
10,968
1,805
5,387
18,160
16,768
33,071
10,380
1,630
61,849
80,009
- > 5 < 15 year
46,500
-
950
47,450
5,259
13,392
1,379
184
20,214
67,664
- > 15 year
142,142
-
1
142,143
2,891
4,626
187
76
7,780
149,923
Other financial assets by asset quality
(4)
-
-
-
-
49
581
14,704
157,860
173,194
173,194
- AQ1-AQ4
-
-
-
-
-
567
14,156
157,860
172,583
172,583
- AQ5-AQ8
-
-
-
-
49
14
548
-
611
611
Off-balance sheet
18,782
15,848
8,547
43,177
14,308
59,718
19,555
268
93,849
137,026
- Loan commitments
18,782
15,848
8,496
43,126
13,895
56,500
18,223
268
88,886
132,012
- Financial guarantees
-
-
51
51
413
3,218
1,332
-
4,963
5,014
Off-balance sheet by asset quality
(4)
18,782
15,848
8,547
43,177
14,308
59,718
19,555
268
93,849
137,026
- AQ1-AQ4
17,676
436
7,353
25,465
11,573
37,265
17,899
205
66,942
92,407
- AQ5-AQ8
1,089
15,048
1,170
17,307
2,706
22,094
1,655
62
26,517
43,824
- AQ9
2
74
4
80
4
25
-
-
29
109
- AQ10
15
290
20
325
25
334
1
1
361
686
(1)
Includes a portion of Private Banking lending secured against residential real estate, in line with ECL calculation methodology. Private Banking and RBS International mortgages are reported in UK, reflecting the country of lending origination and includes
crown dependencies.
(2)
30 DPD – 30 days past due, the mandatory 30 days past due backstop as prescribed by the IFRS 9 guidance for a SICR.
(3)
Not within the scope of the Independent auditors’ report.
(4)
AQ bandings are based on Basel PDs and mapping is as follows:
Internal asset quality band
Probability of default range
Indicative S&P rating
Internal asset quality band
Probability of default range
Indicative S&P rating
AQ1
0% - 0.034%
AAA to AA
AQ6
1.076% - 2.153%
BB- to B+
AQ2
0.034% - 0.048%
AA to AA-
AQ7
2.153% - 6.089%
B+ to B
AQ3
0.048% - 0.095%
A+ to A
AQ8
6.089% - 17.222%
B- to CCC+
AQ4
0.095% - 0.381%
BBB+ to BBB-
AQ9
17.222% - 100%
CCC to C
AQ5
0.381% - 1.076%
BB+ to BB
AQ10
100%
D
£0.3 billion (2022 – £0.3 billion) of AQ10 Personal balances primarily relate to loan commitments, the drawdown of which is effectively prohibited.
(5)
Previously published sectors for the Wholesale portfolio have been re-presented to reflect updated internal sector reporting.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
211
Credit risk – Banking activities continued
Sector analysis – portfolio summary (audited)
The table below shows ECL by stage, for the Personal portfolio and selected sectors of the Wholesale portfolio including those that contain an element of exposure classified as
heightened climate-related risk.
Loans - amortised cost and FVOCI
Off-balance sheet
ECL provisions
Stage 1
Stage 2
Stage 3
Total
Loan commitments
Contingent liabilities
Stage 1
Stage 2
Stage 3
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Personal
198,865
21,509
3,400
223,774
35,544
45
316
506
1,142
1,964
Mortgages
188,140
17,854
2,281
208,275
9,843
-
88
61
271
420
Credit cards
3,742
2,022
140
5,904
17,284
-
76
207
93
376
Other personal
6,983
1,633
979
9,595
8,417
45
152
238
778
1,168
Wholesale
149,721
16,382
2,163
168,266
91,934
4,435
393
470
818
1,681
Property
27,316
3,270
621
31,207
13,861
344
102
98
198
398
Financial institutions
(1)
56,105
966
16
57,087
20,765
1,456
44
15
7
66
Sovereigns
2,610
1
22
2,633
227
-
13
1
2
16
Other wholesale
63,690
12,145
1,504
77,339
57,081
2,635
234
356
611
1,201
Of which:
Agriculture
3,851
1,011
90
4,952
950
21
19
35
34
88
Airlines and aerospace
1,525
454
3
1,982
1,788
178
4
7
2
13
Automotive
7,223
1,008
76
8,307
3,844
103
18
18
26
62
Building materials
1,204
282
72
1,558
1,475
72
6
9
8
23
Chemicals
354
62
4
420
785
13
1
9
1
11
Industrials
2,269
543
70
2,882
2,896
148
10
18
23
51
Land transport & logistics
4,231
578
61
4,870
3,025
184
11
14
18
43
Leisure
4,394
2,245
288
6,927
1,887
145
31
74
91
196
Mining & metals
241
32
4
277
545
7
-
-
4
4
Oil and gas
915
125
27
1,067
1,959
237
3
2
29
34
Power utilities
5,604
418
40
6,062
8,257
554
13
13
24
50
Retail
5,846
1,318
224
7,388
4,717
429
23
35
118
176
Shipping
207
35
3
245
71
31
-
1
2
3
Water & waste
3,536
173
13
3,722
1,904
84
4
5
4
13
Total
348,586
37,891
5,563
392,040
127,478
4,480
709
976
1,960
3,645
For the notes to this table refer to the following page.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
212
Credit risk – Banking activities continued
Sector analysis – portfolio summary (audited)
Loans - amortised cost and FVOCI
Off-balance sheet
ECL provisions
Stage 1
Stage 2
Stage 3
Total
Loan commitments
Contingent liabilities
Stage 1
Stage 2
Stage 3
Total
2022 (2)
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Personal
192,438
21,854
2,831
217,123
43,126
51
260
466
957
1,683
Mortgages
182,245
18,787
1,925
202,957
18,782
-
81
62
233
376
Credit cards
3,275
1,076
109
4,460
15,848
-
62
122
73
257
Other personal
6,918
1,991
797
9,706
8,496
51
117
282
651
1,050
Wholesale
132,786
24,979
2,265
160,030
88,886
4,963
372
577
802
1,751
Property
26,300
4,035
701
31,036
13,895
413
99
98
223
420
Financial institutions
(1)
46,738
1,353
47
48,138
18,223
1,332
32
14
17
63
Sovereigns
2,793
1
2
2,796
269
-
15
-
2
17
Other wholesale
56,955
19,590
1,515
78,060
56,499
3,218
226
465
560
1,251
Of which:
Agriculture
3,646
1,034
93
4,773
968
24
21
31
43
95
Airlines and aerospace
483
1,232
19
1,734
1,715
174
2
40
8
50
Automotive
5,776
1,498
30
7,304
4,009
99
18
18
11
47
Building materials
1,244
284
15
1,543
1,407
78
7
7
7
21
Chemicals
384
117
1
502
650
12
1
2
1
4
Industrials
2,148
1,037
82
3,267
3,135
195
10
16
24
50
Land transport & logistics
3,863
1,304
72
5,239
3,373
190
13
34
18
65
Leisure
3,416
3,787
260
7,463
1,907
102
27
147
115
289
Mining & metals
173
230
5
408
545
5
-
1
5
6
Oil and gas
953
159
60
1,172
2,157
248
3
3
31
37
Power utilities
4,228
406
6
4,640
6,960
1,182
9
11
1
21
Retail
6,497
1,746
150
8,393
4,682
416
21
29
68
118
Shipping
161
151
14
326
110
22
-
7
6
13
Water & waste
3,026
335
7
3,368
2,143
101
4
4
4
12
Total
325,224
46,833
5,096
377,153
132,012
5,014
632
1,043
1,759
3,434
(1)
Financial institutions include transactions, such as securitisations, where the underlying assets may be in other sectors.
(2)
Previously published sectors for the Wholesale portfolio have been re-presented to reflect updated internal sector reporting.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
213
Credit risk – Banking activities continued
Wholesale forbearance (audited)
The table below shows Wholesale forbearance, Heightened Monitoring and Risk of Credit Loss by sector. Personal forbearance is disclosed in the Personal portfolio section. The table
shows current exposure but reflects risk transfers where there is a guarantee by another customer.
Property
Financial institution
Sovereign
Other
Total
2023
£m
£m
£m
£m
£m
Forbearance (flow)
916
56
22
2,568
3,562
Forbearance (stock)
1,071
70
22
3,752
4,915
Heightened Monitoring and Risk of Credit Loss
1,089
276
-
4,119
5,484
2022
Forbearance (flow)
723
105
-
2,598
3,426
Forbearance (stock)
900
107
-
4,742
5,749
Heightened Monitoring and Risk of Credit Loss
920
112
-
3,501
4,533
Sector analysis – portfolio summary (audited)
Loans by geography and sector
– In line with NatWest Group’s strategic focus,
exposures continued to be mainly in the UK. Exposure to the Republic of Ireland
reduced during 2023 as part of the phased withdrawal of Ulster Bank RoI.
Loans by stage
– There was an increase in Stage 1 exposure due to mortgage
growth in Personal and lending to financial institutions in Wholesale. An overall
improvement in forward-looking economics during 2023 drove a reduction in IFRS 9
PDs, meaning a reduction in the proportion of most portfolio segments triggering PD
deterioration rules, resulting in a net migration of exposures from Stage 2 into Stage
1 during 2023.
Loans – Past due analysis
– In Personal, the value of arrears increased during 2023
as expected with portfolio growth in recent years and adjustments to lending criteria
following COVID-19.
Weighted average 12 months PDs
IFRS 9 PDs remained broadly stable overall, with
some increases in Personal portfolios, most notably in credit cards which had a PD
modelling update. In Wholesale, some reductions were observed in PDs in corporate
and property portfolios, linked to the economic scenario updates during the year.
ECL provisions by stage
Portfolio growth was the key driver behind an increase in
Stage 1 provisions. Stage 2 provisions reduced during 2023, reflecting broadly stable
credit performance of the portfolios and the effect of improved 2023 forward-looking
scenario updates. As outlined previously, Stage 3 provisions have yet to be materially
affected by the customer affordability risks linked to the current economic
uncertainty prevalent in the UK. However, there has been an increase in Stage 3
ECL linked to a modest rise in default levels and reduced write-off activity.
STRATEGIC
REPORT
FINANCIAL
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GOVERNANCE
RISK AND CAPITAL
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FINANCIAL
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
214
Credit risk – Banking activities continued
Wholesale support schemes
(1)
The table below shows the sector split for the Bounce Back Loans Scheme (BBLS) as well as associated debt split by stage. Associated debt refers to non-BBLS lending to customers
who also have BBLS lending.
Gross carrying amount
BBL
Associated debt
ECL on associated debt
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
31 December 2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Wholesale
Property
661
150
27
838
687
202
82
971
7
13
33
Financial institutions
16
3
1
20
7
2
-
9
-
-
-
Other
2,210
495
231
2,936
2,080
849
163
3,092
24
53
93
Total
2,887
648
259
3,794
2,774
1,053
245
4,072
31
66
126
Gross carrying amount
BBL
Associated debt
ECL on associated debt
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
31 December 2022
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Wholesale
Property
966
186
48
1,200
874
205
60
1,139
10
14
26
Financial institutions
24
4
-
28
9
2
-
11
-
-
1
Other
3,233
641
342
4,216
2,338
884
117
3,339
26
57
70
Total
4,223
831
390
5,444
3,221
1,091
177
4,489
36
71
97
(1)
Not within the scope of the independent auditors’ report.
Sector analysis – portfolio summary (audited)
ECL provisions coverage
Overall provisions coverage remained broadly consistent
with 31 December 2022. This was mainly a result of continued stable portfolio
performance and MES economics-driven modelled ECL releases contrasted with
increased economic uncertainty, captured through ECL post model adjustments.
ECL charge –
The impairment charge for 2023 of £578 million primarily reflected the
underlying Stage 3 charges and portfolio growth.
Loans by residual maturity
The maturity profile of the portfolios remained
consistent with prior periods. In mortgages, as expected, the vast majority of
exposures were greater than five years. In unsecured lending, cards and other
exposures were concentrated in less than five years. In Wholesale, more than 80% of
exposures mature in less than five years.
Other financial assets by asset quality
– Consisting almost entirely of cash and
balances at central banks and debt securities held in the course of treasury related
management activities, these assets were mainly within the AQ1-AQ4 bands.
Off-balance sheet exposures by asset quality
In Personal, undrawn exposures were
reflective of available credit lines in credit cards and current accounts. Additionally,
the mortgage portfolio had undrawn exposures, where a formal offer had been made
to a customer but had not yet drawn down; the value decreased in line with the
pipeline of offers. There was also a legacy portfolio of flexible mortgages where a
customer had the right and ability to draw down further funds.
The asset quality was aligned to the wider portfolio. In Wholesale, off-balance sheet
exposures increased due to a rise in securitisations lending within financial
institutions, with asset quality in line with existing off-balance sheet exposures.
Wholesale forbearance –
Increased levels of forbearance were observed in Q4 2023.
The retail, leisure, commercial real estate and power and utilities sectors represented
the largest share of completed forbearance. Labour shortages/increased cost of
labour, rising energy prices, supply chain issues and higher interest rates continue to
weigh on these sectors. Payment holidays and covenant waivers were the most
common forms of forbearance granted.
Heightened Monitoring and Risk of Credit Loss –
Risk of Credit Loss framework
exposures and inflows increased in 2023 compared to 2022. Heightened inflows were
seen in the mobility and logistics, renewables and utilities, and technology, media and
telecoms sector clusters, offset by decreases in consumer industries. Heightened
inflows were seen in the automotive, media, power utilities and leveraged funds
sectors, partially offset by leisure, airlines and aerospace and land transport and
logistics. Retail SME customers do not form part of the Wholesale Risk of Credit Loss
framework. Customers in financial difficulty within this group are managed by
specialist problem debt management teams. The balances in arrears and recoveries
remained flat in 2023, with inflows continuing to be driven by Bounce Back Loan
Scheme (BBLS) exposures. Excluding BBLS balances, the debt value for this
population that are in problem debt/recoveries also remained stable.
STRATEGIC
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GOVERNANCE
RISK AND CAPITAL
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FINANCIAL
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ADDITIONAL
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NatWest Group
2023 Annual Report and Accounts
215
Credit risk – Banking activities continued
Credit risk enhancement and mitigation (audited)
The table below shows exposures of modelled portfolios within the scope of the ECL framework and related credit risk enhancement and mitigation (CREM).
Gross
Maximum credit risk
CREM by type
CREM coverage
Exposure post CREM
exposure
ECL
Total
Stage 3
Financial (1)
Property
Other (2)
Total
Stage 3
Total
Stage 3
2023
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
Financial assets
Cash and balances at central banks
103.1
-
103.1
-
-
-
-
-
-
103.1
-
Loans - amortised cost
(3)
392.0
3.5
388.5
3.5
37.4
248.2
21.8
307.4
3.1
81.1
0.4
Personal
(4)
223.7
1.9
221.8
2.2
0.9
207.5
-
208.4
2.0
13.4
0.2
Wholesale
(5)
168.3
1.6
166.7
1.3
36.5
40.7
21.8
99.0
1.1
67.7
0.2
Debt securities
50.1
-
50.1
-
-
-
-
-
-
50.1
-
Total financial assets
545.2
3.5
541.7
3.5
37.4
248.2
21.8
307.4
3.1
234.3
0.4
Contingent liabilities and commitments
Personal
(6,7)
35.6
-
35.6
0.3
1.0
4.0
-
5.0
-
30.6
0.3
Wholesale
96.4
0.1
96.3
0.4
2.6
7.1
4.1
13.8
0.1
82.5
0.3
Total off-balance sheet
132.0
0.1
131.9
0.7
3.6
11.1
4.1
18.8
0.1
113.1
0.6
Total exposure
677.2
3.6
673.6
4.2
41.0
259.3
25.9
326.2
3.2
347.4
1.0
2022
Financial assets
Cash and balances at central banks
143.2
-
143.2
-
-
-
-
-
-
143.2
-
Loans - amortised cost
(3)
377.2
3.3
373.9
3.4
31.8
243.1
21.7
296.6
3.0
77.3
0.4
Personal
(4)
217.2
1.7
215.5
1.9
0.9
202.1
-
203.0
1.7
12.5
0.2
Wholesale
(5)
160.0
1.6
158.4
1.5
30.9
41.0
21.7
93.6
1.3
64.8
0.2
Debt securities
29.9
-
29.9
-
-
-
-
-
-
29.9
-
Total financial assets
550.3
3.3
547.0
3.4
31.8
243.1
21.7
296.6
3.0
250.4
0.4
Contingent liabilities and commitments
Personal
(6,7)
43.2
-
43.2
0.3
0.7
4.4
-
5.1
-
38.1
0.3
Wholesale
93.9
0.1
93.8
0.4
3.1
7.4
4.0
14.5
0.1
79.3
0.3
Total off-balance sheet
137.0
0.1
136.9
0.7
3.8
11.8
4.0
19.6
0.1
117.3
0.6
Total exposure
687.3
3.4
683.9
4.1
35.6
254.9
25.7
316.2
3.1
367.7
1.0
(1)
Includes cash and securities collateral.
(2)
Includes guarantees, charges over trade debtors, other asset finance related physical collateral as well as the amount by which credit risk exposure is reduced through netting arrangements, mainly cash management pooling, which give NatWest Group a
legal right to set off the financial asset against a financial liability due to the same counterparty.
(3)
NatWest Group holds collateral in respect of individual loans – amortised cost to banks and customers. This collateral includes mortgages over property (both personal and commercial); charges over business assets such as plant and equipment;
inventories and trade debtors; and guarantees of lending from parties other than the borrower. NatWest Group obtains collateral in the form of securities in reverse repurchase agreements. Collateral values are capped at the value of the loan.
(4)
Stage 3 mortgage exposures have relatively limited uncovered exposure reflecting the security held. On unsecured credit cards and other personal borrowing, the residual uncovered amount reflects historical experience of continued cash recovery post
default through ongoing engagement with customers.
(5)
Stage 3 exposures post credit risk enhancement and mitigation in Wholesale mainly represent enterprise value and the impact of written down collateral values; an individual assessment to determine ECL will consider multiple scenarios and in some
instances allocate a probability weighting to a collateral value in excess of the written down value.
(6)
£0.3 billion (2022
£0.3 billion) Personal Stage 3 balances primarily relate to loan commitments, the draw down of which is effectively prohibited.
(7)
The Personal gross exposure value includes £5.9 billion (2022
£14.0 billion) in respect of pipeline mortgages where a committed offer has been made to a customer but where the funds have not yet been drawn down. When drawn down, the exposure
would be covered by a security over the borrower’s property.
Personal portfolio (audited)
Disclosures in the Personal portfolio section include drawn exposure (gross of provisions).
2023
Retail
Private
Commercial &
Central items
Banking
Banking
Institutional
& other
Total
Personal lending
£m
£m
£m
£m
£m
Mortgages
192,915
13,222
2,200
-
208,337
Of which:
Owner occupied
174,167
11,629
1,464
-
187,260
Buy-to-let
18,748
1,593
736
-
21,077
Interest only
25,805
11,631
461
-
37,897
Mixed
(1)
10,068
25
10
-
10,103
ECL provisions
(2)
397
12
6
-
415
Other personal lending
(3)
13,758
1,395
222
13
15,388
ECL provisions
(2)
1,508
12
2
16
1,538
Total personal lending
206,673
14,617
2,422
13
223,725
Mortgage LTV ratios
- Owner occupied
55%
59%
56%
-
55%
- Stage 1
55%
59%
54%
-
55%
- Stage 2
54%
63%
54%
-
54%
- Stage 3
48%
61%
72%
-
49%
- Buy-to-let
52%
59%
52%
-
53%
- Stage 1
52%
60%
52%
-
53%
- Stage 2
50%
57%
49%
-
50%
- Stage 3
50%
53%
58%
-
51%
Gross new mortgage lending
29,664
1,400
180
-
31,244
Of which:
Owner occupied
27,718
1,267
136
-
29,121
- LTV > 90%
1,173
-
-
-
1,173
Weighted average LTV
(4)
70%
63%
69%
-
70%
Buy-to-let
1,946
133
44
-
2,123
Weighted average LTV
(4)
58%
65%
52%
-
58%
Interest only
2,680
1,224
23
-
3,927
Mixed
(1)
1,568
2
-
-
1,570
Mortgage forbearance
Forbearance flow
(5)
569
22
9
-
600
Forbearance stock
1,416
28
15
-
1,459
Current
950
10
6
-
966
1-3 months in arrears
116
2
2
-
120
>3 months in arrears
350
16
7
-
373
STRATEGIC
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
216
Credit risk – Banking activities continued
For the notes to this table refer to the following page.
STRATEGIC
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FINANCIAL
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GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
217
Credit risk – Banking activities continued
Personal portfolio (audited)
2022
Retail
Private
Commercial &
Central items
Banking
Banking
Institutional
& other
Total
Personal lending
£m
£m
£m
£m
£m
Mortgages
186,891
13,709
2,357
-
202,957
Of which:
Owner occupied
168,790
12,096
1,541
-
182,427
Buy-to-let
18,101
1,613
816
-
20,530
Interest only
21,469
11,877
519
-
33,865
Mixed
(1)
9,768
1
16
-
9,785
ECL provisions
(2)
355
9
6
-
370
Other personal lending
(3)
11,935
1,853
267
143
14,198
ECL provisions
(2)
1,257
15
3
26
1,301
Total personal lending
198,826
15,562
2,624
143
217,155
Mortgage LTV ratios
- Owner occupied
52%
59%
56%
-
53%
- Stage 1
52%
59%
56%
-
53%
- Stage 2
52%
61%
60%
-
52%
- Stage 3
45%
59%
74%
-
47%
- Buy-to-let
50%
59%
53%
-
51%
- Stage 1
51%
59%
53%
-
52%
- Stage 2
49%
53%
48%
-
49%
- Stage 3
47%
55%
57%
-
50%
Gross new mortgage lending
41,227
2,968
327
-
44,522
Of which:
Owner occupied
36,305
2,701
221
-
39,227
- LTV > 90%
1,265
-
-
-
1,265
Weighted average LTV
(4)
69%
65%
65%
-
69%
Buy-to-let
4,922
267
106
-
5,295
Weighted average LTV
(4)
64%
66%
60%
-
64%
Interest only
5,323
2,664
62
-
8,049
Mixed
(1)
2,309
-
2
-
2,311
Mortgage forbearance
Forbearance flow
(5)
182
7
4
-
193
Forbearance stock
1,015
16
8
-
1,039
Current
649
8
6
-
663
1-3 months in arrears
133
-
2
-
135
>3 months in arrears
233
8
-
-
241
(1)
Includes accounts which have an interest only sub-account and a capital and
interest sub-account to provide a more comprehensive view of interest only
exposures.
(2)
Retail Banking excludes a non-material amount of lending and provisions held
on relatively small legacy portfolios.
(3)
Comprises unsecured lending except for Private Banking, which includes both
secured and unsecured lending. It excludes loans that are commercial in
nature.
(4)
New mortgage lending LTV reflects the LTV at the time of lending.
(5)
Forbearance flows only include an account once per year, although some
accounts may be subject to multiple forbearance deals. Forbearance deals post
default are excluded from these flows.
For the key points to this table refer to the following page.
STRATEGIC
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ADDITIONAL
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NatWest Group
2023 Annual Report and Accounts
218
Credit risk – Banking activities continued
Personal portfolio (audited)
Mortgage LTV distribution by stage
The table below shows gross mortgage lending and related ECL by LTV band for the Retail Banking portfolio. Mortgage lending not within the scope of governance and post model
adjustments reflected portfolios carried at fair value.
Mortgages
ECL provisions
ECL provisions coverage
Retail Banking
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
%
%
%
%
≤50%
68,092
7,447
1,145
76,684
27
18
134
179
0.0
0.2
11.7
0.2
>50% and
≤70%
65,777
7,011
767
73,555
35
26
85
146
0.1
0.4
11.1
0.2
>70% and
≤80%
22,537
1,633
113
24,283
13
7
15
35
0.1
0.4
13.3
0.1
>80% and
≤90%
13,583
1,143
47
14,773
9
6
7
22
0.1
0.5
14.9
0.1
>90% and
≤100%
3,008
370
14
3,392
2
3
3
8
0.1
0.8
21.4
0.2
>100%
22
6
11
39
-
-
5
5
-
-
45.5
12.8
Total with LTVs
173,019
17,610
2,097
192,726
86
60
249
395
0.1
0.3
11.9
0.2
Other
186
1
2
189
1
-
1
2
0.5
-
50.0
1.1
Total
173,205
17,611
2,099
192,915
87
60
250
397
0.1
0.3
11.9
0.2
2022
≤50%
71,321
8,257
1,036
80,614
26
20
121
167
-
0.2
11.7
0.2
>50% and
≤70%
68,178
7,792
616
76,586
32
30
71
133
-
0.4
11.5
0.2
>70% and
≤80%
17,602
1,602
62
19,266
7
6
11
24
-
0.4
17.7
0.1
>80% and
≤90%
7,918
944
17
8,879
6
5
5
16
0.1
0.5
29.4
0.2
>90% and
≤100%
1,409
18
6
1,433
3
-
2
5
0.2
-
33.3
0.3
>100%
35
7
10
52
2
-
4
6
5.7
-
40.0
11.5
Total with LTVs
166,463
18,620
1,747
186,830
76
61
214
351
-
0.3
12.3
0.2
Other
59
1
1
61
3
-
1
4
5.1
-
100.0
6.6
Total
166,522
18,621
1,748
186,891
79
61
215
355
-
0.3
12.3
0.2
Growth in the mortgage portfolio decreased in the second half of 2023, consistent with
trends in the wider UK mortgage market
.
Mortgage portfolio LTV increased, partly due to the higher relative proportion of new business from recent years’ strong lending performance, as well as easing of house prices reflected in the
Office for National Statistics house price indices.
The proportion of overall interest only mortgage balances increased in 2023 driven by the implementation of the Mortgage Charter. Interest only new lending reduced during the year
consistent with the reduction in buy-to-let new lending.
Portfolios and new business were closely monitored against agreed operating limits. These included loan-to-value ratios, buy-to-let concentrations, new-build concentrations and credit quality.
Lending criteria, affordability calculations and assumptions for new lending were adjusted during the year, considering inflationary pressure and interest rate rises, to maintain credit quality in
line with appetite and to ensure customers are assessed fairly.
Support for customers was proactively promoted during the year. The flow and stock of forbearance increased during the year. The reported forbearance values included customers who
used Mortgage Charter support if indicators of financial stress were already present before Mortgage Charter support was taken. The number of customers requesting support outside of
Mortgage Charter (primarily forbearance) increased gradually during the year, but remained within expectations.
Other personal lending balances increased during the year mainly as a result of credit card new business. Lending criteria were carefully managed and the credit quality (based on new
business PD) of the new business written improved, compared to 2022.
As noted previously, ECL increased. For further details on the movements in ECL provisions at product level, refer to the Flow statements section.
STRATEGIC
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NatWest Group
2023 Annual Report and Accounts
219
Credit risk – Banking activities continued
Personal portfolio (audited)
Retail Banking mortgage LTV distribution by region
The table below shows gross mortgage lending by LTV band for Retail Banking, by geographical region.
Flood risk (1)
Weighted
Lending at high/
≤50%
50%≤80%
80%≤100%
>100%
Total
average LTV
Other
Total
Total
very high risk (2)
2023
£m
£m
£m
£m
£m
%
£m
£m
%
%
South East
14,645
18,510
3,107
1
36,263
54
2
36,265
19
5.0
Greater London
14,689
18,044
2,366
1
35,100
53
3
35,103
18
6.1
Scotland
5,051
5,938
1,445
1
12,435
54
2
12,437
6
4.2
North West
7,314
8,629
1,881
2
17,826
54
2
17,828
9
4.9
South West
7,308
8,296
1,379
1
16,984
53
1
16,985
9
3.7
West Midlands
5,391
7,072
1,404
1
13,868
55
1
13,869
7
2.5
East of England
8,576
11,810
2,208
-
22,594
55
2
22,596
12
4.5
Rest of the UK
13,711
19,540
4,374
32
37,657
56
175
37,832
20
4.5
Total
76,685
97,839
18,164
39
192,727
54
188
192,915
100
4.7
2022
South East
15,856
17,670
1,396
1
34,923
51
3
34,926
19
4.1
Greater London
15,200
17,550
1,336
1
34,087
51
3
34,090
18
2.3
Scotland
5,024
6,174
1,163
1
12,362
54
1
12,363
7
3.2
North West
7,670
8,672
1,236
2
17,580
52
2
17,582
9
2.2
South West
7,874
7,922
627
-
16,423
50
1
16,424
9
3.0
West Midlands
5,477
7,014
862
1
13,354
53
1
13,355
7
1.2
East of England
9,241
11,492
987
2
21,722
52
2
21,724
12
2.1
Rest of the UK
14,312
19,408
2,712
43
36,475
54
48
36,523
19
3.2
Total
80,654
95,902
10,319
51
186,926
52
61
186,987
100
2.8
(1)
Not within the scope of the independent auditors’ report.
(2)
Flood risk is modelled by calculating an estimated loss for each flood source different types of flooding (Fluvial, pluvial, tidal), annualised for each source and combined for a total flood score. Flood defences are considered where available. Flood scores are
allocated per property based on the potential annualised loss (£) to a property dependent on the type, frequency and depth of flooding modelled across different return periods. The scoring ranges from 0 to 100, with 0 being lowest and 100 being the
highest risk. A score of 61 and above is considered to be high risk and properties with a score of 81 and above considered to be very high risk after flood mitigants are taken into account.
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2023 Annual Report and Accounts
220
Credit risk – Banking activities continued
Personal portfolio (audited)
Retail Banking fixed rate mortgages by roll-off date
(1)
The table below shows gross fixed rate mortgage lending for Retail Banking, by roll-off date.
2023
2022
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Retail Banking mortgages - gross exposure
£m
£m
£m
£m
£m
£m
£m
£m
Fixed rate roll-off
< 1 year
30,867
3,670
295
34,832
37,391
4,644
276
42,311
>1 year < 2 years
39,013
3,513
290
42,816
32,266
4,063
240
36,569
> 2 years
87,402
7,461
590
95,453
84,116
7,103
438
91,657
Total
157,282
14,644
1,175
173,101
153,773
15,810
954
170,537
Retail Banking mortgages by Energy Performance Certificate (EPC) rating
(1)
The table below represents the energy efficiency of Retail Banking residential mortgages.
31 December 2023
31 December 2022
Owner occupied
Buy-to-let
Total
Owner occupied
Buy-to-let
Total
EPC rating
£bn
£bn
£bn
£bn
£bn
£bn
A
547
13
560
424
12
436
B
21,566
1,458
23,024
19,874
1,342
21,216
C
29,764
5,712
35,476
28,049
5,228
33,277
D
46,924
6,056
52,980
47,497
6,033
53,530
E
16,027
1,557
17,584
17,153
1,687
18,840
F
3,360
62
3,422
3,691
86
3,777
G
736
16
752
789
21
810
Unclassified
55,243
3,874
59,117
51,313
3,692
55,005
Total
174,167
18,748
192,915
168,790
18,101
186,891
(1)
Not within the scope of the independent auditors’ report.
(2)
As at 31 December 2023, £140.8 billion, 67.6%, of the total residential mortgages portfolio had Energy Performance Certificate (EPC) data available (2022 – £138.8 billion, 68.3%). Of which, 44.1% were rated as EPC A to C (2022 – 41.6%).
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2023 Annual Report and Accounts
221
Credit risk – Banking activities continued
Commercial real estate (CRE)
CRE LTV distribution by stage (audited)
The table below shows CRE current exposure and related ECL by LTV band.
Gross loans
ECL provisions
ECL provisions coverage
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
%
%
%
%
≤50%
7,173
664
61
7,898
38
15
9
62
0.5
2.3
14.8
0.8
>50% and
≤70%
3,165
619
94
3,878
22
21
18
61
0.7
3.4
19.1
1.6
>70% and
≤100%
319
112
84
515
3
6
21
30
0.9
5.4
25.0
5.8
>100%
241
6
26
273
1
1
16
18
0.4
16.7
61.5
6.6
Total with LTVs
10,898
1,401
265
12,564
64
43
64
171
0.6
3.1
24.2
1.4
Total portfolio average LTV
47%
51%
72%
48%
Other
(1)
2,189
390
45
2,624
10
7
19
36
0.5
1.8
42.2
1.4
Investment
13,087
1,791
310
15,188
74
50
83
207
0.6
2.8
26.8
1.4
Development
(2)
1,717
147
49
1,913
12
5
25
42
0.7
3.4
51.0
2.2
Total
14,804
1,938
359
17,101
86
55
108
249
0.6
2.8
30.1
1.5
2022
≤50%
7,010
658
57
7,725
36
12
16
64
0.5
1.8
28.1
0.8
>50% and
≤70%
3,515
798
43
4,356
23
18
12
53
0.7
2.3
27.9
1.2
>70% and
≤100%
259
82
156
497
1
3
42
46
0.4
3.7
26.9
9.1
>100%
102
10
23
135
1
1
14
16
1.0
10.0
60.9
11.8
Total with LTVs
10,886
1,548
279
12,713
61
34
84
179
0.6
2.2
30.1
1.4
Total portfolio average LTV
45%
52%
75%
47%
Other
(1)
1,800
627
55
2,482
9
15
27
51
0.5
2.4
49.1
2.0
Investment
12,686
2,175
334
15,195
70
49
111
230
0.6
2.3
33.2
1.5
Development
(2)
1,553
332
57
1,942
13
8
28
49
0.8
2.4
49.1
2.5
Total
14,239
2,507
391
17,137
83
57
139
279
0.6
2.3
35.6
1.6
(1)
Relates mainly to business banking and unsecured corporate lending.
(2)
Relates to the development of commercial and residential properties. LTV is not a meaningful measure for this type of lending activity.
O
O
verall
– The majority of the CRE portfolio was located and managed in the UK.
Business appetite and strategy was aligned across NatWest Group.
2023 trends
In H2 2023, conditions were impacted by the uncertain interest rate
outlook. Investment volumes were at historic lows for much of 2023, and values
continued to drift downwards in some sectors. There were some early signs of
improving sentiment following a sharp reduction in medium-term interest rates, but
valuations remain somewhat uncertain, particularly in the office sector
.
C
C
redit quality
The CRE portfolio has coped well to date with the fall in capital values
and increase in rates, with no significant increase to loans coming into the Risk of
Credit Loss Framework.
Risk appetite
Lending appetite is subject to regular review.
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2023 Annual Report and Accounts
222
Credit risk – Banking activities continued
Flow statements (audited)
The flow statements that follow show the main ECL and related income statement movements. They also show the changes in ECL as well as the changes in related financial assets
used in determining ECL. Due to differences in scope, exposures may differ from
those reported in other tables, principally in relation to exposures in Stage 1 and Stage 2. These
differences do not have a material ECL effect. Other points to note:
Financial assets include treasury liquidity portfolios, comprising balances at central banks and debt securities, as well as loans. Both modelled and non-modelled portfolios are
included.
Stage transfers (for example, exposures moving from Stage 1 into Stage 2) are a key feature of the ECL movements, with the net re-measurement cost of transitioning to a worse
stage being a primary driver of income statement charges. Similarly, there is an ECL benefit for accounts improving stage.
Changes in risk parameters shows the reassessment of the ECL within a given stage, including any ECL overlays and residual income statement gains or losses at the point of
write-off or accounting write-down.
Other (P&L only items) includes any subsequent changes in the value of written-down assets (for example, fortuitous recoveries) along with other direct write-off items such as
direct recovery costs. Other (P&L only items) affects the income statement but does not affect balance sheet ECL movements.
Amounts written-off represent the gross asset written-down against accounts with ECL, including the net asset write-down for any debt sale activity.
There were some flows from Stage 1 into Stage 3 including transfers due to unexpected default events with a post model adjustment in place for Commercial & Institutional to
account for this risk.
The effect of any change in post model adjustments during the year is typically reported under changes in risk parameters, as are any effects arising from changes to the
underlying models. Refer to the section on Governance and post model adjustments for further details.
All movements are captured monthly and aggregated. Interest suspended post default is included within Stage 3 ECL with the movement in the value of suspended interest during
the year reported under currency translation and other adjustments.
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
NatWest Group total
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
507,539
632
48,482
1,043
5,231
1,759
561,252
3,434
Currency translation and other adjustments
(2,462)
3
(232)
6
128
145
(2,566)
154
Transfers from Stage 1 to Stage 2
(49,502)
(318)
49,502
318
-
-
-
-
Transfers from Stage 2 to Stage 1
47,264
762
(47,264)
(762)
-
-
-
-
Transfers to Stage 3
(336)
(6)
(3,221)
(293)
3,557
299
-
-
Transfers from Stage 3
311
32
631
61
(942)
(93)
-
-
Net re-measurement of ECL on stage transfer
(544)
810
241
507
Changes in risk parameters
(52)
17
306
271
Other changes in net exposure
1,530
205
(7,516)
(188)
(1,946)
(193)
(7,932)
(176)
Other (P&L only items)
(6)
6
(24)
(24)
Income statement (releases)/charges
(397)
645
330
578
Transfers to disposal groups and fair value
1
(5)
(86)
(34)
(90)
(41)
(175)
(80)
Amounts written-off
-
-
(2)
(2)
(317)
(317)
(319)
(319)
Unwinding of discount
-
-
-
(146)
(146)
At 31 December 2023
504,345
709
40,294
976
5,621
1,960
550,260
3,645
Net carrying amount
503,636
39,318
3,661
546,615
At 1 January 2022
546,178
302
35,557
1,478
5,238
2,026
586,973
3,806
2022 movements
(38,639)
330
12,925
(435)
(7)
(267)
(25,721)
(372)
At 31 December 2022
507,539
632
48,482
1,043
5,231
1,759
561,252
3,434
Net carrying amount
506,907
47,439
3,472
557,818
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2023 Annual Report and Accounts
223
Credit risk – Banking activities continued
Flow statements (audited)
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Retail Banking - mortgages
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
165,264
79
18,831
61
1,762
215
185,857
355
Currency translation and other adjustments
-
(1)
-
1
78
77
78
77
Transfers from Stage 1 to Stage 2
(18,779)
(19)
18,779
19
-
-
-
-
Transfers from Stage 2 to Stage 1
16,742
37
(16,742)
(37)
-
-
-
-
Transfers to Stage 3
(61)
-
(1,028)
(7)
1,089
7
-
-
Transfers from Stage 3
40
1
294
7
(334)
(8)
-
-
Net re-measurement of ECL on stage transfer
(21)
27
6
12
Changes in risk parameters
24
(5)
72
91
Other changes in net exposure
10,832
(13)
(2,307)
(6)
(497)
(43)
8,028
(62)
Other (P&L only items)
-
-
(9)
(9)
Income statement (releases)/charges
(10)
16
26
32
Amounts written-off
-
-
-
-
(30)
(30)
(30)
(30)
Unwinding of discount
-
-
(46)
(46)
At 31 December 2023
174,038
87
17,827
60
2,068
250
193,933
397
Net carrying amount
173,951
17,767
1,818
193,536
At 1 January 2022
159,966
24
10,748
155
1,267
250
171,981
429
2022 movements
5,298
55
8,083
(94)
495
(35)
13,876
(74)
At 31 December 2022
165,264
79
18,831
61
1,762
215
185,857
355
Net carrying amount
165,185
18,770
1,547
185,502
ECL levels for mortgages increased during 2023, reflecting continued strong growth.
While portfolio performance remained stable, increased economic uncertainty is
captured through ECL post model adjustments (reflected in changes in risk
parameters).
There were net flows into Stage 2 from Stage 1 with an upward trend in early
arrears coupled with the collective migration into Stage 2 of higher risk customers
utilising new Mortgage Charter treatments (approximately £0.9 billion exposure). PDs
remained broadly stable due to the impact of improved economics since 2022 and
balance paydown within Stage 2 resulted in a lower Stage 2 balance in 2023.
The increase in the cost of living post model adjustment during 2023 proportionately
allocated more ECL to Stage 1 given the forward-looking nature of the affordability
threat. Refer to the Governance and post model adjustments section for more
information.
The Stage 3 inflows remained broadly stable, albeit with signs of an upward drift in
default rates, reflecting slightly poorer arrears performance on mortgages recently
rolled off onto higher product rates. Furthermore, the increase in Stage 3 ECL overall
reflected recent house price index deterioration.
The relatively small ECL cost for net re-measurement on stage transfer included the
effect of risk targeted ECL adjustments, when previously in the good book. Refer to
the Governance and post model adjustments section for further details.
Write-off occurs once the repossessed property has been sold and there is a residual
shortfall balance remaining outstanding. This would typically be within five years from
default but can be longer.
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2023 Annual Report and Accounts
224
Credit risk – Banking activities continued
Flow statements (audited)
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Retail Banking - credit cards
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
3,062
61
1,098
120
113
71
4,273
252
Currency translation and other adjustments
-
-
-
-
4
4
4
4
Transfers from Stage 1 to Stage 2
(1,933)
(42)
1,933
42
-
-
-
-
Transfers from Stage 2 to Stage 1
753
52
(753)
(52)
-
-
-
-
Transfers to Stage 3
(21)
(1)
(122)
(45)
143
46
-
-
Transfers from Stage 3
2
1
7
3
(9)
(4)
-
-
Net re-measurement of ECL on stage transfer
(31)
162
41
172
Changes in risk parameters
18
25
8
51
Other changes in net exposure
1,612
12
(117)
(51)
(36)
(1)
1,459
(40)
Other (P&L only items)
-
-
1
1
Income statement (releases)/charges
(1)
136
49
184
Amounts written-off
-
-
-
-
(69)
(69)
(69)
(69)
Unwinding of discount
-
-
(7)
(7)
At 31 December 2023
3,475
70
2,046
204
146
89
5,667
363
Net carrying amount
3,405
1,842
57
5,304
At 1 January 2022
2,740
58
947
141
91
60
3,778
259
2022 movements
322
3
151
(21)
22
11
495
(7)
At 31 December 2022
3,062
61
1,098
120
113
71
4,273
252
Net carrying amount
3,001
978
42
4,021
The overall increase in ECL was mainly due to the increase in Stage 2 ECL.
While portfolio performance remained stable, a net flow into Stage 2 from Stage 1
was observed as PDs increased with observed unemployment and PD modelling
updates capturing more economic downside.
Credit card balances continued to grow since the 2022 year end, in line with industry
trends in the UK, reflecting strong customer demand, while sustaining robust risk
appetite.
Stage 3 inflows remained relatively stable during the year, although there was a
modest upward trend in default levels, in line with growth and normalisation of risk
parameters.
Charge-off (analogous to partial write-off) typically occurs after 12 missed payments.
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2023 Annual Report and Accounts
225
Credit risk – Banking activities continued
Flow statements (audited)
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Retail Banking - other personal unsecured
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
4,784
111
2,028
269
779
631
7,591
1,011
Currency translation and other adjustments
-
-
-
-
26
26
26
26
Transfers from Stage 1 to Stage 2
(2,775)
(118)
2,775
118
-
-
-
-
Transfers from Stage 2 to Stage 1
2,284
317
(2,284)
(317)
-
-
-
-
Transfers to Stage 3
(61)
(3)
(326)
(128)
387
131
-
-
Transfers from Stage 3
7
3
23
9
(30)
(12)
-
-
Net re-measurement of ECL on stage transfer
(224)
329
53
-
158
Changes in risk parameters
(41)
14
82
55
Other changes in net exposure
1,001
104
(558)
(55)
(111)
(33)
332
16
Other (P&L only items)
-
-
20
20
Income statement (releases)/charges
(161)
288
122
249
Amounts written-off
-
-
(1)
(1)
(88)
(88)
(89)
(89)
Unwinding of discount
-
-
(32)
(32)
At 31 December 2023
5,240
149
1,657
238
963
758
7,860
1,145
Net carrying amount
5,091
1,419
205
6,715
At 1 January 2022
4,548
52
1,967
294
629
540
7,144
886
2022 movements
236
59
61
(25)
150
91
447
125
At 31 December 2022
4,784
111
2,028
269
779
631
7,591
1,011
Net carrying amount
4,673
1,759
148
6,580
Total ECL increased, mainly in Stage 3. While default levels were broadly stable, they
were higher than in 2022. This increase was in line with growth and normalisation of
risk parameters. Furthermore, write-off levels were lower during 2023, which
sustained a higher Stage 3 ECL position at 31 December 2023.
A slight rise in early arrears levels since 2022 and modest PD increases during the
year resulted in a net migration from Stage 1 into Stage 2. However, good book ECL
and coverage levels were largely consistent with 2022, with the improved economic
outlook since 2022 mitigating further IFRS 9 PD increases and balance paydown
within Stage 2.
Unsecured retail balances grew steadily until Q3 2023 but, in line with industry trends
in the UK, stabilised in the last quarter of the year.
Write-off occurs once recovery activity with the customer has been concluded or
there are no further recoveries expected, but no later than six years after default.
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2023 Annual Report and Accounts
226
Credit risk – Banking activities continued
Flow statements
(audited)
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Commercial & Institutional total
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
160,352
342
24,711
534
2,198
747
187,261
1,623
Currency translation and other adjustments
(1,702)
1
(226)
(1)
26
46
(1,902)
46
Inter-group transfers
-
-
-
-
-
-
-
-
Transfers from Stage 1 to Stage 2
(23,886)
(129)
23,886
129
-
-
-
-
Transfers from Stage 2 to Stage 1
25,353
334
(25,353)
(334)
-
-
-
-
Transfers to Stage 3
(109)
(2)
(1,523)
(90)
1,632
92
-
-
Transfers from Stage 3
180
27
266
34
(446)
(61)
-
-
Net re-measurement of ECL on stage transfer
(253)
276
129
152
Changes in risk parameters
(62)
(42)
136
32
Other changes in net exposure
16,114
98
(4,731)
(58)
(1,128)
(95)
10,255
(55)
Other (P&L only items)
(5)
6
(36)
(35)
Income statement (releases)/charges
(222)
182
134
94
Amounts written-off
-
-
(1)
(1)
(121)
(121)
(122)
(122)
Unwinding of discount
-
-
(54)
(54)
At 31 December 2022
176,302
356
17,029
447
2,161
819
195,492
1,622
Net carrying amount
175,946
16,582
1,342
193,870
At 1 January 2022
152,224
129
19,731
785
2,155
750
174,110
1,664
2022 movements
8,128
213
4,980
(251)
43
(3)
13,151
(41)
At 31 December 2022
160,352
342
24,711
534
2,198
747
187,261
1,623
Net carrying amount
160,010
24,177
1,451
185,638
Growth in exposures was mainly driven by financial institutions sectors.
ECL remained broadly stable during 2023 reflecting stable portfolio performance.
Reductions in modelled ECL from improving economic variables and risk metrics
were partially offset by increases in post model adjustments to capture continued
economic uncertainty.
Stage 3 ECL increased mainly due to charges on a few individual customers.
Overall impairment charges were low as the effects of inflation, high interest rates
and supply chain disruption have, to date, not led to a significant increase in defaults.
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2023 Annual Report and Accounts
227
Credit risk – Banking activities continued
Flow statements (audited)
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Commercial & Institutional - corporate
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
53,595
218
19,235
431
1,434
504
74,264
1,153
Currency translation and other adjustments
(419)
2
(180)
-
25
41
(574)
43
Inter-group transfers
88
1
(66)
-
(30)
(2)
(8)
(1)
Transfers from Stage 1 to Stage 2
(17,161)
(96)
17,161
96
-
-
-
-
Transfers from Stage 2 to Stage 1
18,525
246
(18,525)
(246)
-
-
-
-
Transfers to Stage 3
(91)
(2)
(1,098)
(69)
1,189
71
-
-
Transfers from Stage 3
124
21
204
26
(328)
(47)
-
-
Net re-measurement of ECL on stage transfer
(189)
202
103
116
Changes in risk parameters
(36)
(44)
126
46
Other changes in net exposure
6,741
61
(4,455)
(51)
(758)
(75)
1,528
(65)
Other (P&L only items)
(5)
5
(37)
(37)
Income statement (releases)/charges
(169)
112
117
60
Amounts written-off
-
-
(1)
(1)
(78)
(78)
(79)
(79)
Unwinding of discount
-
-
(41)
(41)
At 31 December 2023
61,402
226
12,275
344
1,454
602
75,131
1,172
Net carrying amount
61,176
11,931
852
73,959
There was modest exposure growth, with increased new lending largely offset by
repayments.
ECL remained broadly flat but reductions in Stage 2 ECL from repayments were
offset by an increase in Stage 3 from a few individual customers.
Overall impairment charges were low as the effects of inflation, high interest rates
and supply chain disruption have, to date, not led to a significant increase in defaults.
The 2023 charge was largely driven by charges on a few individual customers.
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2023 Annual Report and Accounts
228
Credit risk – Banking activities continued
Flow statements (audited)
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Commercial & Institutional - property
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
24,878
92
3,986
89
628
214
29,492
395
Currency translation and other adjustments
(6)
(1)
(8)
-
1
(2)
(13)
(3)
Inter-group transfers
(38)
-
(8)
-
7
1
(39)
1
Transfers from Stage 1 to Stage 2
(5,010)
(30)
5,010
30
-
-
-
-
Transfers from Stage 2 to Stage 1
4,498
77
(4,498)
(77)
-
-
-
-
Transfers to Stage 3
(14)
(1)
(401)
(20)
415
21
-
-
Transfers from Stage 3
43
4
56
7
(99)
(11)
-
-
Net re-measurement of ECL on stage transfer
(54)
64
24
34
Changes in risk parameters
(24)
2
8
(14)
Other changes in net exposure
1,689
31
(982)
(6)
(313)
(16)
394
9
Other (P&L only items)
-
-
-
-
Income statement (releases)/charges
(47)
60
16
29
Amounts written-off
-
-
-
-
(33)
(33)
(33)
(33)
Unwinding of discount
-
-
(11)
(11)
At 31 December 2023
26,040
94
3,155
89
606
195
29,801
378
Net carrying amount
25,946
3,066
411
29,423
The property portfolio remained stable throughout 2023 with minor movements on
exposure and ECL.
Overall, there was a small reduction on ECL as write-offs exceeded impairment
charges.
Impairment charges were lower than historic trends, as the effects of inflation, high
interest rates and supply chain disruption have, to date, not led to a significant
increase in defaults.
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NatWest Group
2023 Annual Report and Accounts
229
Credit risk – Banking activities continued
Flow statements (audited)
Stage 1
Stage 2
Stage 3
Total
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Financial assets
ECL
Commercial & Institutional - other
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
81,879
32
1,490
14
136
29
83,505
75
Currency translation and other adjustments
(1,278)
(1)
(38)
-
-
5
(1,316)
4
Inter-group transfers
(49)
-
74
-
22
-
47
-
Transfers from Stage 1 to Stage 2
(1,716)
(3)
1,716
3
-
-
-
-
Transfers from Stage 2 to Stage 1
2,330
12
(2,330)
(12)
-
-
-
-
Transfers to Stage 3
(4)
-
(24)
(1)
28
1
-
-
Transfers from Stage 3
15
2
6
-
(21)
(2)
-
-
Net re-measurement of ECL on stage transfer
(11)
11
3
3
Changes in risk parameters
(2)
1
-
(1)
Other changes in net exposure
7,683
7
705
(2)
(56)
(4)
8,332
1
Other (P&L only items)
-
-
2
2
Income statement (releases)/charges
(6)
10
1
5
Amounts written-off
-
-
-
-
(8)
(8)
(8)
(8)
Unwinding of discount
-
-
(2)
(2)
At 31 December 2023
88,860
36
1,599
14
101
22
90,560
72
Net carrying amount
88,824
1,585
79
90,488
Growth in exposure was observed due to increased lending in the securitisation
sector.
The growth was within high quality assets, so ECL was broadly flat with write-offs
exceeding impairment charges.
Overall impairment charges were low as the effects of inflation, high interest rates
and supply chain disruption have, to date, not led to a significant increase in defaults.
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NatWest Group
2023 Annual Report and Accounts
230
Credit risk – Banking activities continued
Stage 2 decomposition arrears status and contributing factors
The tables below show Stage 2 decomposition for the Personal and Wholesale portfolios.
 
UK mortgages
Credit cards
Other
Total
Loans
ECL
Loans
ECL
Loans
ECL
Loans
ECL
2023
£m
£m
£m
£m
£m
£m
£m
£m
Personal
Currently >30 DPD
291
1
14
7
51
19
356
27
Currently <=30 DPD
17,563
60
2,008
200
1,582
219
21,153
479
- PD deterioration
12,807
48
1,455
160
831
126
15,093
334
- PD persistence
2,317
6
481
32
373
33
3,171
71
- Other driver (adverse credit, forbearance etc)
2,439
6
72
8
378
60
2,889
74
Total Stage 2
17,854
61
2,022
207
1,633
238
21,509
506
2022
Personal
Currently >30 DPD
205
1
10
5
52
18
267
24
Currently <=30 DPD
18,582
61
1,066
117
1,939
264
21,587
442
- PD deterioration
16,342
56
805
97
1,093
150
18,240
303
- PD persistence
867
2
200
13
185
16
1,252
31
- Other driver (adverse credit, forbearance etc)
1,373
3
61
7
661
98
2,095
108
Total Stage 2
18,787
62
1,076
122
1,991
282
21,854
466
The levels of PD driven deterioration decreased in 2023, mainly in the mortgage
portfolio. The economic scenario updates during 2023 resulted in a reduction in
lifetime PDs for the mortgage and personal loan portfolios. This drove a segment of
lower risk cases out of PD SICR deterioration (and captured in PD persistence in the
case of Q4 MES update).
The PD modelling update during H1 2023 on the credit card portfolio resulted in
more downside risk captured through modelled ECL and this, alongside modest
increase in early arrears levels, led to more PD SICR deterioration being captured
during 2023.
Higher risk mortgage customers who utilised the new Mortgage Charter measures
were collectively migrated into Stage 2, approximately £0.9 billion of exposures, and
captured in the other driver category.
Accounts that are less than 30 days past due continue to represent the vast majority
of the Stage 2 population, whilst noting that the greater than 30 days past due
population increased during 2023. As expected, ECL coverage was higher in
accounts that were more than 30 days past due than those in Stage 2 for other
reasons.
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NatWest Group
2023 Annual Report and Accounts
231
Credit risk – Banking activities continued
Stage 2 decomposition arrears status and contributing factors
Property
Corporate
Financial institutions
Sovereign
Total
Loans
ECL
Loans
ECL
Loans
ECL
Loans
ECL
Loans
ECL
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Wholesale
Currently >30 DPD
99
4
342
9
10
-
-
-
451
13
Currently <=30 DPD
3,171
94
11,803
347
956
15
1
1
15,931
457
- PD deterioration
2,166
72
7,465
222
750
8
-
-
10,381
302
- PD persistence
220
4
838
16
13
-
-
-
1,071
20
- Other driver (forbearance, RoCL etc)
785
18
3,500
109
193
7
1
1
4,479
135
Total Stage 2
3,270
98
12,145
356
966
15
1
1
16,382
470
2022
Wholesale
Currently >30 DPD
255
3
487
11
3
-
-
-
745
14
Currently <=30 DPD
3,780
95
19,103
454
1,350
14
1
-
24,234
563
- PD deterioration
2,503
62
15,714
357
1,230
10
-
-
19,447
429
- PD persistence
81
3
269
9
5
-
-
-
355
12
- Other driver (forbearance, RoCL etc)
1,196
30
3,120
88
115
4
1
-
4,432
122
Total Stage 2
4,035
98
19,590
465
1,353
14
1
-
24,979
577
The improved economic outlook, including a more optimistic forecast for stock index
and commercial real estate valuations, resulted in a reduction of IFRS 9 PDs.
Consequently, compared to 2022, a large proportion of exposure no longer exhibited
a SICR and migrated back into Stage 1 resulting in a reduction in Stage 2 exposure.
PD deterioration remained the primary trigger for identifying a SICR and Stage 2
treatment.
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NatWest Group
2023 Annual Report and Accounts
232
Credit risk – Banking activities continued
Stage 2 decomposition by a significant increase in credit risk trigger
UK mortgages
Credit cards
Other
Total
2023
£m
%
£m
%
£m
%
£m
%
Personal trigger
(1)
PD movement
12,969
72.5
1,469
72.7
866
52.9
15,304
71.1
PD persistence
2,317
13.0
481
23.8
374
22.9
3,172
14.7
Adverse credit bureau recorded with credit reference agency
1,047
5.9
49
2.4
99
6.1
1,195
5.6
Forbearance support provided
137
0.8
1
-
11
0.7
149
0.7
Customers in collections
178
1.0
2
0.1
8
0.5
188
0.9
Collective SICR and other reasons
(2)
1,087
6.1
20
1.0
266
16.3
1,373
6.4
Days past due >30
119
0.7
-
-
9
0.6
128
0.6
17,854
100.0
2,022
100.0
1,633
100.0
21,509
100.0
2022
Personal trigger
(1)
PD movement
16,477
87.7
814
75.7
1,129
56.7
18,420
84.3
PD persistence
866
4.6
200
18.6
186
9.3
1,252
5.7
Adverse credit bureau recorded with credit reference agency
929
4.9
52
4.8
96
4.8
1,077
4.9
Forbearance support provided
101
0.5
1
0.1
17
0.9
119
0.5
Customers in collections
153
0.8
2
0.2
4
0.2
159
0.7
Collective SICR and other reasons
(2)
195
1.0
7
0.7
546
27.4
748
3.4
Days past due >30
66
0.4
-
-
13
0.7
79
0.4
18,787
100.0
1,076
100.0
1,991
100.0
21,854
100.0
For the notes to this table refer to the following page.
PD-related SICR triggers continued to represent the vast majority of Stage 2.
The levels of PD driven deterioration decreased in 2023, mainly in the mortgage
portfolio. The economic scenario updates during 2023 resulted in a reduction in
lifetime PDs for the mortgage and personal loan portfolios, which drove a segment of
lower risk cases out of PD SICR deterioration.
The Q4 2023 economic modelling updates that reduced PDs on mortgages and loans
are captured in PD persistence category (for at least three months).
The PD modelling update during H1 2023 on the credit card portfolio resulted in
more downside risk captured through modelled ECL and this, alongside modest
increase in early arrears levels, led to more PD SICR deterioration being captured
during 2023.
Higher risk mortgage customers who utilised the new Mortgage Charter measures
are collectively migrated into Stage 2, approximately £0.9 billion of exposures. This is
captured in the collective SICR and other reasons category.
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2023 Annual Report and Accounts
233
Credit risk – Banking activities continued
Stage 2 decomposition by a significant increase in credit risk trigger
Property
Corporate
Financial institutions
Sovereign
Total
2023
£m
%
£m
%
£m
%
£m
%
£m
%
Wholesale trigger
(1)
PD movement
2,211
67.6
7,611
62.5
760
78.7
-
-
10,582
64.6
PD persistence
223
6.8
847
7.0
13
1.3
-
-
1,083
6.6
Risk of Credit Loss
563
17.2
2,630
21.7
120
12.4
-
-
3,313
20.2
Forbearance support provided
49
1.6
373
3.1
-
-
-
-
422
2.6
Customers in collections
7
0.2
23
0.2
-
-
-
-
30
0.2
Collective SICR and other reasons
(2)
70
2.1
457
3.8
72
7.5
1
100.0
600
3.7
Days past due >30
147
4.5
204
1.7
1
0.1
-
-
352
2.1
3,270
100.0
12,145
100.0
966
100.0
1
100.0
16,382
100.0
2022
Wholesale trigger
(1)
PD movement
2,569
63.7
15,962
81.5
1,231
91.0
-
-
19,762
79.2
PD persistence
82
2.0
269
1.4
5
0.4
-
-
356
1.4
Risk of Credit Loss
596
14.8
1,664
8.5
32
2.4
-
-
2,292
9.2
Forbearance support provided
41
1.0
476
2.4
19
1.4
-
-
536
2.1
Customers in collections
13
0.3
44
0.2
-
-
-
-
57
0.2
Collective SICR and other reasons
(2)
566
14.0
970
5.0
64
4.7
1
100.0
1,601
6.4
Days past due >30
168
4.2
205
1.0
2
0.1
-
-
375
1.5
4,035
100.0
19,590
100.0
1,353
100.0
1
100.0
24,979
100.0
(1)
The table is prepared on a hierarchical basis from top to bottom, for example, accounts with PD deterioration may also trigger backstop(s) but are only reported under PD deterioration.
(2)
Includes cases where a PD assessment cannot be made and accounts where the PD has deteriorated beyond a prescribed backstop threshold aligned to risk management practices.
PD deterioration continued to be the primary trigger of migration of exposures from
Stage 1 into Stage 2. As the economic outlook improved, there was a reduction in
cases triggering Stage 2.
Moving exposures on to the Risk of Credit Loss framework remained an important
backstop indicator of a SICR. The exposures classified under the Stage 2 Risk of
Credit Loss framework trigger increased over the year, as less exposures were
captured under the PD deterioration Stage 2 trigger.
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NatWest Group
2023 Annual Report and Accounts
234
Credit risk – Banking activities continued
Stage 3 vintage analysis
The table below shows estimated vintage analysis of the material Stage 3 portfolios.
2023
2022
Retail Banking mortgages
(1)
Wholesale
Retail Banking mortgages
(1)
Wholesale
Stage 3 loans (£bn)
2.0
2.2
1.7
2.3
Vintage (time in default):
<1 year
45%
40%
43%
46%
1-3 years
32%
35%
26%
26%
3-5 years
9%
12%
12%
10%
>5 years
14%
13%
19%
18%
100%
100%
100%
100%
(1)
Retail Banking excludes a non-material amount of lending held on relatively small legacy portfolios.
(2)
Comparative data for Wholesale has been re-presented to correct the ageing profile.
The increase in the proportion of loans in Stage 3 for less than three years was mainly due to the adoption of the new regulatory definition of default from January 2022, including
cases captured due to the regulatory default probation rules alone (which represented approximately 11% of Stage 3 Retail Banking mortgages and 9% of Stage 3 Wholesale
balances).
NatWest Group
2023 Annual Report and Accounts
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235
Credit risk – Banking activities continued
Asset quality
(audited)
The table below shows asset quality bands of gross loans and ECL, by stage, for the Personal portfolio.
Gross loans
ECL provisions
ECL provisions coverage
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
%
%
%
%
UK mortgages
AQ1-AQ4
110,694
7,572
-
118,266
51
20
-
71
0.1
0.3
-
0.1
AQ5-AQ8
77,290
9,578
-
86,868
37
37
-
74
0.1
0.4
-
0.1
AQ9
156
704
-
860
-
4
-
4
-
0.6
-
0.5
AQ10
-
-
2,281
2,281
-
-
271
271
-
-
11.9
11.9
188,140
17,854
2,281
208,275
88
61
271
420
0.1
0.3
11.9
0.2
Credit cards
AQ1-AQ4
124
-
-
124
1
-
-
1
0.8
-
-
0.8
AQ5-AQ8
3,612
1,965
-
5,577
75
193
-
268
2.1
9.8
-
4.8
AQ9
6
57
-
63
-
14
-
14
-
24.6
-
22.2
AQ10
-
-
140
140
-
-
93
93
-
-
66.4
66.4
3,742
2,022
140
5,904
76
207
93
376
2.0
10.2
66.4
6.4
Other personal
AQ1-AQ4
764
150
-
914
11
23
-
34
1.4
15.3
-
3.7
AQ5-AQ8
6,178
1,374
-
7,552
138
180
-
318
2.2
13.1
-
4.2
AQ9
41
109
-
150
3
35
-
38
7.3
32.1
-
25.3
AQ10
-
-
979
979
-
-
778
778
-
-
79.5
79.5
6,983
1,633
979
9,595
152
238
778
1,168
2.2
14.6
79.5
12.2
Total
AQ1-AQ4
111,582
7,722
-
119,304
63
43
-
106
0.1
0.6
-
0.1
AQ5-AQ8
87,080
12,917
-
99,997
250
410
-
660
0.3
3.2
-
0.7
AQ9
203
870
-
1,073
3
53
-
56
1.5
6.1
-
5.2
AQ10
-
-
3,400
3,400
-
-
1,142
1,142
-
-
33.6
33.6
198,865
21,509
3,400
223,774
316
506
1,142
1,964
0.2
2.4
33.6
0.9
NatWest Group
2023 Annual Report and Accounts
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236
Credit risk – Banking activities continued
Asset quality (audited)
Gross loans
ECL provisions
ECL provisions coverage
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
2022
£m
£m
£m
£m
£m
£m
£m
£m
%
%
%
%
UK mortgages
AQ1-AQ4
116,559
9,208
-
125,767
45
24
-
69
0.0
0.3
-
0.1
AQ5-AQ8
65,510
8,962
-
74,472
36
34
-
70
0.1
0.4
-
0.1
AQ9
176
617
-
793
-
4
-
4
-
0.7
-
0.5
AQ10
-
-
1,925
1,925
-
-
233
233
-
-
12.1
12.1
182,245
18,787
1,925
202,957
81
62
233
376
00
0.3
12.1
0.2
Credit cards
AQ1-AQ4
98
-
-
98
-
-
-
-
-
-
-
-
AQ5-AQ8
3,172
1,036
-
4,208
61
112
-
173
1.9
10.8
-
4.1
AQ9
5
40
-
45
1
10
-
11
20.0
25.0
-
24.4
AQ10
-
-
109
109
-
-
73
73
-
-
67.0
67.0
3,275
1,076
109
4,460
62
122
73
257
1.9
11.3
67.0
5.8
Other personal
AQ1-AQ4
1,047
128
-
1,175
11
17
-
28
1.1
13.3
-
2.4
AQ5-AQ8
5,843
1,732
-
7,575
104
224
-
328
1.8
12.9
-
4.3
AQ9
28
131
-
159
2
41
-
43
7.1
31.3
-
27.0
AQ10
-
-
797
797
-
-
651
651
-
-
81.7
81.7
6,918
1,991
797
9,706
117
282
651
1,050
1.7
14.2
81.7
10.8
Total personal
AQ1-AQ4
117,704
9,336
-
127,040
56
41
-
97
0.1
0.4
-
0.1
AQ5-AQ8
74,525
11,730
-
86,255
201
370
-
571
0.3
3.2
-
0.7
AQ9
209
788
-
997
3
55
-
58
1.4
7.0
-
5.8
AQ10
-
-
2,831
2,831
-
-
957
957
-
-
33.8
33.8
192,438
21,854
2,831
217,123
260
466
957
1,683
0.1
2.1
33.8
0.8
In the Personal portfolio, the majority of exposures were in AQ4 and AQ5 within
mortgages. The higher proportion of UK mortgage loans in bands AQ5-AQ8 was
reflected in the overall average Basel PD for mortgages marginally increasing from
0.65% to 0.67%.
In other personal, the relatively high level of exposures in AQ10 reflected that
impaired assets can be held on the balance sheet, with commensurate ECL
provision, for up to six years after default.
Furthermore, write-off levels were lower
during 2023 than 2022.
NatWest Group
2023 Annual Report and Accounts
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237
Credit risk – Banking activities continued
Asset quality (audited)
The table below shows asset quality bands of gross loans and ECL, by stage, for the Wholesale portfolio.
Gross loans
ECL provisions
ECL provisions coverage
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
%
%
%
%
Property
AQ1-AQ4
14,961
405
-
15,366
16
5
-
21
0.1
1.2
-
0.1
AQ5-AQ8
12,346
2,799
-
15,145
86
88
-
174
0.7
3.1
-
1.2
AQ9
9
66
-
75
-
5
-
5
-
7.6
-
6.7
AQ10
-
-
621
621
-
-
198
198
-
-
31.9
31.9
27,316
3,270
621
31,207
102
98
198
398
0.4
3.0
31.9
1.3
Other
AQ1-AQ4
25,914
937
-
26,851
27
13
-
40
0.1
1.4
-
0.2
AQ5-AQ8
37,738
10,935
-
48,673
207
323
-
530
0.6
3.0
-
1.1
AQ9
38
273
-
311
-
20
-
20
-
7.3
-
6.4
AQ10
-
-
1,504
1,504
-
-
611
611
-
-
40.6
40.6
63,690
12,145
1,504
77,339
234
356
611
1,201
0.4
2.9
40.6
1.6
Financial institutions
AQ1-AQ4
52,702
665
-
53,367
28
6
-
34
0.1
0.9
-
0.1
AQ5-AQ8
3,402
284
-
3,686
16
9
-
25
0.5
3.2
-
0.7
AQ9
1
17
-
18
-
-
-
-
-
-
-
-
AQ10
-
-
16
16
-
-
7
7
-
-
43.8
43.8
56,105
966
16
57,087
44
15
7
66
0.1
1.6
43.8
0.1
Sovereign
AQ1-AQ4
2,487
1
-
2,488
13
1
-
14
0.5
100.0
-
0.6
AQ5-AQ8
123
-
-
123
-
-
-
-
-
-
-
-
AQ9
-
-
-
-
-
-
-
-
-
-
-
-
AQ10
-
-
22
22
-
-
2
2
-
-
9.1
9.1
2,610
1
22
2,633
13
1
2
16
0.5
100.0
9.1
0.6
Total
AQ1-AQ4
96,064
2,008
-
98,072
84
25
-
109
0.1
1.3
-
0.1
AQ5-AQ8
53,609
14,018
-
67,627
309
420
-
729
0.6
3.0
-
1.1
AQ9
48
356
-
404
-
25
-
25
-
7.0
-
6.2
AQ10
-
-
2,163
2,163
-
-
818
818
-
-
37.8
37.8
149,721
16,382
2,163
168,266
393
470
818
1,681
0.3
2.9
37.8
1.0
NatWest Group
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238
Credit risk – Banking activities continued
Asset quality (audited)
Gross loans
ECL provisions
ECL provisions coverage
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
Stage 1
Stage 2
Stage 3
Total
2022
£m
£m
£m
£m
£m
£m
£m
£m
%
%
%
%
Property
AQ1-AQ4
14,497
542
-
15,039
16
4
-
20
0.1
0.7
-
0.1
AQ5-AQ8
11,792
3,401
-
15,193
83
89
-
172
0.7
2.6
-
1.1
AQ9
11
92
-
103
-
5
-
5
-
5.4
-
4.9
AQ10
-
-
701
701
-
-
223
223
-
-
31.8
31.8
26,300
4,035
701
31,036
99
98
223
420
0.4
2.4
31.8
1.4
Other
AQ1-AQ4
20,409
5,316
-
25,725
24
38
-
62
0.1
0.7
-
0.2
AQ5-AQ8
36,511
13,942
-
50,453
202
404
-
606
0.6
2.9
-
1.2
AQ9
35
332
-
367
-
23
-
23
-
6.9
-
6.3
AQ10
-
-
1,515
1,515
-
-
560
560
-
-
37.0
37.0
56,955
19,590
1,515
78,060
226
465
560
1,251
0.4
2.4
37.0
1.6
Financial institutions
AQ1-AQ4
44,257
914
-
45,171
18
5
-
23
0.0
0.6
-
0.1
AQ5-AQ8
2,479
429
-
2,908
14
9
-
23
0.6
2.1
-
0.8
AQ9
2
10
-
12
-
-
-
-
-
-
-
-
AQ10
-
-
47
47
-
-
17
17
-
-
36.2
36.2
46,738
1,353
47
48,138
32
14
17
63
0.1
1.0
36.2
0.1
Sovereign
AQ1-AQ4
2,678
1
-
2,679
15
-
-
15
0.6
-
-
0.6
AQ5-AQ8
115
-
-
115
-
-
-
-
-
-
-
-
AQ9
-
-
-
-
-
-
-
-
-
-
-
-
AQ10
-
-
2
2
-
-
2
2
-
-
100.0
100.0
2,793
1
2
2,796
15
-
2
17
0.5
100.0
0.6
Total
AQ1-AQ4
81,841
6,773
-
88,614
73
47
-
120
0.1
0.7
-
0.1
AQ5-AQ8
50,897
17,772
-
68,669
299
502
-
801
0.6
2.8
-
1.2
AQ9
48
434
-
482
-
28
-
28
-
6.5
-
5.8
AQ10
-
-
2,265
2,265
-
-
802
802
-
-
35.4
35.4
132,786
24,979
2,265
160,030
372
577
802
1,751
0.3
2.3
35.4
1.1
Asset quality remained stable.
Customer credit grades were reassessed as and when a request for financing was
made, a scheduled customer credit review performed or a material credit event
specific to that customer occurred. Credit grades are reassessed for all customers at
least annually.
ECL provisions coverage showed the expected trend, with increased coverage in the
weaker asset quality bands within Stage 2 compared to Stage 1 and within Stage 3
compared to Stage 2.
NatWest Group
2023 Annual Report and Accounts
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239
Credit risk – Trading activities
This section details the credit risk profile of NatWest Group’s trading activities.
Securities financing transactions and collateral
(audited)
The table below shows securities financing transactions in Commercial & Institutional and Central items & other. Balance sheet captions include balances held at all classifications under
IFRS.
Reverse Repos
Repos
Of which:
Outside netting
Of which:
Outside netting
Total
can be offset
arrangements
Total
can be offset
arrangements
2023
£m
£m
£m
£m
£m
£m
Gross
77,508
77,050
458
66,767
66,047
720
IFRS offset
(25,903)
(25,903)
-
(25,903)
(25,903)
-
Carrying value
51,605
51,147
458
40,864
40,144
720
Master netting arrangements
(669)
(669)
-
(669)
(669)
-
Securities collateral
(50,287)
(50,287)
-
(39,475)
(39,475)
-
Potential for offset not recognised under IFRS
(50,956)
(50,956)
-
(40,144)
(40,144)
-
Net
649
191
458
720
-
720
2022
Gross
61,775
61,241
534
55,226
50,743
4,483
IFRS offset
(20,211)
(20,211)
-
(20,211)
(20,211)
-
Carrying value
41,564
41,030
534
35,015
30,532
4,483
Master netting arrangements
(2,445)
(2,445)
-
(2,445)
(2,445)
-
Securities collateral
(38,387)
(38,387)
-
(28,087)
(28,087)
-
Potential for offset not recognised under IFRS
(40,832)
(40,832)
-
(30,532)
(30,532)
-
Net
732
198
534
4,483
-
4,483
Credit risk – Trading activities continued
NatWest Group
2023 Annual Report and Accounts
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240
Derivatives
(audited)
The table below shows derivatives by type of contract. The master netting agreements and collateral shown do not result in a net presentation on the balance sheet under IFRS. A
significant proportion of the derivatives relate to trading activities in Commercial & Institutional. The table also includes hedging derivatives in Central items & other.
2023
2022
Notional
GBP
USD
EUR
Other
Total
Assets
Liabilities
Notional
Assets
Liabilities
£bn
£bn
£bn
£bn
£bn
£m
£m
£bn
£m
£m
Gross exposure
99,501
96,264
118,275
116,158
IFRS offset
(20,597)
(23,869)
(18,730)
(22,111)
Carrying value
3,244
3,025
6,012
1,122
13,403
78,904
72,395
13,925
99,545
94,047
Of which:
Interest rate
(1)
2,952
1,623
5,466
227
10,268
44,563
38,483
10,742
53,480
48,535
Exchange rate
291
1,397
537
895
3,120
34,161
33,586
3,168
45,829
45,237
Credit
1
5
9
-
15
180
326
15
236
275
Carrying value
13,403
78,904
72,395
13,925
99,545
94,047
Counterparty mark-to-market
netting
(60,355)
(60,355)
(77,365)
(77,365)
Cash collateral
(12,284)
(6,788)
(14,079)
(9,761)
Securities collateral
(3,408)
(1,664)
(4,571)
(1,185)
Net exposure
2,857
3,588
3,530
5,736
Banks
(2)
335
555
648
711
Other financial institutions
(3)
1,422
1,304
1,732
1,969
Corporate
(4)
1,063
1,690
1,068
2,969
Government
(5)
37
39
82
87
Net exposure
2,857
3,588
3,530
5,736
UK
1,283
1,912
1,271
2,878
Europe
800
1,209
1,196
2,015
US
607
381
753
626
RoW
167
86
310
217
Net exposure
2,857
3,588
3,530
5,736
Asset quality of uncollateralised derivative assets
AQ1-AQ4
2,382
3,014
AQ5-AQ8
471
500
AQ9-AQ10
4
16
Net exposure
2,857
3,530
(1)
The notional amount of interest rate derivatives includes £7,280 billion (2022 – £8,065 billion) in respect of contracts cleared through central clearing counterparties.
(2)
Transactions with certain counterparties with whom NatWest Group has netting arrangements but collateral is not posted on a daily basis; certain transactions with specific terms that may not fall within netting and collateral arrangements; derivative
positions in certain jurisdictions where the collateral agreements are not deemed to be legally enforceable.
(3)
Includes transactions with securitisation vehicles and funds where collateral posting is contingent on NatWest Group’s external rating.
(4)
Mainly large corporates with whom NatWest Group may have netting arrangements in place, but operational capability does not support collateral posting.
(5)
Sovereigns and supranational entities with no collateral arrangements, collateral arrangements that are not considered enforceable, or one-way collateral agreements in their favour
.
Credit risk – Trading activities continued
NatWest Group
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241
Debt securities
(audited)
The table below shows debt securities held at mandatory fair value through profit or loss by issuer as well as ratings based on the lowest of Standard & Poor’s, Moody’s and Fitch.
Refer to Note 13 on Trading assets and liabilities for details on short positions.
Central and local government
UK
US
Other
Financial institutions
Corporate
Total
2023
£m
£m
£m
£m
£m
£m
AAA
-
-
1,333
1,132
-
2,465
AA to AA+
-
2,600
19
762
4
3,385
A to AA-
2,729
-
1,017
251
283
4,280
BBB- to A-
-
-
693
295
489
1,477
Non-investment grade
-
-
-
198
149
347
Unrated
-
-
-
-
-
-
Total
2,729
2,600
3,062
2,638
925
11,954
2022
AAA
-
-
469
766
3
1,238
AA to AA+
-
2,345
1,042
1,114
21
4,522
A to AA-
2,205
-
372
77
29
2,683
BBB- to A-
-
-
916
149
296
1,361
Non-investment grade
-
-
-
65
49
114
Unrated
-
-
-
1
3
4
Total
2,205
2,345
2,799
2,172
401
9,922
Credit risk – Trading activities continued
NatWest Group
2023 Annual Report and Accounts
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242
Cross border exposure
Cross border exposures comprise both banking and trading activities, including reverse repurchase agreements. Exposures comprise loans and advances, including finance leases and
instalment credit receivables, and other monetary assets, such as debt securities. The geographical breakdown is based on the country of domicile of the borrower or guarantor of
ultimate risk. Cross border exposures include non-local currency claims of overseas offices on local residents but exclude exposures to local residents in local currencies. The table
shows cross border exposures greater than 0.5% of NatWest Group’s total assets.
Government
Banks
Other
Total
Short positions
Net of short positions
2023
£m
£m
£m
£m
£m
£m
Western Europe
7,830
10,109
26,508
44,447
4,655
39,792
Of which: France
2,229
2,105
7,839
12,173
1,183
10,990
Germany
1,614
4,525
1,065
7,204
1,905
5,299
Luxembourg
1
317
7,045
7,363
-
7,363
Ireland
29
90
3,622
3,741
99
3,642
Jersey
-
-
4,394
4,394
-
4,394
United States
6,764
3,440
16,356
26,560
2,974
23,586
Canada
1,262
2,059
1,132
4,453
17
4,436
2022
Western Europe
5,608
7,385
19,018
32,011
4,438
27,573
Of which: France
1,875
1,911
3,958
7,744
1,414
6,330
Germany
794
3,717
839
5,350
1,053
4,297
Luxembourg
1
190
5,640
5,831
5
5,826
Ireland
28
70
2,823
2,921
66
2,855
Jersey
-
-
3,019
3,019
-
3,019
United States
8,080
3,852
12,931
24,863
1,429
23,434
Canada
35
1,885
402
2,322
12
2,310
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Capital, liquidity and funding risk
NatWest Group continually ensures a comprehensive approach is taken to the
management of capital, liquidity and funding, underpinned by frameworks, risk appetite
and policies, to manage and mitigate its capital, liquidity and funding risks. The
framework ensures the tools and capability are in place to facilitate the management
and mitigation of risk ensuring NatWest Group operates within its regulatory
requirements and risk appetite.
Definitions
(audited)
Regulatory capital consists of reserves and instruments issued that are available, have a
degree of permanency and are capable of absorbing losses. A number of strict
conditions set by regulators must be satisfied to be eligible as capital.
Capital risk is the inability to conduct business in base or stress conditions on a risk or
leverage basis due to insufficient qualifying capital as well as the failure to assess,
monitor, plan and manage capital adequacy requirements.
Liquidity consists of assets that can be readily converted to cash within a short
timeframe at a reliable value. Liquidity risk is the risk of being unable to meet actual or
potential financial obligations in a timely manner when they fall due in the short term.
Funding consists of on-balance sheet liabilities that are used to provide cash to finance
assets. Funding risk is the risk that current or prospective financial obligations cannot be
met as they fall due in the medium to long term, either at all or without increasing
funding costs unacceptably.
Liquidity and funding risks arise in a number of ways, including through the maturity
transformation role that banks perform. The risks are dependent on factors such as:
Maturity profile;
Composition of sources and uses of funding;
The quality and size of the liquidity portfolio;
Wholesale market conditions; and
Depositor and investor behaviour.
Sources of risk
(audited)
Capital
The eligibility of instruments and financial resources as regulatory capital is laid down by
applicable regulation. Capital is categorised under two tiers (Tier 1 and Tier 2) according
to the ability to absorb losses, degree of permanency and the ranking of absorbing losses
on either a going or gone concern basis. There are three broad categories of capital
across these two tiers:
CET1 capital
-
CET1 capital must be perpetual and capable of unrestricted and
immediate use to cover risks or losses as soon as these occur. This includes ordinary
shares issued and retained earnings.
Additional Tier 1 (AT1) capital -
This is the second type of loss absorbing capital and
must be capable of absorbing losses on a going concern basis. These instruments are
either written down or converted into CET1 capital when the CET1 ratio falls below a
pre-specified level.
Tier 2 capital -
Tier 2 capital is supplementary capital and provides loss absorption on
a gone concern basis. Tier 2 capital absorbs losses after Tier 1 capital. It typically
consists of subordinated debt securities with a minimum maturity of five years at the
point of issuance.
Minimum requirement for own funds and eligible liabilities (MREL)
In addition to capital, other specific loss-absorbing instruments, including senior notes
and Tier 2 capital instruments with certain qualifying criteria issued by NatWest Group,
may be used to cover certain gone concern capital requirements, which is referred to as
MREL. Gone concern refers to the situation in which resources must be available to
enable an orderly resolution, in the event that the Bank of England (BoE) deems that
NatWest Group has failed or is likely to fail.
Liquidity
NatWest Group maintains a prudent approach to the definition of liquidity portfolio to
ensure it is available when and where required, taking into account regulatory, legal and
other constraints. Following ringfencing legislation, liquidity is no longer considered
fungible across NatWest Group. Principal liquidity portfolios are maintained in the UK
Domestic Liquidity Sub-Group (UKDoLSub) (primarily in NatWest Bank Plc), NatWest
Markets Plc, RBS International Limited, NWM N.V and NatWest Bank Europe GmbH.
Some disclosures in this section where relevant are presented, on a consolidated basis,
for NatWest Group and the UK DoLSub.
Liquidity portfolio is divided into primary and secondary liquidity as follows:
Primary liquidity is LCR eligible assets and includes cash and balances at central
banks, Treasury bills and high quality government securities.
Secondary liquidity is assets
eligible as collateral for local central bank liquidity
facilities. These assets include own-issued securitisations or whole loans that are
retained on balance sheet and pre-positioned with a central bank so that they may
be converted into additional sources of liquidity at very short notice
.
Capital, liquidity and funding risk continued
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Funding
NatWest Group maintains a diversified set of funding sources, including customer
deposits, wholesale deposits and term debt issuance taking into account regulatory
metrics (Net Stable Funding Ratio).
The principal levels at which funding risk is managed
are at NatWest Group, NatWest Holdings Group, UK DoLSub, NatWest Markets Plc, RBS
International Limited, NWM N.V. and NatWest Bank Europe GmbH. NatWest Group also
retains access to central bank funding facilities.
For further details on capital constituents and the regulatory framework covering capital,
liquidity and funding requirements, refer to the 2023 NatWest Group Pillar 3 Report.
Capital risk management
Capital management ensures that there is sufficient capital and other loss-absorbing
instruments to operate effectively including meeting minimum regulatory requirements,
operating within Board-approved risk appetite, maintaining its credit rating and
supporting its strategic goals.
Capital management is critical in supporting the businesses and is enacted through an
end-to-end framework across businesses and legal entities. Capital is managed within
the organisation at the following levels; NatWest Group consolidated, NWH Group sub
consolidated, NatWest Markets Plc, NatWest Markets N.V. and RBS International Limited.
The banking subsidiaries within NWH Group are governed by the same principles,
processes and management as NatWest Group. Note that although the aforementioned
entities are regulated in line with Basel III principles, local implementation of the
framework differs across geographies.
Capital planning is integrated into NatWest Group’s wider annual budgeting process and
is assessed and updated at least monthly. Regular returns are submitted to the PRA
which include a two-year rolling forecast view. Other elements of capital management,
including risk appetite and stress testing, are set out on pages 175 to 177.
Produce capital plans
Capital plans are produced for NatWest Group, its key operating entities and its
businesses over a five year planning horizon under expected and stress conditions.
Stressed capital plans are produced to support internal stress testing in the ICAAP for
regulatory purposes.
Shorter term forecasts are developed frequently in response to actual performance,
changes in internal and external business environment and to manage risks and
opportunities.
Assess capital adequacy
Capital plans are developed to maintain capital of sufficient quantity and quality to
support NatWest Group’s business, its subsidiaries and strategic plans over the planning
horizon within approved risk appetite, as determined via stress testing, and minimum
regulatory requirements.
Capital resources and capital requirements are assessed across a defined planning
horizon.
Impact assessment captures input from across NatWest Group including from
businesses.
Inform capital actions
Capital planning informs potential capital actions including buy backs, redemptions,
dividends and new issuance to external investors or via internal transactions.
Decisions on capital actions will be influenced by strategic and regulatory requirements,
risk appetite, costs and prevailing market conditions.
As part of capital planning, NatWest Group will monitor its portfolio of external capital
securities and assess the optimal blend and most cost effective means of financing.
Capital planning is one of the tools that NatWest Group uses to monitor and manage
capital risk on a going and gone concern basis, including the risk of excessive leverage.
Liquidity risk management
NatWest Group manages its liquidity risk taking into account regulatory, legal and other
constraints to ensure sufficient liquidity is available where required to cover liquidity
stresses. The principal levels at which liquidity risk is managed are:
NatWest Group
NatWest Holdings Group
UK DoLSub
NatWest Markets Plc
NatWest Markets Securities Inc.
RBS International Limited
NWM N.V.
NatWest Bank Europe GmbH
The UK DoLSub is PRA regulated and comprises NatWest Group’s three licensed
deposit-taking UK banks: National Westminster Bank Plc (NWB Plc), The Royal Bank of
Scotland plc (RBS plc) and Coutts & Company.
NatWest Group categorises its liquidity portfolio, including its locally managed liquidity
portfolios, into primary and secondary liquid assets. The size of the liquidity portfolios are
determined by referencing NatWest Group’s liquidity risk appetite. NatWest Group
retains a prudent approach to setting the composition of the liquidity portfolios, which is
subject to internal policies applicable to all entities and limits over quality of counterparty,
maturity mix and currency mix.
RBS International Limited and NWM N.V. hold locally managed portfolios that comply
with local regulations that may differ from PRA rules.
The liquidity value of the portfolio is determined by taking current market prices and
applying a discount or haircut, to give a liquidity value that represents the amount of
cash that can be generated by the asset.
Capital, liquidity and funding risk continued
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Funding risk management
NatWest Group manages funding risk through a comprehensive framework which
measures and monitors the funding risk on the balance sheet including quantitative and
qualitative analysis of the behavioural aspects of its assets and liabilities as well as the
funding concentration.
Prudential regulation changes that may impact capital requirements
NatWest Group faces numerous changes in prudential regulation that may impact the
minimum amount of capital it must hold and consequently may increase funding costs
and reduce return on equity.
Regulatory changes are actively monitored by NatWest Group, including engagement
with industry associations and regulators and participation in quantitative impact studies.
Monitoring the changing regulatory landscape forms a fundamental part of capital
planning and management of its business. NatWest Group believes that its strategy to
focus on simpler, lower risk activities within a more resilient recovery and resolution
framework will enable it to manage the impact of these.
UK and EU implementation of Basel framework
The Basel framework is an internationally agreed set of measures developed by the
Basel Committee on Banking Supervision (BCBS). The Basel III standards are minimum
requirements which apply to internationally active banks, which ensure a global level
playing field on financial regulation.
Individual jurisdictions must decide how to implement
the standards.
From 1 January 2021, NatWest Group has been regulated under the on-shored CRR and
associated on-shored binding technical standards which were created by the European
Union (Withdrawal) Act 2018 and amending statutory instruments. As the Withdrawal
Act applied to the CRR in place as of 31 December 2020, changes to the CRR in the EU
are not reflected in the UK CRR unless separately legislated and amended by statutory
instruments. Going forward, the Financial Services Bill gives the PRA the power to write
prudential rules directly into the PRA rulebook and it will co-ordinate with HM Treasury
to implement any required changes to the UK CRR.
On 1 January 2022, PRA implemented changes to the UK CRR to align to the Basel III
standards which included the introduction of a new standardised approach for
counterparty credit risk (SA-CCR), amendments to the LCR and NSFR rules as well as
new regulation applicable to internal ratings (IRB) models. Changes were also introduced
to the UK Leverage Ratio framework. Equivalent reforms were implemented in the EU in
June 2021, known as CRR2.
On 30 November 2022, the PRA published its consultation paper CP16/22 setting out its
proposed rules and expectations with respect to
the remaining Basel III standards to be
implemented in the UK, also referred to as “Basel 3.1 standards”. This will complete the
implementation of post-global financial crisis prudential reforms, which were designed to
i) increase the quantity of capital in the system, per unit of risk; ii) increase the quality
capital held by firms; and iii) improve the accuracy of risk-management firms, reducing
the variability of risk-weighted assets (RWAs).
The Basel 3.1 changes mainly impact capital requirements for STD and IRB Credit Risk,
Market Risk, Credit Valuation Adjustment (CVA), Counterparty Credit Risk (CCR) and
Operational Risk. An aggregate “output floor” is also being introduced to ensure that
total RWAs for firms using advanced or internally modelled methods and subject to the
floor cannot fall below 72.5% of RWAs under the standardised approach. The proposal
does not include further changes to the Leverage Ratio, Large Exposures and Liquidity
Risk frameworks.
The consultation paper has been followed up with the publication of the PRA’s policy
statement PS17/23 Implementation of the Basel 3.1 standards near-final part 1.
This
contains the near final rules on Market Risk, CVA, CCR and Operational Risk sections,
along with some Pillar 2 guidance relating to these topics.
Part 2, containing rules on the
remaining Basel 3.1 changes, is expected to be published in Q2 2024.
The PRA rules are expected to be implemented from 1 July 2025.
Equivalent changes relating to the Basel 3.1 standards will be implemented in EU by
CRR3 and CRD6 for which the European Commission issued a proposal in October 2021,
with the near final rules published December 2023. The EU implementation date is
expected to be 1 January 2025.
Their impact will be limited to NatWest Group’s EU
subsidiaries.
Other developments in 2023
On 13 November 2023, the PRA published PS14/13 which formally phased out the CET1
capital deduction for NPEs (Non- Performing Exposures). The requirement was originally
introduced in EU CRR and adopted in the UK; however, the PRA considered that it would
not be appropriate in a UK context to apply the NPE deduction requirement going
forward. Capital disclosures as of 31 December 2023 reflect the benefit because of the
reversal of this deduction.
On 20 November 2023, the PRA announced its 2023 list of O-SIIs (Other Systemically
Important Institutions) as well as the 2023 O-SII buffers for ring-fenced banks (RFBs). The
PRA is required to identify O-SIIs on an annual basis. NatWest Group Plc is part of the
PRA’s O-SII list and the O-SII buffer for its ring-fenced sub-group (i.e. NatWest Holdings
Group) was kept at 1.5%. The 2023 O-SII rates will apply from 1 January 2025. An O-SII
buffer can apply to O-SIIs, or parts of an O-SII that are ring-fenced banks.
NatWest Group, as a third-country group with two or more subsidiary banking
institutions in the EU, was approved by the European Central Bank (ECB) to establish a
dual IPU (Intermediate Parent Undertaking) structure on behalf of its European
subsidiaries. As a result, NatWest Bank Europe GmbH, a wholly owned subsidiary of
NatWest Holdings Group, will act as the ring-fenced IPU. RBS Holdings N.V., a wholly
owned subsidiary of NatWest Markets Plc, will act as the non-ring fenced IPU. Both IPUs
became subject to ECB supervision from 1 January 2024.
Capital, liquidity and funding risk continued
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Summary of future changes to prudential regulation in UK that may impact NatWest Group
The table below covers expected future changes to prudential regulation in the UK which may impact NatWest Group at a consolidated level. Certain entities within the group will be
exposed to changes in prudential regulation from other legislative bodies and/or local supervisory authorities where NatWest Group’s entities are authorised (e.g. EU and Jersey) on a
solo basis and these changes may be different in substance, scope and timing than those highlighted below.
Area of development
Key changes
Source of changes/implementation date
IFRS 9 transitional relief
IFRS 9 CET1 add-back phased out in period to 31 December 2024
Implementation: 1 January 2024
In respect to ECL
The transitional factor will reduce further from 50% to 25% from January 2024
provisions
Capital – Output floor
Level of application: Applies at highest level of application: Consolidated level for UK Groups; sub-consolidated level
PRA Basel 3.1 CP16/22
for Ring Fenced sub-groups.
Implementation: 1 July 2025
Capital stack: Applies to full capital stack including capital buffers.
Transitional
period
for
the
application;
starting
with
50%
at
1
July
2025
through
to
72.5%
at
1
January
2030.
Credit risk (STD, IRB,
Significant revisions to standardised credit risk, including to unrated corporates, SMEs, specialised lending,
PRA Basel 3.1 CP16/22
FIRB)
mortgages & equity exposures.
Implementation: 1 July 2025
Changes to IRB; restrictions on IRB modelling (switch to standardised on central governments and equities, switch
to FIRB on financial institutions and large corporates), inclusion of input floors and other modelling changes.
Removal of SME & Infrastructure supporting factors (IRB & standardised).
Amendments to credit risk mitigation, including the withdrawal of some internal modelling approaches, the removal
of double default and a new risk weight substitution approach on some exposures.
Market risk
Implementation of FRTB - new standardised & modelled approaches (Expected Shortfall replaces VaR), revised
PRA Basel 3.1 CP16/22
banking/trading book boundary.
Near final rules published in PRA PS17/23
Model approval applications are required to be provided during 2024 for standardised MR & CVA.
Implementation: 1 July 2025
CVA & counterparty
Removal of modelled approach.
PRA Basel 3.1 CP16/22
credit risk
New standardised approach, aligned to Basel framework, including the removal of CVA exemptions on sovereigns,
Near final rules published in PRA PS17/23
non-financial counterparties and pension funds.
Implementation: 1 July 2025
Reduced SA-CCR alpha factor from 1.4 to 1 for non-financial counterparties and pension funds.
Operational risk
New standardised approach
PRA Basel 3.1 CP16/22
Internal loss multiplier (ILM) set to 1.
Near final rules published in PRA PS17/23
Changes to the income requirements in scope of the business indicator.
Implementation: 1 July 2025
Pillar 2
PRA commitment to review Pillar 2A methodologies in 2024, to adjust requirements ahead of implementation of the
PRA Basel 3.1 CP16/22
Pillar 1
Implementation: 1 July 2025
Capitalisation of foreign
PRA proposal to clarify that items held at historical foreign exchange rates, which only re-value in certain
PRA consultation under CP17/23 closes on
exchange positions for
circumstances, are not included in Pillar 1 foreign exchange risk requirements as their sensitivity to foreign
31 January 2023
market risk
exchange rates is generally zero.
Implementation: 1 July 2025
Identification and
PRA proposal to implement Basel guidelines for step-in risk in the PRA Rulebook.
PRA consultation under CP23/23 closes on
management of step-in
PRA proposal to adopt EBA guidelines for limits on exposures to shadow banking entities and connected clients in
5 March 2024
risk, shadow banking
the Large Exposures (CRR) part of the PRA Rulebook.
Implementation: 1 January 2026
entities and groups of
connected clients
Capital, liquidity and funding risk continued
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Key points
CET1 ratio
13.4%
(2022 – 14.2%)
MREL
£55.8bn
(2022 - £55.5bn)
RWAs
£183.0bn
(2022 - £176.1bn)
The CET1 ratio decreased 80 basis points due to a £6.9
billion increase in RWAs and a £0.6 billion decrease in
CET1. The CET1 capital decrease was mainly driven by
distributions to shareholders of £3.6 billion (210
basis points); consisting of directed buyback of £1.3
billion; an ordinary interim dividend of £0.5 billion; a
foreseeable final ordinary dividend of £1.0 billion;
and a £0.8 billion decrease for the on-market
ordinary share buyback programme, of which £0.5
billion is reported as a foreseeable charge;
a £0.2 billion decrease in the IFRS 9 transitional
adjustment, primarily due to the annual update in
the dynamic stage transition percentage and the
end of transition on the static and historic stages;
an increase in the intangible assets deduction of
£0.5 billion;
and other movements on reserves and regulatory
adjustments of £0.7 billion.
These reductions were partially offset by the £4.4 billion
attributable profit in the period.
Minimum Requirements of own Funds and eligible
Liabilities increased by £0.3 billion to £55.8 billion
primarily due to a £0.6 billion decrease in CET1, a £0.1
billion decrease in MREL eligible Tier 2 capital and a
£1.0 billion increase in senior unsecured debt. The £0.1
billion decrease in eligible Tier 2 capital is driven by
redemptions and foreign exchange movements offset by
the issuance of €0.7 billion subordinated debt in the
period and other regulatory adjustments. The £1.0
billion increase in senior unsecured debt is driven by
new issuances offset by redemptions and foreign
exchange movements.
Total RWAs increased by £6.9 billion to £183.0 billion
mainly reflecting:
an increase in credit risk RWAs of £5.6 billion,
driven by an increase in IRB Temporary Model
Adjustment related to mortgages within Retail
Banking as well as increased exposures within
Commercial & Institutional and Retail Banking.
This was partially offset by reduced exposures
within Ulster Bank RoI as a result of the
phased withdrawal from the Republic of
Ireland.
an increase in counterparty credit risk RWAs
of £1.1 billion, primarily due to the call of a
credit default swap trade in Q2 2023 and the
subsequent removal of credit risk mitigation.
an increase in operational risk RWAs of £1.1
billion following the annual recalculation.
a reduction in market risk RWAs of £0.9 billion,
driven by reduced market volatility in H1 and
hedging activity as part of ongoing risk
management in Q4 2023.
UK leverage ratio
5.0%
(2022 – 5.4%)
Liquidity portfolio
£222.8bn
(2022 - £232.6bn)
LCR
144%
(2022 – 145%)
NSFR
133%
(2022 – 145%)
The leverage ratio decreased by 40
basis points to 5.0%. The decrease was
due to a £0.6 billion reduction in Tier 1
capital and a £28.2 billion increase in
leverage exposure. The key driver in the
leverage exposure was an increase in
other financial assets partially offset by
a reduction in held for sale assets.
The portfolio decreased by £9.8 billion to
£222.8 billion, with primary liquidity
decreasing by £20.6 billion to £148.1
billion. The decrease in primary liquidity
is driven by increased lending and
reduced deposits, offset by UBIDAC
asset sale and increased certificates of
deposit and commercial paper issuance.
The growth in secondary liquidity is due
to an increase in the pre-positioned
collateral at the Bank of England.
The Liquidity Coverage Ratio (LCR)
decreased to 144% during the year
driven by growth in customer lending
and reduced customer deposits offset
by an increase in wholesale funding and
UBIDAC asset sale.
The net stable funding ratio (NSFR)
decreased 12% during the year to 133%
driven by reduced customer deposits
and increased lending
.
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Minimum requirements
Maximum Distributable Amount (MDA) and Minimum Capital Requirements
NatWest Group is subject to minimum capital requirements relative to RWAs. The table
below summarises the minimum capital requirements (the sum of Pillar 1 and Pillar 2A),
and the additional capital buffers which are held in excess of the regulatory minimum
requirements and are usable in stress.
Where the CET1 ratio falls below the sum of the minimum capital and the combined
buffer requirement, there is a subsequent automatic restriction on the amount available
to service discretionary payments (including AT1 coupons), known as the MDA. Note
that different capital requirements apply to individual legal entities or sub-groups and the
table shown does not reflect any incremental PRA buffer requirements, which are not
disclosable.
The current capital position provides significant headroom above both our minimum
requirements and our MDA threshold requirements.
Type
CET1
Total Tier 1
Total capital
Pillar 1 requirements
4.5%
6.0%
8.0%
Pillar 2A requirements
1.8%
2.4%
3.2%
Minimum Capital Requirements
6.3%
8.4%
11.2%
Capital conservation buffer
2.5%
2.5%
2.5%
Countercyclical capital buffer
(1)
1.7%
1.7%
1.7%
MDA threshold
(2)
10.5%
n/a
n/a
Overall capital requirement
10.5%
12.6%
15.4%
Capital ratios at 31 December 2023
13.4%
15.5%
18.4%
Headroom
(3) (4)
2.9%
2.9%
3.0%
(1)
The Financial Policy Committee increased the UK CCyB rate from 1% to 2% effective from 5 July 2023. The Central Bank
of Ireland increased CCyB on Irish exposures from 0% to 0.5% applicable 15 June 2023 and 1% from 24 November 2023.
A further increase to 1.5% will be effective 7 June 2024.
(2)
Pillar 2A requirements for NatWest Group are set as a variable amount with the exception of some fixed add-ons.
(3)
The headroom does not reflect excess distributable capital and may vary over time.
(4)
Headroom as at 31 December 2022 was CET1 4.7%, Total Tier 1 4.8% and Total Capital 5.0%.
Leverage ratios
The table below summarises the minimum ratios of capital to leverage exposure under
the binding PRA UK leverage framework applicable for NatWest Group.
Type
CET1
Total Tier 1
Minimum ratio
2.44%
3.25%
Countercyclical leverage ratio buffer
(1)
0.6%
0.6%
Total
3.04%
3.85%
(1)
The countercyclical leverage ratio buffer is set at 35% of NatWest Group’s CCyB. The UK CCyB increased from 1% to
2% from 5 July 2023. Foreign exposure may be subject to different CCyB rates depending on the rates set in those
jurisdictions.
Liquidity and funding ratios
The table below summarises the minimum requirements for key liquidity and funding
metrics under the PRA framework.
Type
Liquidity Coverage Ratio (LCR)
100%
Net Stable Funding Ratio (NSFR)
100%
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Measurement
Capital, risk-weighted assets and leverage: Key metrics
The table below sets out the key capital and leverage ratios. NatWest Group is subject to
the requirements set out in the PRA Rulebook. The capital and leverage ratios are
therefore being presented under these frameworks on a transitional basis.
2023
2022
Capital adequacy ratios
(1)
%
%
CET1
13.4
14.2
Tier 1
15.5
16.4
Total
18.4
19.3
RWAs
£m
£m
Credit risk
147,598
141,963
Counterparty credit risk
7,830
6,723
Market risk
7,363
8,300
Operational risk
20,198
19,115
Total RWAs
182,989
176,101
Capital
£m
£m
CET1
24,440
24,992
Tier1
28,315
28,867
Total
33,632
33,920
Leverage ratios
£m
£m
Tier 1 capital
28,315
28,867
UK leverage exposure
562,843
534,613
UK leverage ratio (%)
(2)
5.0%
5.4%
UK average Tier 1 capital
(3)
28,323
29,564
UK average leverage exposure
(3)
571,225
531,429
UK average leverage ratio (%)
(3)
5.0%
5.6%
(1)
31 December 2023 includes the transitional arrangements for the capital impact of IFRS 9 expected credit loss (ECL)
accounting and prior periods also include the transitional relief on grandfathered capital instruments. The impact of the
IFRS 9 transitional adjustments at 31 December 2023 was £0.2 billion for CET1 capital, £54 million for total capital and
£17 million RWAs (31 December 2022 - £0.4 billion CET1 capital, £36 million total capital and £71 million RWAs).
Excluding these adjustments, the CET1 ratio would be 13.2% (31 December 2022 - 14.0%). The transitional relief on
grandfathered instruments at 31 December 2023 was nil (31 December 2022 - £0.1 billion). Excluding both the
transitional relief on grandfathered capital instruments and the transitional arrangements for the capital impact of IFRS 9
expected credit loss (ECL) accounting, the end-point Tier 1 capital ratio would be 15.4% (31 December 2022 – 16.2%)
and the end-point Total capital ratio would be 18.4% (31 December 2022 – 19.3%).
(2)
The UK leverage exposure and transitional Tier 1 capital are calculated in accordance with current PRA rules. Excluding
the IFRS 9 transitional adjustment, the UK leverage ratio would be 5.0% (31 December 2022 – 5.3%).
(3)
Based on the daily average of on-balance sheet items and three month-end average of off-balance sheet items and Tier
1 capital.
Capital flow statement
table below analyses the movement in CET1, AT1 and Tier 2 capital for the year
The
ended 31 December 2023. It is being presented on a transitional basis based on current
PRA rules.
CET1
AT1
Tier 2
Total
£m
£m
£m
£m
At 31 December 2022
24,992
3,875
5,053
33,920
Attributable profit for the period
4,394
4,394
Ordinary interim dividend paid
(491)
(491)
Directed buyback
(1,259)
(1,259)
Foreseeable ordinary dividends
(1,013)
(1,013)
Foreseeable charges
(870)
(870)
Foreign exchange reserve
(637)
(637)
FVOCI reserve
53
53
Own credit
48
48
Share capital and reserve movements in
respect of employee share schemes
93
93
Goodwill and intangibles deduction
(498)
(498)
Deferred tax assets
(67)
(67)
Prudential valuation adjustments
(4)
(4)
Net dated subordinated debt instruments
269
269
Foreign exchange movements
(115)
(115)
Adjustment under IFRS 9 transitional
arrangements
(159)
(159)
Other movements
(142)
110
(32)
At 31 December 2023
24,440
3,875
5,317
33,632
For CET1 movements refer to the key points on page 247.
Tier 2 movements of £0.2 billion include an increase of £0.6 billion for a €0.7 billion
5.763% Fixed to Fixed Reset Tier 2 Notes 2034 issued in February 2023, partially
offset by the £0.1 billion redemption of the UBIDAC subordinated notes, £0.1 billion
partial redemption of 5.125% Subordinated Tier 2 Notes 2024, £0.1 billion redemption
of 6.000% Subordinated Tier 2 Notes 2023, amortisation, foreign exchange
movements £0.1 billion and maturities with minimum regulatory value.
Within Tier 2, there was also a £0.1 billion increase in the Tier 2 surplus provisions.
Capital, liquidity and funding risk continued
NatWest Group
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Risk-weighted assets
The table below analyses the movement in RWAs during the year, by key drivers.
Credit
Counterparty
Market
Operational
risk
credit risk
risk
risk
Total
£bn
£bn
£bn
£bn
£bn
At 31 December 2022
142.0
6.7
8.3
19.1
176.1
Foreign exchange movement
(0.9)
-
-
-
(0.9)
Business movement
8.4
0.2
(0.9)
1.1
8.8
Risk parameter changes
(1.9)
-
-
-
(1.9)
Model updates
3.0
-
-
-
3.0
Other movement
-
0.9
-
-
0.9
Acquisitions and disposals
(3.0)
-
-
-
(3.0)
At 31 December 2023
147.6
7.8
7.4
20.2
183.0
The table below analyses the movement in RWAs by segment during the year.
Retail
Private
Commercial &
Central items
Total NatWest
Banking
Banking
Institutional
& other (1)
Group
Total RWAs
£bn
£bn
£bn
£bn
£bn
At 31 December 2022
54.7
11.2
103.2
7.0
176.1
Foreign exchange movement
-
-
(0.8)
(0.1)
(0.9)
Business movement
3.6
-
6.3
(1.1)
8.8
Risk parameter changes
-
-
(1.9)
-
(1.9)
Model updates
3.3
-
(0.3)
-
3.0
Other movement
-
-
0.9
-
0.9
Acquisitions and disposals
-
-
-
(3.0)
(3.0)
At 31 December 2023
61.6
11.2
107.4
2.8
183.0
Credit risk
53.9
9.8
81.9
2.0
147.6
Counterparty credit risk
0.3
-
7.5
-
7.8
Market risk
0.2
-
7.2
-
7.4
Operational risk
7.2
1.4
10.8
0.8
20.2
Total RWAs
61.6
11.2
107.4
2.8
183.0
(1)
£
1.4 billion of Central items & other relates to Ulster RoI.
Total RWAs increased by £6.9 billion during the period mainly reflecting:
Business movements totalling £8.8 billion, primarily driven by increased credit risk
exposures within Commercial & Institutional and Retail Banking. There is an additional
increase following the annual recalculation of operational risk RWAs. This was
partially offset by a reduction in market risk RWAs reflecting reduced market volatility
and tighter risk management in Q4 2023.
Model updates totalling £3.0 billion, driven by IRB Temporary Model Adjustment
related to mortgages within Retail Banking with a partial offset within Commercial &
Institutional.
Other changes of £0.9 billion, driven by the termination of portfolio credit default
swap resulting in removal of the CRM benefit.
Disposals relating to the phased withdrawal from the Republic of Ireland, reducing
RWAs by £3.0 billion.
Risk parameters reflecting changes in regulatory treatment for certain structured
transactions, reducing RWAs by £1.9 billion.
Capital, liquidity and funding risk continued
NatWest Group
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Leverage exposure
The leverage metrics for UK entities are calculated in accordance with the Leverage
ratio (CRR) part of the PRA Rulebook.
31 December
31 December
2023
2022
£m
£m
Cash and balances at central banks
104,262
144,832
Trading assets
45,551
45,577
Derivatives
78,904
99,545
Financial assets
439,449
404,374
Other assets
23,605
18,864
Assets of disposal groups
902
6,861
Total assets
692,673
720,053
Derivatives
- netting and variation margin
(79,299)
(100,356)
- potential future exposures
17,212
18,327
Securities financing transactions gross up
1,868
4,147
Other off balance sheet items
50,961
46,144
Regulatory deductions and other adjustments
(16,043)
(7,114)
Claims on central banks
(100,735)
(141,144)
Exclusion of bounce back loans
(3,794)
(5,444)
UK leverage exposure
562,843
534,613
UK leverage ratio (%)
5.0
5.4
Liquidity key metrics
The table below sets out the key liquidity and related metrics monitored by NatWest
Group.
2023
2022
NatWest Group
UK DoLSub
NatWest Group
UK DoLSub
Liquidity Coverage Ratio
144%
138%
145%
131%
Stressed Outflow Coverage
(1)
153%
143%
150%
131%
Net Stable Funding Ratio
133%
126%
145%
137%
(1)
NatWest Group’s Stressed Outflow Coverage (SOC) is an internal measure calculated by reference to liquid assets as a
percentage of net stressed contractual and behavioural outflows over three months under the worst of three severe
stress scenarios of a market-wide stress, an idiosyncratic stress and a combination of both as per ILAAP. This
assessment is performed in accordance with PRA guidance.
Capital, liquidity and funding risk continued
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252
Minimum requirements of own funds and eligible liabilities (MREL)
The following table illustrates the components of estimated Minimum requirements of own funds and eligible liabilities (MREL) in NatWest Group and operating subsidiaries and includes
external issuances only. The roll-off profile relating to senior debt and subordinated debt instruments is set out on page 254.
2023
2022
Par value (1)
Balance sheet value
Regulatory value
MREL value (3)
Par value
Balance sheet value
Regulatory value (2)
MREL value
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
CET1 capital
(4)
24.4
24.4
24.4
24.4
25.0
25.0
25.0
25.0
Tier 1 capital: end-point CRR compliant AT1
of which: NatWest Group plc (holdco)
3.9
3.9
3.9
3.9
3.9
3.9
3.9
3.9
of which: NatWest Group plc operating subsidiaries (opcos)
-
-
-
-
-
-
-
-
3.9
3.9
3.9
3.9
3.9
3.9
3.9
3.9
Tier 1 capital: end-point CRR non-compliant
(5)
of which: holdco
-
-
-
-
-
-
-
-
of which: opcos
0.1
0.1
-
-
0.1
0.1
-
-
0.1
0.1
-
-
0.1
0.1
-
-
Tier 2 capital: end-point CRR compliant
of which: holdco
5.6
5.3
5.2
5.2
6.0
5.5
4.9
5.4
of which: opcos
-
-
-
-
0.1
0.1
-
-
5.6
5.3
5.2
5.2
6.1
5.6
4.9
5.4
Tier 2 capital: end-point CRR non compliant
(5)
of which: holdco
-
-
-
-
-
-
-
-
of which: opcos
0.2
0.3
-
-
0.3
0.5
0.1
-
0.2
0.3
-
-
0.3
0.5
0.1
-
Senior unsecured debt securities
of which: holdco
22.2
21.7
-
22.2
23.4
22.3
-
21.2
of which: opcos
33.4
29.9
-
-
26.1
22.9
-
55.6
51.6
-
22.2
49.5
45.2
-
21.2
Tier 2 capital
Other regulatory adjustments
-
-
0.1
0.1
-
-
-
-
Total
89.8
85.6
33.6
55.8
84.9
80.3
33.9
55.5
RWAs
183.0
176.1
UK leverage exposure
562.9
534.6
MREL as a ratio of RWAs
30.5%
31.5%
MREL as a ratio of UK leverage exposure
9.9%
10.4%
(1)
Par value reflects the nominal value of securities issued.
(2)
Regulatory amounts as at December 2022 reported for AT1, Tier 1, and Tier 2 instruments from operating companies incudes grandfathered instrument as per the transitional provisions allowed under CRR2 (until 28 June 2025). 3 Tier 2 instruments from
UBIDAC were classified as grandfathered which were redeemed in November 2023.
(3)
MREL value reflects NatWest Group’s interpretation of the Bank of England’s approach to setting a minimum requirement for own funds and eligible liabilities (MREL), published in December 2021 (Updating June 2018). Liabilities excluded from MREL
include instruments with less than one year remaining to maturity, structured debt, operating company senior debt, and other instruments that do not meet the MREL criteria. The MREL calculation includes Tier 1 and Tier 2 securities before the application
of any regulatory caps or adjustments.
(4)
Shareholders’ equity was £37.2 billion (2022 - £36.5 billion).
(5)
CRR2 non-compliant instruments- as at Dec 2022, all Tier 1 and Tier 2 instruments were grandfathered under CRR2 compliance (until 28 June 2025) were reported under Tier 1 capital: end-point CRR non-compliant and Tier 2 capital: end-point CRR non-
compliant category. As at December 2023, we have no grandfathered instrument outstanding.
Capital, liquidity and funding risk continued
NatWest Group
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253
Minimum requirements of own funds and eligible liabilities (MREL) continued
The following table illustrates the components of the stock of outstanding issuance in NatWest Group and its operating subsidiaries including external and internal issuances.
NatWest
NWM
RBS
NatWest
Holdings
NatWest
Securities
International
Group plc
Limited
NWB Plc
RBS plc
UBIDAC
NWM Plc
Markets N.V.
Inc.(6)
Limited (7)
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
Additional Tier 1
Externally issued
3.9
-
0.1
-
-
-
-
-
-
Additional Tier 1
Internally issued
-
3.7
2.5
0.5
-
0.9
0.2
-
0.3
3.9
3.7
2.6
0.5
-
0.9
0.2
-
0.3
Tier 2
Externally issued
5.3
-
-
-
-
-
0.3
-
-
Tier 2
Internally issued
-
4.7
3.6
0.4
-
1.0
0.1
0.3
-
5.3
4.7
3.6
0.4
-
1.0
0.4
0.3
-
Senior unsecured
Externally issued
21.7
-
-
-
-
-
-
-
-
Senior unsecured
Internally issued
-
11.4
6.5
1.4
0.5
3.1
-
-
0.3
21.7
11.4
6.5
1.4
0.5
3.1
-
-
0.3
Total outstanding issuance
30.9
19.8
12.7
2.3
0.5
5.0
0.6
0.3
0.6
(1)
For AT1 & Tier 2, the balances are the IFRS balance sheet carrying amounts, which may differ from the amount which the instrument contributes to regulatory capital. Regulatory balances exclude, for example, issuance costs and fair value movements,
while dated capital is required to be amortised on a straight-line basis over the final five years of maturity.
(2)
Balance sheet amounts reported for AT1 and Tier 2 instruments are before grandfathering restrictions imposed by CRR.
(3)
Internal issuance for NWB Plc, RBS plc and UBIDAC represents AT1, Tier 2 or Senior unsecured issuance to NatWest Holdings Limited and for NWM N.V. and NWM SI to NWM Plc.
(4)
The balances are the IFRS balance sheet carrying amounts for Senior unsecured debt category and it does not include CP, CD and short term/medium notes issued from NatWest Group operating subsidiaries
(5)
The above table does not include CET1 numbers.
(6)
NWM Securities Inc - regulated under US broker dealer rules.
(7)
RBS International limited - MREL resolution rules under consultation in Jersey.
Capital, liquidity and funding risk continued
NatWest Group
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254
Roll-off profile
The following table illustrates the roll-off profile and weighted average spreads of NatWest Group’s major wholesale funding programmes.
As at and for year
Roll-off profile
Senior debt roll-off profile
(1)
ended 31 December 2023
H1 2024
H2 2024
2025
2026
2027 & 2028
2029 & later
NatWest Group plc
- amount (£m)
21,660
-
-
2,865
4,385
5,727
8,683
- weighted average rate spread (bps)
182
-
-
176
221
167
173
NWM Plc
- amount (£m)
20,338
4,014
2,362
5,611
3,785
3,841
725
- weighted average rate spread (bps)
42
69
31
49
41
(7)
122
NatWest Bank Plc
- amount (£m)
6,008
5,042
966
-
-
-
-
- weighted average rate spread (bps)
36
34
46
-
-
-
-
NWM N.V.
- amount (£m)
2,193
948
959
65
77
-
144
- weighted average rate spread (bps)
(69)
(115)
(62)
(49)
106
-
94
Covered bonds
-
amount (£m)
2,122
2,122
-
-
-
-
-
-
weighted average rate spread (bps)
158
158
-
-
-
-
-
Total notes issued - amount (£m)
52,321
12,126
4,287
8,541
8,247
9,568
9,552
Weighted average rate spread (bps)
99
55
14
91
137
99
168
Subordinated debt instruments roll-off profile
(2)
NatWest Group plc (£m)
5,318
417
574
957
919
1,909
542
NWM Plc (£m)
20
-
-
-
18
-
2
NWM N.V. (£m)
255
-
-
-
-
-
255
Total (£m)
5,593
417
574
957
937
1,909
799
(1)
Based on final contractual instrument maturity.
(2)
Based on first call date of instrument, however this does not indicate NatWest Group’s strategy on capital and funding management. The table above does not include debt accounted Tier 1 instruments although those instruments form part of the total
subordinated debt balance.
(3)
The weighted average spread reflects the average net funding cost to NatWest Group and is calculated on an indicative basis and are quoted over term SONIA at the time of issuance.
(4)
The roll-off table is based on sterling-equivalent balance sheet values.
Capital, liquidity and funding risk continued
NatWest Group
2023 Annual Report and Accounts
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255
Liquidity portfolio
The table below shows the composition of the liquidity portfolio with primary liquidity aligned to high-quality liquid assets on a regulatory LCR basis. Secondary liquidity comprises of
assets which are eligible as collateral for local central bank liquidity facilities and do not form part of the LCR eligible high-quality liquid assets.
2023
2022
(7)
NatWest
NWH
UK DoL
NatWest
NWH
UK DoL
Group (1)
Group (2)
Sub
Group
Group
Sub
£m
£m
£m
£m
£m
£m
Cash and balances at central banks
99,855
68,495
67,954
142,011
108,047
104,606
High quality government/MDB/PSE and GSE bonds
(4)
36,250
26,510
26,510
22,141
11,921
11,714
Extremely high quality covered bonds
4,164
4,164
4,164
2,093
2,092
1,812
LCR level 1 Eligible Assets
140,269
99,169
98,628
166,245
122,060
118,132
LCR level 2 Eligible Assets
(5)
7,796
7,320
7,320
2,401
2,072
2,032
Primary liquidity (HQLA)
(6)
148,065
106,489
105,948
168,646
124,132
120,164
Secondary liquidity
74,722
74,683
74,683
63,917
63,849
63,849
Total liquidity value
222,787
181,172
180,631
232,563
187,981
184,013
(1)
NatWest Group includes the UK Domestic Liquidity Sub-Group (NWB Plc, RBS plc and Coutts & Co) NatWest Markets Plc and other significant operating subsidiaries that hold liquidity portfolios.
These include The Royal Bank of Scotland International
Limited and NWM N.V. who hold managed portfolios that comply with local regulations that may differ from PRA rules.
(2)
NWH Group comprises UK DoLSub and NatWest Bank Europe GmbH who hold managed portfolios that comply with local regulations that may differ from PRA rules.
(3)
NatWest Markets Plc liquidity portfolio is reported in the NatWest Markets Plc Annual Report and Accounts.
(4)
Multilateral development bank abbreviated to MDB, public sector entities abbreviated to PSE and government sponsored entities abbreviated to GSE.
(5)
Includes Level 2A and Level 2B.
(6)
High-quality liquid assets abbreviated to HQLA.
(7)
Comparative periods have been re-presented on an LCR basis in line with the Liquidity portfolio definition as of 31 December 2023
Capital, liquidity and funding risk continued
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Funding sources
(audited)
The table below shows the carrying values of the principal funding sources based on contractual maturity. Balance sheet captions include balances held at all classifications under
IFRS 9.
   
 
2023
2022
 
Short-term less
Long-term more
 
Short-term less
Long-term more
 
 
than 1 year
than 1 year
Total
than 1 year
than 1 year
Total
 
£m
£m
£m
£m
£m
£m
Bank Deposits
           
Repos
3,118
-
3,118
1,446
-
1,446
Other bank deposits
(1)
5,836
13,236
19,072
6,353
12,642
18,995
 
8,954
13,236
22,190
7,799
12,642
20,441
Customer Deposits
           
Repos
10,844
-
10,844
9,575
254
9,829
Non-bank financial institutions
46,875
13
46,888
50,226
9
50,235
Personal
216,456
6,436
222,892
224,706
1,209
225,915
Corporate
150,718
35
150,753
164,314
25
164,339
 
424,893
6,484
431,377
448,821
1,497
450,318
Trading liabilities
(2)
           
Repos
(3)
26,634
268
26,902
23,740
-
23,740
Derivatives collateral
15,075
-
15,075
17,680
-
17,680
Other bank and customer deposits
768
382
1,150
413
654
1,067
Debt securities in issue - Medium term notes
418
288
706
54
743
797
 
42,895
938
43,833
41,887
1,397
43,284
Other financial liabilities
           
Customer deposits
194
1,086
1,280
253
797
1,050
Debt securities in issue:
           
Commercial paper and certificates of deposit
11,116
205
11,321
5,587
85
5,672
Medium term notes
6,878
32,625
39,503
6,934
31,750
38,684
Covered bonds
2,122
-
2,122
804
2,038
2,842
Securitisation
-
863
863
-
859
859
 
20,310
34,779
55,089
13,578
35,529
49,107
Subordinated liabilities
1,047
4,667
5,714
974
5,286
6,260
Total funding
498,099
60,104
558,203
513,059
56,351
569,410
Of which: available in resolution
(4)
-
-
26,561
-
-
24,899
(1)
Includes £12.0 billion (2022 – £12.0 billion) relating to Term Funding Scheme with additional incentives for Small and Medium-sized Enterprises participation.
(2)
Excludes short positions of £9.8 billion (2022 – £9.5 billion).
(3)
Comprises central & other bank repos of £4.0 billion (2022 – £1.6 billion), other financial institution repos of £20.4 billion (2022 – £19.4 billion) and other corporate repos of £2.5 billion (2022 – £2.7 billion).
(4)
Eligible liabilities (as defined in the Banking Act 2009 as amended from time to time) that meet the eligibility criteria set out in the regulations, rules, policies, guidelines, or statements of the Bank of England including the Statement of Policy published by the
Bank of England in December 2021 (updating June 2018). The balance consists of £21.7 billion (2022 – £20.0 billion) under debt securities in issue (senior MREL) and £4.9 billion (2022 – £4.9 billion) under subordinated liabilities.
Capital, liquidity and funding risk continued
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Contractual maturity
(audited)
This table shows the residual maturity of financial instruments, based on contractual date of maturity of NatWest Group’s banking activities, including hedging derivatives. Trading
activities, comprising mandatory fair value through profit or loss (MFVTPL) assets and held-for-trading (HFT) liabilities have been excluded from the maturity analysis and are shown in
total in the table below.
Banking activities
Less than
6 months-
More than
Trading
1 months
1-3 months
3-6 months
1 year
Subtotal
1-3 years
3-5 years
5 years
Total
activities
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Cash and balances at central banks
104,262
-
-
-
104,262
-
-
-
104,262
-
104,262
Trading assets
-
-
-
-
-
-
-
-
-
45,551
45,551
Derivatives
(1)
(4)
(5)
(4)
(14)
42
84
1
113
78,791
78,904
Settlement balances
7,231
-
-
-
7,231
-
-
-
7,231
-
7,231
Loans to banks - amortised cost
5,120
90
1,429
11
6,650
14
250
-
6,914
-
6,914
Loans to customers -
amortised cost
(1)
34,507
20,130
13,602
23,299
91,538
60,679
43,477
189,266
384,960
-
384,960
Personal
4,643
2,337
3,201
6,133
16,314
23,138
21,203
162,890
223,545
-
223,545
Corporate
19,226
4,551
4,569
7,787
36,133
28,661
20,020
24,679
109,493
-
109,493
Non-bank financial institutions
10,638
13,242
5,832
9,379
39,091
8,880
2,254
1,697
51,922
-
51,922
Other financial assets
2,278
1,835
2,669
2,920
9,702
10,929
10,815
18,948
50,394
708
51,102
Total financial assets
153,397
22,051
17,695
26,226
219,369
71,664
54,626
208,215
553,874
125,050
678,924
2022
Total financial assets
187,577
18,259
16,461
25,223
247,520
68,679
50,450
187,808
554,457
145,766
700,223
(1)
Loans to customers excludes £3.5 billion (2022 - £3.3 billion) of impairment provisions.
Capital, liquidity and funding risk continued
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INFORMATION
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Contractual maturity
(audited)
Banking activities
Less than
6 months - 1
More than
Trading
1 months
1-3 months
3-6 months
year
Subtotal
1-3 years
3-5 years
5 years
Total
activities
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Bank deposits excluding repos
4,822
217
527
270
5,836
5,036
8,200
-
19,072
-
19,072
Bank repos
2,649
469
-
-
3,118
-
-
-
3,118
-
3,118
Customer repos
8,287
32
2,029
496
10,844
-
-
-
10,844
-
10,844
Customer deposits excluding repos
364,492
20,485
13,501
15,571
414,049
6,456
9
19
420,533
-
420,533
Personal
193,523
4,574
6,163
12,196
216,456
6,433
3
-
222,892
-
222,892
Corporate
129,939
11,376
6,656
2,747
150,718
13
3
19
150,753
-
150,753
Non-bank financial institutions
41,030
4,535
682
628
46,875
10
3
-
46,888
-
46,888
Settlement balances
6,645
-
-
-
6,645
-
-
-
6,645
-
6,645
Trading liabilities
-
-
-
-
-
-
-
-
-
53,636
53,636
Derivatives
14
14
23
63
114
125
20
10
269
72,126
72,395
Other financial liabilities
2,797
5,918
6,379
5,216
20,310
17,496
12,590
4,693
55,089
-
55,089
CPs and CDs
1,673
3,222
3,860
2,361
11,116
205
-
-
11,321
-
11,321
Medium term notes
50
2,674
1,416
2,738
6,878
16,188
11,953
4,484
39,503
-
39,503
Covered bonds
1,047
-
1,075
-
2,122
-
-
-
2,122
-
2,122
Securitisations
-
-
-
-
-
297
377
189
863
-
863
Customer deposits DFV
27
22
28
117
194
806
260
20
1,280
-
1,280
Subordinated liabilities
-
43
431
573
1,047
1,877
1,874
916
5,714
-
5,714
Notes in circulation
3,237
-
-
-
3,237
-
-
-
3,237
-
3,237
Lease liabilities
14
17
24
47
102
156
94
318
670
-
670
Total financial liabilities
392,957
27,195
22,914
22,236
465,302
31,146
22,787
5,956
525,191
125,762
650,953
2022
Total financial liabilities
436,251
19,253
12,620
8,483
476,607
26,194
20,782
9,023
532,606
146,723
679,329
Capital, liquidity and funding risk continued
NatWest Group
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ADDITIONAL
INFORMATION
259
Senior notes and subordinated liabilities - residual maturity profile by instrument type
(audited)
The table below shows NatWest Group’s debt securities in issue and subordinated liabilities by residual maturity.
Trading
liabilities
Other financial liabilities
Debt securities in issue
Debt securities
Commercial
Covered
Subordinated
Total notes
in issue MTNs
paper and CDs
MTNs
bonds
Securitisation
liabilities
Total
in issue
2023
£m
£m
£m
£m
£m
£m
£m
£m
Less than 1 year
418
11,116
6,878
2,122
-
1,047
21,163
21,581
1-3 years
48
205
16,188
-
297
1,877
18,567
18,615
3-5 years
-
-
11,953
-
376
1,874
14,203
14,203
More than 5 years
240
-
4,484
-
190
916
5,590
5,830
Total
706
11,321
39,503
2,122
863
5,714
59,523
60,229
2022
Less than 1 year
54
5,587
6,934
804
-
974
14,299
14,353
1-3 years
475
73
15,161
2,038
296
2,195
19,763
20,238
3-5 years
35
12
9,989
-
375
1,458
11,834
11,869
More than 5 years
233
-
6,600
-
188
1,633
8,421
8,654
Total
797
5,672
38,684
2,842
859
6,260
54,317
55,114
The table below shows the currency breakdown.
GBP
USD
EUR
Other
Total
2023
£m
£m
£m
£m
£m
Commercial paper and CDs
4,599
3,015
3,707
-
11,321
MTNs
4,421
17,214
15,496
3,078
40,209
Covered bonds
1,047
-
1,075
-
2,122
Securitisation
863
-
-
-
863
Subordinated liabilities
2,675
1,551
1,488
-
5,714
Total
13,605
21,780
21,766
3,078
60,229
2022
10,897
22,399
19,050
2,768
55,114
Capital, liquidity and funding risk continued
NatWest Group
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INFORMATION
260
Funding gap: maturity and segment analysis
The contractual maturity of loans to customers and customer deposits are shown
below. The table demonstrates the maturity transformation role being performed by
NatWest Group of lending long-term whilst relying largely on short-term funding. This
is possible as the behavioural profiles of many customer deposits, which tend to be
repayable on demand, show longer maturity and greater stability than their
contractual agreements.
NatWest Group forms expectations on customer behaviours through both qualitative
and quantitative techniques, incorporating observed customer behaviours over historic
time periods, which includes the more recent periods of interest rate change.
Customer behaviour assumptions are approved by the Natwest Group Balance Sheet
Committee and have been used to prepare the funding gap analysis, which reduces
maturity mismatch across the periods shown.
Contractual maturity
Behavioural maturity
Loans to customers (1)
Customer deposits
Net surplus/(gap)
Net surplus/(gap)
Greater
Greater
Greater
Greater
Less than
1-5
than
Less than
1-5
than
Less than
1-5
than
Less than
1-5
than
1 year
years
5 years
Total
1 year
years
5 years
Total
1 year
years
5 years
Total
1 year
years
5 years
Total
2023
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
Retail Banking
12
41
152
205
182
6
-
188
170
(35)
(152)
(17)
(5)
(6)
(6)
(17)
Private Banking
3
6
9
18
38
-
-
38
35
(6)
(9)
20
16
6
(2)
20
Commercial & Institutional
51
58
28
137
199
1
-
200
148
(57)
(28)
63
15
50
(2)
63
Central items & other
-
-
-
-
2
-
-
2
2
-
-
2
2
-
-
2
Total
66
105
189
360
421
7
-
428
355
(98)
(189)
68
28
50
(10)
68
2022
Total
73
103
180
356
450
2
-
452
377
(101)
(180)
96
12
74
10
96
(1)
Loans to customers and customer deposits include trading assets and trading liabilities respectively and excludes reverse repos and repos.
The net customer funding surplus has decreased by £28 billion during 2023 to £68 billion driven by a £24 billion decline in deposits and a £4 billion increase in loans to customers.
During 2023 there was a change in the customer deposit mix with a shift from instant access and current account to term products, with additional prudence applied to customer
account depositor behavioural assumptions.
Encumbrance
(audited)
NatWest Group evaluates the extent to which assets can be financed in a secured form
(encumbrance), but certain asset types lend themselves more readily to encumbrance.
The typical characteristics that support encumbrance are an ability to pledge those
assets to another counterparty or entity through operation of law without necessarily
requiring prior notification, homogeneity, predictable and measurable cash flows, and a
consistent and uniform underwriting and collection process. Retail assets including
residential mortgages, credit card receivables and personal loans display many of these
features.
NatWest Group categorises its assets into four broad groups, those that are:
Already encumbered and used to support funding currently in place through own-
asset securitisations, covered bonds and securities repurchase agreements.
Pre-positioned with central banks as part of funding schemes and those encumbered
under such schemes.
Ring-fenced to meet regulatory requirements, where NatWest Group has in place an
operational continuity in resolution (OCIR) investment mandate wherein the PRA
requires critical service providers to hold segregated liquidity buffers covering at least
50% of their annual fixed overheads.
Unencumbered. In this category, NatWest Group has in place an enablement
programme which seeks to identify assets capable of being encumbered and to
identify the actions to facilitate such encumbrance whilst not affecting customer
relationships or servicing. Programmes to manage the use of assets to actively
support funding are established within UK DoLSub and NatWest Markets Plc.
Capital, liquidity and funding risk continued
NatWest Group
2023 Annual Report and Accounts
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261
Balance sheet encumbrance
The table shows the retained encumbered assets of NatWest Group.
   
 
Encumbered as a result of transactions with
   
Unencumbered assets not pre-positioned with central banks
 
 
counterparties other than central banks
Pre-positioned
Collateral
         
   
SFT,
 
& encumbered
ring-fenced to
         
 
Covered
derivatives and
Total
assets held at
meet regulatory
Readily
Other
Cannot
   
 
debts
other (1,2)
 
central banks
requirement
available
available (3)
be used (4)
Total
Total (5)
2023
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
£bn
Cash and balances at central banks
-
5.1
5.1
-
-
99.2
-
-
99.2
104.3
Trading assets
-
18.9
18.9
-
-
2.5
0.5
23.7
26.7
45.6
Derivatives
             
78.9
78.9
78.9
Settlement balances
             
7.2
7.2
7.2
Loans to banks - amortised cost
-
0.1
0.1
-
-
5.3
0.7
0.8
6.8
6.9
Loans to customers - amortised cost
(6)
13.4
0.3
13.7
112.0
-
84.9
122.3
48.5
255.7
381.4
Other financial assets
(7)
-
15.3
15.3
-
1.9
31.9
0.3
1.7
33.9
51.1
Intangible assets
             
7.6
7.6
7.6
Other assets
-
-
-
-
-
-
2.5
6.3
8.8
8.8
Assets of disposal groups
(8)
-
-
-
-
-
-
-
0.9
0.9
0.9
Total assets
13.4
39.7
53.1
112.0
1.9
223.8
126.3
175.6
525.7
692.7
2022
                   
Total assets
11.5
33.8
45.3
99.9
1.8
260.1
127.1
185.8
573.0
720.0
(1)
Repos and other secured deposits, cash, coin and nostro balance held with the Bank of England as collateral against deposits and notes in circulation are included here rather than within those positioned at the central bank as they are part of normal
banking operations. Securities financing transactions (SFT) include collateral given to secure derivative liabilities.
(2)
Derivative cash collateral of £9.9 billion (2022 - £13 billion) has been included in the encumbered assets.
(3)
Other assets that are capable of being encumbered are those assets on the balance sheet that are available for funding and collateral purposes but are not readily realisable in their current form. These assets include loans that could be pre-positioned
with central banks but have not been subject to internal and external documentation review and diligence work.
(4)
Cannot be used includes:
a)
Derivatives, reverse repurchase agreements and trading related settlement balances.
b)
Non-financial assets such as intangibles, prepayments and deferred tax.
c)
Loans that are not encumbered and cannot be pre-positioned with central banks on criteria set by the central banks, including those relating to date of origination and level of documentation.
d)
Non-recourse invoice financing balances and certain shipping loans whose terms and structure prohibit their use as collateral.
(5)
In accordance with market practice, NatWest Group employs securities recognised on the balance sheet, and securities received under reverse repo transactions as collateral for repos.
(6)
The pre-positioned and encumbered assets held at central banks of £112.0 billion includes the encumbered residential mortgages of £21.6 billion. £70.9 billion of residential UK mortgages are included in £84.9 billion readily available loans to customers.
(7)
Other financial assets under SFT, derivatives and other include £0.5 billion of debt securities under the continuing control of NWB Plc. This follows the agreement between NWB Plc and the Group Pension Fund to establish a bankruptcy remote reservoir
trust to hold these assets. Refer to Note 5 for additional information.
(8)
The majority of UBIDAC assets are in contracted loan sale agreements as part of its phased withdrawal strategy and are unavailable for any alternative contingent liquidity arrangements. UBIDAC has in place a committed unsecured liquidity line from
NatWest Bank to support the withdrawal.
NatWest Group
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262
Market risk
NatWest Group is exposed to non-traded market risk through its banking activities and
to traded market risk through its trading activities. Non-traded and traded market risk
exposures are managed and discussed separately. The non-traded market risk section
begins below. The traded market risk section begins on page 269. Pension-related
activities also give rise to market risk. Refer to page 274 for more information on risk
related to pensions.
Non-traded market risk
Definition
(audited)
Non-traded market risk is the risk to the value of assets or liabilities outside the trading
book, or the risk to income, that arises from changes in market prices such as interest
rates, foreign exchange rates and equity prices, or from changes in managed rates.
Sources of risk
(audited)
The key sources of non-traded market risk are interest rate risk, credit spread risk,
foreign exchange risk, equity risk and accounting volatility risk. For detailed qualitative
and quantitative information on each of these risk types, refer to the separate sub-
sections following the VaR table below.
Key developments in 2023
In the UK, the Bank of England base rate rose from 3.50% at 31 December 2022 to
5.25% at 31 December 2023 as inflation pressures persisted in the short term.
However, the five-year sterling overnight index interest rate swap rate rose from
4.10% at 31 December 2022 to a peak of 5.37% in the third quarter of 2023, but fell
back to 3.38% at 31 December 2023. The corresponding ten-year rate rose from
3.75% at 31 December 2022 to a peak of 4.68% in the third quarter of 2023, but fell
back to 3.29% at 31 December 2023.
Overall, non-traded market risk VaR increased in 2023, on both an average and
period-end basis. This was driven by an increase in credit spread VaR, notably in the
second half of the year, reflecting increased holdings of bonds in the liquidity portfolio.
Interest rate VaR fell slightly in H2, driven by a reduction in the interest rate-sensitive
position, particularly in sterling. By the end of 2023, credit spread risk had replaced
interest rate risk as the main driver of non-traded market risk VaR.
NatWest Group’s structural hedge notional reduced to £207 billion at 31 December
2023 from £231 billion at 31 December 2022 mainly as a result of lower current
account and instant access savings deposits. This also reflected the impact of
changes in the deposit mix, whereby customers have moved balances into fixed-
term savings accounts. Higher swap rates were reflected in a higher yield on the
structural hedge, which rose from 0.98% in 2022 to 1.47% in 2023.
The sensitivity of net interest earnings to a 25-basis-point upward shift in the yield
curve was a cumulative £760 million over three years at 31 December 2023,
compared to £893 million at 31 December 2022. The main contributors to the
reduced sensitivity were lower volumes of managed margin deposits and current
accounts, which included the migration to fixed-term savings accounts.
Sterling strengthened against the US dollar, to 1.27 at 31 December 2023 compared
to 1.21 at 31 December 2022. It also strengthened against the euro, to 1.15 at 31
December 2023 compared to 1.13 at 31 December 2022. Net investments in foreign
operations decreased by £1.8 billion in sterling equivalent terms over the year, mainly
reflecting the UBIDAC wind-down. However, after hedging, residual structural foreign
currency exposures were broadly stable, decreasing, in sterling equivalent terms, by
£0.2 billion.
Governance
(audited)
Responsibility for identifying, measuring, monitoring and controlling market risk arising
from non-trading activities lies with the relevant business. Oversight is provided by the
independent Risk function.
Risk positions are reported regularly to the Executive Risk Committee, the Board Risk
Committee, and the Board as well as to the Asset & Liability Management Committee.
Non-traded market risk policy sets out the governance and risk management
framework.
Risk appetite
NatWest Group’s qualitative appetite is set out in the non-traded market risk appetite
statement.
Its quantitative appetite is expressed in terms of value-at-risk (VaR), stressed value-at-
risk (SVaR), sensitivity and stress limits, and earnings-at-risk limits.
The limits are reviewed to reflect changes in risk appetite, business plans, portfolio
composition and the market and economic environments. To ensure approved limits are
not breached and that NatWest Group remains within its risk appetite, triggers have
been set and are actively managed.
The risk appetite statements and associated measures are reviewed at least annually by
the Board on the Board Risk Committee’s recommendation to ensure they remain
appropriate and aligned to strategy. For further information on risk appetite and risk
controls, refer to pages 175 and 176.
Market risk continued
NatWest Group
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263
Risk measurement
Non-traded internal VaR (1-day 99%)
The following table shows one-day internal banking book value-at-risk (VaR) at a 99% confidence level, split by risk type. VaR values for each year are calculated based on one-day
values for each of the 12 month-end reporting dates.
NatWest Group’s VaR metrics are explained on page 271. Each of the key risk types are discussed in greater detail in their individual sub-sections following this table.
2023
2022
Average
Maximum
Minimum
Period end
Average
Maximum
Minimum
Period end
£m
£m
£m
£m
£m
£m
£m
£m
Interest rate
38.0
63.2
24.6
24.6
30.4
60.7
7.6
37.7
Credit spread
33.1
54.2
20.9
54.2
36.3
86.6
19.9
20.3
Structural foreign exchange rate
11.2
13.6
8.4
12.1
8.9
11.3
6.1
11.3
Equity
14.2
19.0
10.4
10.4
18.1
22.2
13.7
14.7
Pipeline risk
(1)
3.3
7.1
1.4
7.1
1.5
4.5
0.3
2.4
Diversification
(2)
(34.4)
(29.9)
(36.9)
(34.9)
Total
65.4
83.4
52.1
78.5
58.3
91.2
45.5
51.5
(1)
Pipeline risk is the risk of loss arising from personal customers owning an option to draw down a loan – typically a mortgage – at a committed rate, where interest rate changes may result in greater or fewer customers than anticipated taking up the
committed offer.
(2)
NatWest Group benefits from diversification across various financial instrument types, currencies and markets. The extent of the diversification benefit depends on the correlation between the assets and risk factors in the portfolio at a particular time. The
diversification factor is the sum of the VaR on individual risk types less the total portfolio VaR.
Overall, non-traded market risk VaR increased in 2023, on both an average and period-end basis. This was driven by an increase in credit spread VaR, notably in the second half of
the year, reflecting increased holdings of bonds in the liquidity portfolio.
Interest rate VaR fell slightly in H2, driven by a reduction in the interest-rate-sensitive position, particularly in sterling.
By the end of 2023, credit spread risk had replaced interest rate risk as the main driver of non-traded market risk VaR.
Market risk continued
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264
Interest rate risk
Non-traded interest rate risk (NTIRR) arises from the provision to customers of a range
of banking products with differing interest rate characteristics. When aggregated, these
products form portfolios of assets and liabilities with varying degrees of sensitivity to
changes in market interest rates. Mismatches can give rise to volatility in net interest
income as interest rates vary.
NTIRR comprises the following three primary risk types:
Gap risk: arises from the timing of rate changes in non-trading book instruments. The
extent of gap risk depends on whether changes to the term structure of interest
rates occur consistently across the yield curve (parallel risk) or differentially by period
(non-parallel risk).
Basis risk: captures the impact of relative changes in interest rates for financial
instruments that have similar tenors but are priced using different interest rate
indices, or on the same interest rate indices but with different tenors.
Option risk: arises from option derivative positions or from optional elements
embedded in assets, liabilities and/or off-balance sheet items, where NatWest Group
or its customer can alter the level and timing of their cash flows. Option risk also
includes pipeline risk.
To manage exposures within its risk appetite, NatWest Group aggregates interest rate
positions and hedges its residual exposure, primarily with interest rate swaps.
Structural hedging aims to reduce gap risk and the sensitivity of earnings to interest rate
shocks. It also provides some protection against prolonged periods of falling rates.
Structural hedging is explained in greater detail below, followed by information on how
NatWest Group measures NTIRR from both an economic value-based and an earnings-
based perspective.
Structural hedging
NatWest Group has a significant pool of stable, non and low interest-bearing liabilities,
principally comprising current accounts and savings, in addition to its equity and
reserves. A proportion of these balances are hedged, either by investing directly in
longer-term fixed-rate assets (such as fixed-rate mortgages) or by using interest rate
swaps, which are generally booked as cash flow hedges of floating-rate assets, in order
to provide a consistent and predictable revenue stream.
After hedging the net interest rate exposure externally, NatWest Group allocates income
to equity or products in structural hedges by reference to the relevant interest rate swap
curve. Over time, this approach has provided a basis for stable income attribution for
management purposes to products and interest rate returns. The programme aims to
track a time series of medium-term swap rates, but the yield will be affected by changes
in product volumes and NatWest Group’s equity capital.
The table below shows hedge income, total yield, incremental income and the period-end
and average notional balances allocated to equity and products in respect of the
structural hedges managed by NatWest Group. Hedge income represents the fixed leg of
the hedge, while incremental income represents the difference between hedge income
and short-term cash rates. Both years are presented on a revised basis of preparation
vs. the 2022 Annual Report and Accounts. UBIDAC is no longer included. In addition, the
‘Other’ category is no longer used: hedges booked in Coutts & Co. have now been
allocated between product hedges and equity hedges, while hedges booked in RBS
International have been allocated to product hedges.
2023
2022
Incremental
Hedge
Period end
Average
Total
Incremental
Hedge
Period end
Average
Total
income (1)
income
notional
notional
yield
income (1)
income
notional
notional
yield
£m
£m
£bn
£bn
%
£m
£m
£bn
£bn
%
Equity
(611)
418
22
22
1.87
63
372
23
22
1.72
Product
(6,321)
2,822
185
199
1.42
(1,074)
1,780
208
197
0.90
Total
(6,932)
3,240
207
221
1.47
(1,011)
2,152
231
219
0.98
(1)
Incremental income represents the difference between hedge income and an unhedged return that is based on short-term cash rates. For example, the sterling overnight index average (SONIA) is used to estimate incremental income from sterling
structural hedges.
Equity structural hedges refer to income allocated primarily to equity and reserves. At 31 December 2023, the equity structural hedge notional was allocated between NWH Group and
NWM Group in a ratio of approximately 78%/22% respectively.
Product structural hedges refer to income allocated to customer products by NWH Group Treasury, mainly current account and savings balances in Commercial & Institutional, Retail
Banking and Private Banking.
At 31 December 2023, approximately 94% by notional of total structural hedges were sterling-denominated.
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The structural hedge period-end notional fell, mainly due to lower volumes of current
account and managed rate savings deposits. This also reflected the impact of
changes in the deposit mix, whereby customers have moved balances into fixed-
term savings accounts.
The five-year sterling swap rate fell to 3.38% at 31 December 2023 from 4.10% at 31
December 2022. The ten-year sterling swap rate also fell, to 3.29% from 3.75%. The
structural hedge yield rose to 1.47% in 2023 from 0.98% in 2022.
Hedge income rose by £1,088 million to £3,240 million from £2,152 million. Despite
the increase in hedge income, incremental income fell. This illustrates the relative
stability of hedge income compared to an unhedged portfolio that would earn short-
term cash rates. Compared to the 49-basis-point increase in the structural hedge
total yield, SONIA increased 176 basis points to 5.19% at 31 December 2023 from
3.43% at 31 December 2022.
The following table presents the incremental income associated with product structural
hedges at segment level.
2023
2022
£m
£m
Retail Banking
(2,644)
(463)
Commercial & Institutional
(3,213)
(537)
Private Banking & Other
(464)
(74)
Total
(6,321)
(1,074)
NTIRR can be measured using value-based or earnings-based approaches. Value-based
approaches measure the change in value of the balance sheet assets and liabilities
including all cash flows. Earnings-based approaches measure the potential impact on the
income statement of changes in interest rates over a defined horizon, generally one to
three years.
NatWest Group uses VaR as its value-based approach and sensitivity of net interest
earnings as its earnings-based approach.
These two approaches provide complementary views of the impact of interest rate risk
on the balance sheet at a point in time. The scenarios employed in the net interest
earnings sensitivity approach may incorporate assumptions about how NatWest Group
and its customers will respond to a change in the level of interest rates. In contrast, the
VaR approach measures the sensitivity of the balance sheet at a point in time. Capturing
all cash flows, VaR also highlights the impact of duration and repricing risks beyond the
one-to-three-year period shown in earnings sensitivity calculations.
Value-at-risk
VaR is a statistical estimate of the potential change in the market value of a portfolio
(and, thus, the impact on the income statement) over a specified time horizon at a given
confidence level.
NatWest Group’s standard VaR metrics – which assume a time horizon of one trading
day and a confidence level of 99% – are based on interest rate repricing gaps at the
reporting date. Daily rate moves are modelled using observations from the last 500
business days. These incorporate customer products plus associated funding and
hedging transactions as well as non-financial assets and liabilities. Behavioural
assumptions are applied as appropriate.
The non-traded interest rate risk VaR metrics for NatWest Group’s retail and commercial
banking activities are included in the banking book VaR table presented earlier in this
section. The VaR captures the risk resulting from mismatches in the repricing dates of
assets and liabilities.
It also includes any mismatch between the maturity profile of external hedges and
NatWest Group’s target maturity profile for the hedge.
Sensitivity of net interest earnings
Net interest earnings are sensitive to changes in the level of interest rates, mainly
because maturing structural hedges are replaced at higher or lower rates and changes
to coupons on managed rate customer products do not always match changes in
market rates of interest or central bank policy rates.
Earnings sensitivity is derived from a market-implied forward rate curve, which will
incorporate expected changes in central bank policy rates such as the Bank of England
base rate. A simple scenario is shown that projects forward earnings based on the 31
December 2023 balance sheet, which is assumed to remain constant. An earnings
projection is derived from the market-implied curve, which is then subject to interest rate
shocks. The difference between the market-implied projection and the shock gives an
indication of underlying sensitivity to interest rate movements.
Reported sensitivities should not be considered a forecast of future performance in these
rate scenarios. Actions that could reduce interest earnings sensitivity include changes in
pricing strategies on customer loans and deposits as well as hedging. Management
action may also be taken to stabilise total income also taking into account non-interest
income.
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Three-year 25-basis-point sensitivity table
The table below shows the sensitivity of net interest earnings – for both structural hedges and managed rate accounts – on a one, two and three-year forward-looking basis to an
upward or downward interest rate shift of 25 basis points.
In all scenarios, yield curves are assumed to move in parallel. For more information and assumptions relating to this and the following table, refer to the previous page.
+25 basis points upward shift
-25 basis points downward shift
Year 1
Year 2
Year 3
Year 1
Year 2
Year 3
2023
£m
£m
£m
£m
£m
£m
Structural hedges
44
138
227
(44)
(138)
(227)
Managed margin
120
117
114
(125)
(121)
(105)
Total
164
255
341
(169)
(259)
(332)
2022
Structural hedges
50
158
260
(50)
(158)
(260)
Managed margin
148
141
136
(170)
(140)
(129)
Total
198
299
396
(220)
(298)
(389)
(1)
Earnings sensitivity considers only the main drivers, namely structural hedging and margin management.
The overall reduction in the sensitivity of net interest income earnings in all scenarios mainly reflects lower managed rate deposit and current account volumes. This includes
changes in the deposit mix, whereby customers have moved balances into fixed-term savings from managed-rate savings accounts.
One-year 25 and 100-basis-point sensitivity table
The following table presents the one-year sensitivity to upward and downward 25-basis-point and 100-basis-point shifts in the yield curve, analysed by currency.
2023
2022
Shifts in yield curve
Shifts in yield curve
+25 basis points
-25 basis points
+100 basis points
-100 basis points
+25 basis points
-25 basis points
+100 basis points
-100 basis points
£m
£m
£m
£m
£m
£m
£m
Euro
7
(11)
38
(45)
13
(12)
48
(50)
Sterling
138
(139)
504
(577)
172
(194)
698
(784)
US dollar
14
(14)
54
(56)
10
(11)
42
(53)
Other
5
(5)
21
(22)
3
(3)
13
(16)
Total
164
(169)
617
(700)
198
(220)
801
(903)
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Sensitivity of fair value through other comprehensive income (FVOCI) portfolios
and cash flow hedging reserves to interest rate movements
NatWest Group holds most of the bonds in its liquidity portfolio at fair value and the
bonds are generally classified as FVOCI for accounting purposes. Valuation changes
arising from unexpected movements in market rates are initially recognised in FVOCI
reserves.
Interest rate swaps are used to implement the structural hedging programme and also
hedging of some personal and commercial lending portfolios, primarily fixed-rate
mortgages. Generally, these swaps are booked in cash flow hedge accounting
relationships. Changes in the valuation of swaps that are in effective cash flow hedge
accounting relationships are recognised in cash flow hedge reserves.
The table below shows the sensitivity of bonds initially classified as FVOCI and swaps
subject to cash flow hedge accounting to a parallel shift in all rates. Valuation changes
affecting interest rate swaps that hedge bonds in the liquidity portfolio are also included.
Where FVOCI bonds and swaps are booked in fair value hedge accounting relationships,
the valuation change affecting both instruments would be recognised in the income
statement. Cash flow hedges are assumed to be fully effective.
Note that the effectiveness of cash flow and fair value hedge relationships is monitored
and regularly tested in accordance with IFRS requirements. Note also that valuation
changes affecting the cash flow hedge reserve affect tangible net asset value, but would
not be expected to affect CET1 capital.
2023
2022
+25 basis points
-25 basis points
+100 basis points
-100 basis points
+25 basis points
-25 basis points
+100 basis points
-100 basis points
£m
£m
£m
£m
£m
£m
£m
£m
FVOCI reserves
(1)
1
(10)
(1)
(3)
2
(13)
5
Cash flow hedge reserves
(251)
254
(981)
1,041
(278)
281
(1,097)
1,138
Total
(252)
255
(991)
1,040
(281)
283
(1,110)
1,143
The sensitivity of FVOCI and cash flow hedge reserves was broadly stable in 2023 compared to 2022. The movement in cash flow hedge reserves in 2023 is shown in the
statement of changes in equity on page 301.
Credit spread risk
Credit spread risk arises from the potential adverse economic impact of a change in the
spread between bond yields and swap rates, where the bond portfolios are accounted at
fair value through other comprehensive income.
NatWest Group’s bond portfolios primarily comprise high-quality securities maintained as
a liquidity buffer to ensure it can continue to meet its obligations in the event that access
to wholesale funding markets is restricted. Additionally, other high-quality bond portfolios
are held for collateral purposes and to support payment systems.
Credit spread risk is monitored daily through sensitivities and VaR measures (refer to the
non-traded market risk VaR table earlier in this section). Exposures and limit utilisations
are reported to senior management on a regular basis. Dealing mandates in place for
the bond portfolios further mitigate the risk by imposing constraints by duration, asset
class and credit rating.
Foreign exchange risk
Non-traded foreign exchange risk arises from three main sources:
Structural foreign exchange rate risk – mainly arises from the capital deployed in
foreign subsidiaries and branches.
Transactional foreign exchange rate risk – arises from customer transactions and
profits and losses that are in a currency other than the functional currency.
Forecast earnings or costs in foreign currencies – NatWest Group assesses its
potential exposure to forecast foreign currency income and expenses. NatWest
Group hedges forward some forecast expenses.
The most material non-traded open currency positions are the structural foreign
exchange exposures arising from investments in foreign subsidiaries and branches.
These exposures are assessed and managed to predefined risk appetite levels under
delegated authority agreed by the CFO with support from the Asset & Liability
Management Committee. NatWest Group seeks to limit the potential volatility impact on
its CET1 ratio from exchange rate movements by deliberately maintaining a structural
open currency position. Gains or losses arising from the retranslation of net investments
in overseas operations are recognised in other comprehensive income and reduce the
sensitivity of capital ratios to foreign exchange rate movements primarily arising from the
retranslation of non-sterling denominated RWAs. Sensitivity is minimised where, for a
given currency, the ratio of the structural open position to RWAs equals the CET1 ratio.
The sensitivity of this ratio to exchange rates is monitored monthly and reported to the
Asset & Liability Management Committee at least quarterly. Foreign exchange exposures
arising from customer transactions are hedged by businesses on a regular basis in line
with NatWest Group policy.
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Foreign exchange risk
The table below shows structural foreign currency exposures.
Net investments
Net investment
Structural foreign currency
Residual structural
in foreign operations
hedges
exposures pre-economic hedges
Economic hedges (1)
foreign currency exposures
2023
£m
£m
£m
£m
£m
US dollar
1,185
(228)
957
(957)
-
Euro
4,475
(2,585)
1,890
-
1,890
Other non-sterling
963
(429)
534
-
534
Total
6,623
(3,242)
3,381
(957)
2,424
2022
US dollar
1,278
(303)
975
(975)
-
Euro
6,189
(4,164)
2,025
-
2,025
Other non-sterling
996
(431)
565
-
565
Total
8,463
(4,898)
3,565
(975)
2,590
(1)
Economic hedges of US dollar net investments in foreign operations represent US dollar AT1 equity securities that do not qualify as net investment hedges for accounting purposes. They provide an offset to structural foreign exchange exposures to the
extent that there are net assets in overseas operations available, but they are accounted for at historical cost under IFRS until redemption.
The reduction in both net investments in foreign operations and net investment hedges mainly reflected the wind-down of UBIDAC.
Changes in foreign currency exchange rates affect equity in proportion to structural foreign currency exposure pre economic hedges. For example, a 5% strengthening or
weakening in foreign currencies against sterling would result in a gain or loss of £0.2 billion in equity, respectively.
Equity risk
(audited)
Non-traded equity risk is the potential variation in income and reserves arising from
changes in equity valuations. Equity positions are carried on the balance sheet at fair
value based on market prices where available. Equity positions may take the form of
shares that are publicly listed on a recognised exchange, such as NatWest Group’s
investment in Permanent TSB, privately owned investments such as the investment in
Vodeno and shareholdings in industry participations including SWIFT. Further disclosure
of NatWest Group’s investments in equity shareholdings, fair value gains and losses and
valuation techniques may be found in the notes to the consolidated financial statements.
Investments, acquisitions or disposals of a strategic nature are referred to the
Acquisitions & Disposals Committee. Once approved by the CFO with support from the
Acquisitions & Disposals Committee for execution, such transactions are referred for
approval to the Board, the Executive Committee, the Chief Executive, the Chief Financial
Officer or as otherwise required. Decisions to acquire or hold equity positions in the non-
trading book that are not of a strategic nature are taken by authorised persons with
delegated authority.
Non-traded equity value at risk is monitored monthly and capital allocation to the risk is
included in NatWest Group’s annual Internal Capital Adequacy Assessment Process
(ICAAP).
Accounting volatility risk
Accounting volatility risk arises when an exposure is accounted for at amortised cost but
economically hedged by a derivative that is accounted for at fair value. Although this is
not an economic risk, the difference in accounting between the exposure and the hedge
creates volatility in the income statement.
Accounting volatility can be mitigated through hedge accounting. However, residual
volatility will remain in cases where accounting rules mean that hedge accounting is not
an option, or where there is some hedge ineffectiveness. Accounting volatility risk is
reported to the Asset & Liability Management Committee monthly and capitalised as part
of the ICAAP.
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Traded market risk
Definition (audited)
Traded market risk is the risk of losses in trading book positions from fluctuations in
market variables, such as interest rates, credit spreads, foreign exchange rates, equity
prices, implied volatilities and asset correlations.
Sources of risk
(audited)
Traded market risk mainly arises from NatWest Group’s trading activities. These
activities provide a range of financing, risk management and investment services to
clients
including corporations and financial institutions
around the world. From a
market risk perspective, activities are focused on rates; currencies; and traded credit.
NatWest Group undertakes transactions in financial instruments including debt securities,
as well as securities financing and derivatives.
All material traded market risk resides in NatWest Markets. The key categories are
interest rate risk, credit spread risk and foreign currency price risk.
Trading activities may also give rise to counterparty credit risk. For further detail refer to
the Credit risk section.
Key developments in 2023
The year was marked by periods of increased market volatility reflecting UK political
developments, global inflationary concerns, the ongoing Russia-Ukraine conflict and
the Israel–Hamas conflict.
The significant volatility in Gilts, sterling swaps and inflation entered the rolling
window for VaR calculation during 2023. However, traded VaR and SVaR remained
within appetite and, on an average basis, at similar levels compared to 2022, aided
by NatWest Group’s continued disciplined approach to risk-taking.
Governance
(audited)
Market risk policy statements set out the governance and risk management framework.
Responsibility for identifying, measuring, monitoring and controlling market risk arising
from trading activities lies with the relevant trading business. The Market Risk function
independently advises on, monitors and challenges the risk-taking activities undertaken
by the trading business ensuring these are within the constraints of the market risk
framework, policies, and risk appetite statements and measures.
Risk appetite
NatWest Group’s qualitative appetite for traded market risk is set out in the traded
market risk appetite statement. Quantitative appetite is expressed in terms of exposure
limits. The limits at NatWest Group level comprise value-at-risk (VaR), stressed value-at-
risk (SVaR) and stress-testing. More details on these are provided on the following pages.
For each trading business, a document known as a dealing authority compiles details of
all applicable limits and trading restrictions. The desk-level mandates comprise qualitative
limits related to the product types within the scope of each desk, as well as quantitative
metrics specific to the desk’s market risk exposures. These additional limits and metrics
aim to control various risk dimensions such as exposure size, aged inventory, currency
and tenor.
The limits are reviewed to reflect changes in risk appetite, business plans, portfolio
composition and the market and economic environments and recalibrated to ensure that
they remain aligned to NatWest Group RWA targets. Limit reviews focus on optimising
the alignment between traded market risk exposure and capital usage.
To ensure approved limits are not breached and that NatWest Group remains within its
risk appetite, triggers have been set such that if exposures exceed a specified level,
action plans are developed by the relevant business and the Market Risk function and
implemented. The risk appetite statements and associated measures are reviewed at
least annually by the Board on the Board Risk Committee’s recommendation to ensure
they remain appropriate and aligned to strategy. For more detail on risk appetite and
risk controls, refer to pages 175 and 176.
Monitoring and mitigation
Traded market risk is identified and assessed by gathering, analysing, monitoring and
reporting market risk information at desk, business, business segment and NatWest
Group-wide levels. Industry expertise, continued system developments and techniques
such as stress testing are also used to enhance the effectiveness of the identification and
assessment of all material market risks.
Traded market risk exposures are monitored against limits and analysed daily. A daily
report summarising the position of exposures against limits at desk, business, business
segment and NatWest Group levels is provided to senior management and market risk
managers across the function. Limit reporting is supplemented with regulatory capital
and stress testing information as well as ad-hoc reporting.
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A risk review of trading businesses is undertaken weekly with senior risk and front office
staff. This includes a review of profit and loss drivers, notable position concentrations and
other positions of concern.
Business profit and loss performance is monitored automatically through loss triggers
which, if breached, require a remedial action plan to be agreed between the Market Risk
function and the business. The loss triggers are set using both a fall-from-peak approach
and an absolute loss level. In addition, regular updates on traded market risk positions
are provided to the Executive Risk Committee, the Board Risk Committee and the Board.
Measurement
NatWest Group uses VaR, SVaR and the incremental risk charge (IRC) to capitalise
traded market risk. Risks that are not adequately captured by VaR or SVaR are captured
by the Risks Not In VaR (RNIV) framework to ensure that NatWest Group is adequately
capitalised for market risk. In addition, stress testing is used to identify any vulnerabilities
and potential losses.
The key inputs into these measurement methods are market data and risk factor
sensitivities. Sensitivities refer to the changes in trade or portfolio value that result from
small changes in market parameters that are subject to the market risk limit framework.
Revaluation ladders are used in place of sensitivities to capture the impact of large
moves in risk factors or the joint impact of two risk factors.
These methods have been designed to capture correlation effects and allow NatWest
Group to form an aggregated view of its traded market risk across risk types, markets
and business lines while also taking into account the characteristics of each risk type.
Value-at-risk
For internal risk management purposes, VaR assumes a time horizon of one trading day
and a confidence level of 99%.
The internal VaR model – which captures all trading book positions including those
products approved by the regulator – is based on a historical simulation, utilising market
data from the previous 500 days. During 2023, an update was made to the VaR model
to make it more sensitive to recent market conditions, following approval from the PRA.
The model also captures the potential impact of interest rate risk; credit spread risk;
foreign currency price risk; equity price risk; and commodity price risk.
When simulating potential movements in such risk factors, a combination of absolute,
relative and rescaled returns is used.
The performance and adequacy of the VaR model are tested regularly through the
following processes:
Back-testing: Internal and regulatory back-testing is conducted on a daily basis.
Information on internal back-testing is provided in this section. Information on
regulatory back-testing appears in the Pillar 3 Report.
Ongoing model validation: VaR model performance is assessed both regularly, and on
an ad-hoc basis, if market conditions or portfolio profile change significantly.
Model Risk Management review: As part of the model lifecycle, all risk models
(including the VaR model) are independently reviewed to ensure the model is still fit
for purpose given current market conditions and portfolio profile. For further detail on
the independent model validation carried out by Model Risk Management refer to
page 281. More information relating to pricing and market risk models is presented in
the Pillar 3 Report.
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One-day 99% traded internal VaR
Traded VaR (1-day 99%) (audited)
The table below shows one-day 99% internal VaR for NatWest Group’s trading portfolios, split by exposure type.
2023
2022
Average
Maximum
Minimum
Period end
Average
Maximum
Minimum
Period end
£m
£m
£m
£m
£m
£m
£m
£m
Interest rate
9.8
19.3
4.3
7.4
7.3
12.6
4.1
9.0
Credit spread
6.2
7.1
4.9
6.8
7.8
12.0
6.0
6.4
Currency
2.3
7.0
0.9
1.8
3.1
8.0
1.2
1.5
Equity
-
0.1
-
0.1
-
0.3
-
-
Diversification
(1)
(7.0)
(7.2)
(7.5)
(6.8)
Total
11.3
20.0
6.6
8.9
10.7
15.1
7.2
10.1
(1)
NatWest Group benefits from diversification across various financial instrument types, currencies and markets. The extent of the diversification benefit depends on the correlation between the assets and risk factors in the portfolio at a particular time. The
diversification factor is the sum of the VaR on individual risk types less the total portfolio VaR.
On an average basis, traded VaR remained at similar levels in 2023 compared to 2022.
The increase in average interest rate VaR, compared to 2022, reflected an increase in curve risk in sterling and euro flow trading.
The decrease in average credit spread VaR mostly reflected a tightening of credit spreads on the net longer credit profile over the period
.
0
5
10
15
20
25
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Total Trading VaR
Interest Rate VaR
Credit VaR
FX VaR
Equity VaR
£m
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VaR back-testing
The main approach employed to assess the VaR model’s ongoing performance is back-
testing, which counts the number of days when a loss exceeds the corresponding daily
VaR estimate, measured at a 99% confidence level.
Two types of profit and loss (P&L) are used in back-testing comparisons: Actual P&L and
Hypothetical P&L. For more details on the back-testing approach, refer to the Pillar 3
Report.
The table below shows internal back-testing exceptions in the major NatWest Markets
businesses for the 250-business-day period to 31 December 2023. Internal back-testing
compares one-day 99% traded internal VaR with Actual and Hypothetical (Hypo) P&L.
Back-testing exceptions
Actual
Hypo
Rates
-
-
Currencies
-
-
Credit
1
1
xVA
-
-
The back-testing exception was driven by losses in Financials in March 2023 due to
increased credit market volatility following the collapse of Silicon Valley Bank.
Stressed VaR (SVaR)
As with VaR, the SVaR methodology produces estimates of the potential change in the
market value of a portfolio, over a specified time horizon, at a given confidence level.
SVaR is a VaR-based measure using historical data from a one-year period of stressed
market conditions.
A simulation of 99% VaR is run on the current portfolio for each 250-day period from
2005 to the current VaR date, moving forward one day at a time. The SVaR is the worst
VaR outcome of the simulated results.
This is in contrast with VaR, which is based on a rolling 500-day historical data set. A
time horizon of ten trading days is assumed with a confidence level of 99%.
The internal traded SVaR model captures all trading book positions.
2023
2022
Period
Period
Average
Maximum
Minimum
end
Average
Maximum
Minimum
end
£m
£m
£m
£m
£m
£m
£m
£m
Total internal
traded SVaR
56
140
28
36
70
206
34
40
Traded SVaR was, on an average basis, lower in 2023 than in 2022, following the
reduction in tenor basis risk in sterling flow trading resulting from the VaR model
update in Q3 2022.
Risks Not In VaR (RNIVs)
The RNIV framework is used to identify and quantify market risks that are not fully
captured by the internal VaR and SVaR models.
RNIV calculations form an integral part of ongoing model and data improvement efforts
to capture all market risks in scope for model approval in VaR and SVaR.
For further qualitative and quantitative disclosures on RNIVs, refer to the Market risk
section of the Pillar 3 Report.
Stress testing
For information on stress testing, refer to page 177.
Incremental risk charge (IRC)
The IRC model quantifies the impact of rating migration and default events on the
market value of instruments with embedded credit risk (in particular, bonds and credit
default swaps) held in the trading book. It further captures basis risk between different
instruments, maturities and reference entities. For further qualitative and quantitative
disclosures on the IRC, refer to the Market risk section of the Pillar 3 Report.
Market risk continued
NatWest Group
2023 Annual Report and Accounts
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Market risk – linkage to balance sheet
The table below analyses NatWest Group’s balance sheet by non-trading and trading business.
   
 
2023
2022
 
   
Non-trading
Trading
 
Non-trading
Trading
 
 
Total
business (1)
business (2)
Total
business (1)
business (2)
 
 
£bn
£bn
£bn
£bn
£bn
£bn
Primary market risk factor
Assets
             
Cash and balances at central banks
104.3
104.3
-
144.8
144.8
-
Interest rate
Trading assets
45.6
0.8
44.8
45.6
1.2
44.4
 
Reverse repos
23.7
-
23.7
21.5
-
21.5
Interest rate
Securities
12.0
-
12.0
9.9
-
9.9
Interest rate, credit spreads, equity
Other
9.9
0.8
9.1
14.2
1.2
13.0
Interest rate
Derivatives
78.9
1.0
77.9
99.5
1.3
98.2
Interest rate, credit spreads, equity
Settlement balances
7.2
0.9
6.3
2.6
0.2
2.4
Settlement
Loans to banks
6.9
6.8
0.1
7.1
7.0
0.1
Interest rate
Loans to customers
381.4
381.4
-
366.3
366.2
0.1
Interest rate
Other financial assets
51.1
51.1
-
30.9
30.9
-
Interest rate, credit spreads, equity
Intangible assets
7.6
7.6
-
7.1
7.1
-
Interest rate, credit spreads, equity
Other assets
8.8
8.8
-
9.3
9.3
-
 
Assets of disposal groups
0.9
0.9
-
6.9
6.9
-
 
Total assets
692.7
563.6
129.1
720.1
574.9
145.2
 
Liabilities
             
Bank deposits
22.2
22.2
-
20.4
20.4
-
Interest rate
Customer deposits
431.4
431.4
-
450.3
450.3
-
Interest rate
Settlement balances
6.6
-
6.6
2.0
-
2.0
Settlement
Trading liabilities
53.6
-
53.6
52.8
-
52.8
 
Repos
26.9
-
26.9
23.7
-
23.7
Interest rate
Short positions
9.8
-
9.8
9.5
-
9.5
Interest rate, credit spreads
Other
16.9
-
16.9
19.6
-
19.6
Interest rate
Derivatives
72.4
1.2
71.2
94.0
1.5
92.5
Interest rate, credit spreads
Other financial liabilities
55.1
55.0
0.1
49.1
49.0
0.1
Interest rate
Subordinated liabilities
5.7
5.7
-
6.3
6.3
-
Interest rate
Notes in circulation
3.2
3.2
-
3.2
3.2
-
Interest rate
Other liabilities
5.3
5.3
-
5.5
5.5
-
 
Total liabilities
655.5
524.0
131.5
683.6
536.2
147.4
 
(1)
Non-trading businesses are entities that primarily have exposures that are not classified as trading book. For these exposures, with the exception of pension-related activities, the main measurement methods are sensitivity analysis of net interest income,
internal non-traded market risk VaR and fair value calculations. For more information refer to the non-traded market risk section.
(2)
Trading businesses are entities that primarily have exposures that are classified as trading book under regulatory rules. For these exposures, the main methods used by NatWest Group to measure market risk are detailed in the traded market risk section.
(3)
Foreign exchange risk affects all non-sterling denominated exposures on the balance sheet across trading and non-trading businesses, and therefore has not been listed in the above tables.
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274
Pension risk
Definition
Pension risk is defined as the inability to meet contractual
obligations and other liabilities to the established employee
or related company pension scheme.
Sources of risk
NatWest Group has exposure to pension risk through its
defined benefit schemes worldwide. The Main section of
The NatWest Group Pension Fund (the Main section) is the
largest source of pension risk with £33.6 billion of assets
and £26.5 billion of liabilities at 31 December 2023 (2022 –
£34.0 billion of assets and £24.7 billion of liabilities). Refer to
Note 5 to the consolidated financial statements, for further
details on NatWest Group’s pension obligations, including
sensitivities to the main risk factors.
Pension scheme liabilities vary with changes in long-term
interest rates and inflation as well as with pensionable
salaries, the longevity of scheme members and legislation.
Pension scheme assets vary with changes in interest rates,
inflation expectations, credit spreads, exchange rates, and
equity and property prices. NatWest Group is exposed to
the risk that the schemes’ assets, together with future
returns and additional future contributions, are estimated to
be insufficient to meet liabilities as they fall due. In such
circumstances, NatWest Group could be obliged (or might
choose) to make additional contributions to the schemes or
be required to hold additional capital to mitigate this risk.
On 16 June 2023, the High Court issued a ruling in respect
of Virgin Media v NTL Pension Trustees II Limited (and
others) calling into question the validity of rule amendments
made to defined benefit pension schemes contracted-out
on a Reference Scheme Test basis between 6 April 1997
and 5 April 2016. Amendments to these pension schemes
over this time required confirmation from the Scheme
Actuary that the Reference Scheme Test would continue to
be met. In the absence of such a confirmation, the Rule
amendment would be void. Following the review of a
selection of amendments judged as material, the liabilities
disclosed in Note 5 to the consolidated financial statements
include no adjustments for the potential impact of this
ruling. Future developments will be kept under review.
Key developments in 2023
A new contractual agreement was reached with the
Trustee of the Main section that assets to the value of
the remaining contributions previously due to the Main
section in 2023 under the Memorandum of
Understanding signed with the Trustee in April 2018,
would instead be paid to a Reservoir Trust. During the
year, it was agreed with the Trustee to establish a
bankruptcy remote Reservoir Trust to hold assets with
a value equivalent to £471 million.
For further details,
refer to Note 5 to the consolidated financial statements.
During the year, the Trustee of NWM Group’s largest
scheme, the AA section of the NatWest Group Pension
Fund (£551 million of liabilities at 31 December 2023),
completed a buy-in transaction, passing all material
longevity and investment risk for the section to an
insurer. For further details, refer to Note 5 to the
consolidated financial statements.
Notwithstanding the above developments, NatWest
Group’s exposure to pension risk remained generally
stable over the year.
Governance
Chaired by the Chief Financial Officer, the Group Asset &
Liability Management Committee is a key component of
NatWest Group’s approach to managing pension risk. It
considers the pension impact of the capital plan for
NatWest Group and reviews the performance of NatWest
Group’s material pension funds and other issues material to
NatWest Group’s pension strategy. It also considers
investment strategy proposals from the Trustee of the Main
section. The Board reviews and as appropriate approves
any material pension strategy proposals. For further
information on governance, refer to page 173.
Risk appetite
NatWest Group maintains an independent view of the risk
inherent in its pension funds. NatWest Group has a pension
risk appetite statement incorporating defined metrics
against which risk is measured that is reviewed at least
annually by the Board on the Board Risk Committee’s
recommendation to ensure they remain appropriate and
aligned to strategy. Policies and standards are in place to
provide formal controls for pension risk reporting,
modelling, governance and stress testing. A pension risk
policy, which sits within the enterprise-wide risk
management framework, is also in place and is subject to
associated framework controls.
Monitoring and measurement
Pension risk is monitored by the Executive Risk Committee
and the Board Risk Committee, whilst the Asset & Liability
Management Committee receives updates on the
performance of NatWest Group’s material pension funds.
Relevant pension risk matters are escalated to the Board
as applicable. NatWest Group also undertakes stress tests
on its material defined benefit pension schemes each year.
These tests are also used to satisfy the requests of
regulatory bodies such as the Bank of England.
The stress testing framework includes pension risk capital
calculations for the purposes of the Internal Capital
Adequacy Assessment Process as well as additional stress
tests for a number of internal management purposes. The
results of the stress tests and their consequential impact on
NatWest Group’s balance sheet, income statement and
capital position are incorporated into the overall NatWest
Group stress test results. NatWest Bank Plc (a subsidiary of
NatWest Group) is the principal employer of the Main
section and could be required to fund any deficit that
arises.
Mitigation
Following risk mitigation measures taken by the Trustee in
recent years, the Main section is now well protected
against interest rate and inflation risks and is being run on
a low investment risk basis with relatively small equity risk
exposure.
The Main section also uses derivatives to
manage the allocation of the portfolio to different asset
classes and to manage risk within asset classes.
The potential impact of climate change is one of the factors
considered in managing the assets of the Main section. The
Trustee monitors the risk to its investments from changes
in the global economy and invests, where return justifies
the risk, in sectors that reduce the world’s reliance on fossil
fuels, or that may otherwise promote environmental
benefits. Further details regarding the Main section
Trustee’s approach to managing climate change risk can
be found in its Responsible Ownership Policy, its net zero
commitment and its climate disclosures produced on an
annual basis, as required by The Occupational Pension
Schemes (Climate Change Governance and Reporting)
Regulations 2021.
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2023 Annual Report and Accounts
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Compliance and conduct risk
Definition
Compliance risk is the risk that NatWest Group fails to
observe the letter and spirit of all relevant laws, codes,
rules, regulations and standards of good market practice.
Conduct risk is the risk of inappropriate behaviour towards
customers, or in the markets in which NatWest Group
operates, which leads to poor or inappropriate customer
outcomes.
The consequences of failing to meet compliance and/or
conduct responsibilities can be significant and could result,
for example, in legal action, regulatory enforcement,
material financial loss and/or reputational damage.
Sources of risk
Compliance and conduct risks exist across all stages of
NatWest Group’s relationships with its customers and arise
from a variety of activities including product design,
marketing and sales, complaint handling, staff training, and
handling of confidential inside information.
As set out in Note 26 to the consolidated financial
statements, members of NatWest Group are party to legal
proceedings and are subject to investigation and other
regulatory action in the UK, the US and other jurisdictions.
Key developments in 2023
Further progress was made on the compliance agenda
during 2023. Significant enhancements were made to
the compliance and conduct framework with the
introduction of numerous new tools to manage the risk
profile. These include a compliance and conduct risk
directory, new risk standards and toolkits which
support NatWest Group to measure and manage
compliance accurately and efficiently, and a regulatory
compliance operational policy framework to ensure key
regulatory requirements are captured. These new tools
align with the existing enterprise-wide risk management
framework.
From a conduct risk perspective, the NatWest Group-
wide programme made significant progress on
implementation of the Consumer Duty requirements by
the first regulatory milestone of 31 July 2023. The focus
is now on closed book products and services, which is
expected to conclude before the end of July 2024.
The focus on consumer protection and supporting
customers with their financial needs continues,
especially given the ongoing cost-of-living challenges
and their impact on customers in vulnerable situations.
For example, NatWest was the first high street bank to
offer customers additional support through the
Mortgage Charter from July 2023. Vulnerable customer
outcomes are also an integral part of our enhanced
‘Good Customer Outcome’ reporting which was
introduced through the Consumer Duty programme.
In line with a plea agreement with the US Department
of Justice regarding historical spoofing conduct by
former employees, an independent monitor was
appointed in 2022. Throughout 2023, the monitor had
extensive engagement with our teams through a range
of interviews and detailed information requests. The
first report issued by the Monitor included 29
recommendations, with 120 days from receipt to
implement them. The second review period is scheduled
to commence in March 2024, with the work expected
to last at least three years.
Governance
NatWest Group defines appropriate standards of
compliance and conduct and ensures adherence to those
standards through its risk management framework. To
support ongoing oversight of the management of the
compliance and conduct risk profile, there are a number of
committees in place. These include a Consumer Duty
Executive Steering Group and conflicts of interest fora
across both the first and second line of defence. Relevant
compliance and conduct matters are escalated through the
Executive Risk Committee and Board Risk Committee and
to the Board as applicable
.
Risk appetite
The risk appetite statement and associated measures for
compliance and conduct risks are approved at least
annually by the Board on the Board Risk Committee’s
recommendation to ensure they remain appropriate and
aligned to strategy.
Risk appetite statements articulate the levels of risk that
legal entities, businesses and functions work within when
pursuing their strategic objectives and business plans.
A range of controls are operated to ensure the business
delivers good customer outcomes and are conducted in
accordance with legal and regulatory requirements. A suite
of risk policies, risk standards and regulatory compliance
operational policies addressing compliance and conduct
risks set appropriate standards across NatWest Group.
Examples of these include those relating to product mis-
selling, customers in vulnerable situations, complaints
management, cross-border activities and market abuse.
Continuous monitoring and targeted assurance are carried
out as appropriate.
Monitoring and measurement
Compliance and conduct risks are measured and managed
through continuous assessment and regular reporting to
NatWest Group’s senior risk committees and at Board level.
The compliance and conduct risk framework facilitates the
consistent monitoring and measurement of compliance with
laws and regulations and the delivery of consistently good
customer outcomes. The first line of defence is responsible
for effective risk identification, reporting and monitoring,
with oversight, challenge and review by the second line.
Compliance and conduct risk management is also
integrated into NatWest Group’s strategic planning cycle.
integrated
Mitigation
Activity to mitigate the most material compliance and
conduct risks is carried out across NatWest Group with
specific areas of focus in the customer-facing businesses
and legal entities. Examples of mitigation include
consideration of customer needs in business and product
planning, targeted training, conflicts of interest
management, market conduct surveillance, complaints
management, mapping of priority regulatory requirements
and independent monitoring activity. Internal policies help
support a strong customer focus across NatWest Group.
Financial crime risk
D
D
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f
f
i
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i
i
t
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i
i
o
o
n
n
Financial crime risk is the risk that NatWest
Group's
products, services, employees and/or third parties are
intentionally or unintentionally used to facilitate financial
crime in the form of money laundering, terrorist financing,
bribery and corruption, sanctions and tax evasion, as well
as external or internal fraud.
S
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o
o
u
u
r
r
c
c
e
e
s
s
o
o
f
f
r
r
i
i
s
s
k
k
Financial crime risk may be present if NatWest Group’s
customers, employees or third parties undertake or
facilitate financial crime, or if NatWest Group’s products or
services are used intentionally or unintentionally to facilitate
such crime. Financial crime risk is an inherent risk across all
lines of business.
K
K
e
e
y
y
d
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e
e
v
v
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l
l
o
o
p
p
m
m
e
e
n
n
t
t
s
s
i
i
n
n
2
2
0
0
2
2
3
3
Significant investment continued to be made to support
delivery of the multi-year transformation plan across
financial crime risk management.
Enhancements were made to technology, data quality,
and data analytics to improve the effectiveness of
systems used to monitor customers and transactions.
Financial crime roadshows and events were held
throughout the year to further embed financial crime
risk management culture and behaviours.
A centralised hub model and One Bank approach to
financial crime risk management was embedded, with
hub capabilities further deployed across NatWest
Group. This has led to better outcomes, including a
consistent understanding of controls and oversight
across NatWest Group.
Active participation in public-private partnerships,
including the Joint Money Laundering Intelligence
Taskforce.
G
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r
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n
a
a
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n
c
c
e
e
The Financial Crime Executive Steering Group, which is
jointly chaired by the Chief Risk Officer and the Group Chief
Information Officer is the core governance committee for
financial crime risk (excluding fraud). It oversees financial
crime risk management, operational performance, and
transformation matters including decision-making and
escalations to the Executive Risk Committee, Board Risk
Committee and NatWest Group Executive Committee.
The Fraud Executive Steering Group, which is chaired by
the Chief Information Officer, is the core governance
committee for fraud. It oversees fraud risk management,
operational performance, and investment matters including
decision-making and escalations to relevant senior
committees.
R
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There is no appetite to operate in an environment where
systems and controls do not enable the effective
identification, assessment, monitoring, management and
mitigation of financial crime risk. NatWest Group’s systems
and controls must be comprehensive and proportionate to
the nature, scale and complexity of its businesses.
NatWest Group operates a framework with preventative
and detective controls designed to mitigate the risk that it
could facilitate financial crime. These controls are
supported by a suite of policies, procedures and guidance
to ensure they operate effectively.
M
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a
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a
a
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u
u
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e
e
m
m
e
e
n
n
t
t
Financial crime risks are identified and reported through
continuous risk management and regular reporting to
senior risk committees and the NatWest Group Board.
Quantitative and qualitative data is reviewed and assessed
to measure whether financial crime risk is within risk
appetite.
M
M
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a
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Through the financial crime framework, relevant policies,
systems, processes and controls are used to mitigate and
manage financial crime risk. This includes the use of
dedicated screening and monitoring systems and controls
to identify people, organisations, transactions and
behaviours that may require further investigation or other
actions. Centralised expertise is available to detect and
disrupt threats to NatWest Group and its customers.
Intelligence is shared with law enforcement, regulators and
government bodies to strengthen national and international
defences against those who would misuse the financial
system for criminal motives.
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Climate risk
D
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Climate risk is the threat of financial loss or adverse non-
financial impacts associated with climate change and the
political, economic and environmental responses to it.
S
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Physical risks may arise from climate and weather-related
events such as heatwaves, droughts, floods, storms and
sea level rises. They can potentially result in financial losses,
impairing asset values and the creditworthiness of
borrowers. NatWest Group could be exposed to physical
risks directly by the effects on its property portfolio and,
indirectly, by the impacts on the wider economy as well as
on the property and business interests of its customers.
Transition risks may arise from the process of adjustment
towards a low-carbon economy. Changes in policy,
technology and sentiment could prompt reassessment of
customers’ financial risk and may lead to falls in the value
of a large range of assets. NatWest Group could be
exposed to transition risks directly through the costs of
adaptation within economic sectors and markets as well as
supply chain disruption leading to financial impacts on it
and its customers. Potential indirect effects include the
erosion of NatWest Group’s competitiveness, profitability,
reputational damage and liability risk.
K
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2
2
0
0
2
2
3
3
NatWest Group continued to enhance its in-house
climate risk modelling capabilities, supporting the
integration of climate risk within its capital adequacy
(ICAAP); impairment (IFRS 9); and risk management
processes.
An end-to-end test of NatWest Group’s in-house first-
generation corporate transition risk model was
completed.
In parallel with the full roll-out of first-generation
qualitative climate risk scorecards for the Commercial &
Institutional segment, NatWest Group began
development of the second-generation of climate risk
scorecards. This involved the expansion of the
scorecard methodology to capture quantitative
considerations, with initial roll-out scheduled for 2024
on a test-and-learn basis. These scorecards do not
drive credit risk decision making as yet.
NatWest Group improved the oversight of climate-
related risk through regular reporting and review of
climate risk appetite and associated operational
measures, and improved calibration of existing limits to
inform monthly risk committee updates.
An assessment of potential greenwashing risks was
undertaken, driven by a hypothetical risk scenario
where increased competition in the green finance
market led to less efficient product designs and
diminished robustness of governance.
Recognising the inextricable link between climate risk
and nature degradation, NatWest Group added nature
risk to its climate risk considerations within the risk
directory and policy, for consideration from 2024.
G
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The Board is responsible for monitoring and overseeing
climate-related risk within NatWest Group’s overall
business strategy and risk appetite. The potential impact,
likelihood and preparedness of climate-related risk are
reported regularly to the Board Risk Committee and the
Board.
The Chief Risk Officer shares accountability with the Chief
Executive Officer under the Senior Managers and
Certification Regime for identifying and managing the
financial risks arising from climate change. This includes
ensuring that the financial risks from climate change are
adequately reflected in risk management frameworks, and
that NatWest Group can identify, measure, monitor,
manage and report on its exposure to these risks.
The Climate Change Executive Steering Group is
responsible for overseeing the direction of and progress
against NatWest Group’s climate-related commitments.
During 2023, the Executive Steering Group provided
oversight of the second iteration of NatWest Group’s
Climate transition plan, progression in establishing
partnerships and opportunities including oversight of
progress against the NatWest Group climate and
sustainable funding and financing target and ensuring the
effective management of climate-related risks. The
Executive Steering Group will continue to supervise
strategic implementation and delivery, supported by the
Climate Centre of Excellence.
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2023 Annual Report and Accounts
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Climate risk continued
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NatWest Group’s ambition is to be a leading bank in the
UK, helping to address the climate challenge. This ambition
is underpinned by activity to at least halve the climate
impact of NatWest Group’s financing activity by 2030
(against a 2019 baseline) and to achieve net zero by 2050.
Work continued in 2023 to mature NatWest Group’s
climate-related risk capabilities. Throughout 2023, the
Board Risk Committee monitored Board approved
quantitative climate risk appetite measures in line with the
enterprise-wide risk management framework. These
measures provided a heightened focus on balance sheet
exposure to financed emissions.
These risk appetite measures were further supplemented
during 2023 with additional segment-specific risk measures.
The overall suite of metrics is used to inform climate risk
reporting to senior risk management forums, linking risk
management to NatWest Group’s strategic priorities.
Climate risks are identified and reported through
continuous risk management and regular reporting to
senior risk committees and the Board. Quantitative and
qualitative data is reviewed and assessed to measure
whether climate risk is within risk appetite.
Risk appetite statements and associated measures are
reviewed at least annually by the Board on the Board Risk
Committee’s recommendation to ensure they remain
appropriate and aligned to strategy.
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NatWest Group focused on continuing to develop the
capabilities to use scenario analysis to identify the most
material climate risks and opportunities for its customers,
seeking to harness insights to inform risk management
practices, maximise the opportunities arising from a
transition to a low-carbon economy and support decision
making.
Scenario analysis allows NatWest Group to test a range of
possible future climate pathways and understand the
nature and magnitude of the risks they present. The
purpose of scenario analysis is not to forecast the future
but to understand and prepare to manage risks that could
arise.
NatWest Group recognises a number of potential key use
cases for climate scenario analysis, including, but not
restricted to, the following:
Regulatory stress testing requirements.
Heightened climate risk sector classifications.
Sector/sub-sector risk appetite.
Portfolio management.
Strategic decision-making, capital adequacy and
provisioning.
There are a number of challenges with climate scenario
analysis, for example, in relation to the immaturity of
modelling techniques and data on climate-related risks, as
well as the significant uncertainty as to how the climate will
evolve over time, how and when governments, regulators,
businesses, investors and customers respond and how
those responses impact the economy, asset valuations,
economic systems, policy and wider society. These risks
and uncertainties, coupled with significantly long
timeframes, make the outputs of climate-related risk
modelling with respect to the potential use cases identified
inherently more uncertain than outputs modelled for
traditional financial planning cycles based on historical
financial information. NatWest Group continued to develop
its specialist climate data capabilities, including bringing in
new datasets to increase the granularity for which climate
risks are assessed, such as enhanced UK flood risk data
and a more comprehensive set of EPC data for residential
properties.
NatWest Group continues to participate in a number of
industry forums to help shape the financial service
industry’s response to the challenges posed by climate risk,
including scenario analysis. An example is the Climate
Financial Risk Forum, established by the PRA and FCA.
NatWest Group also continues to engage actively with
academia to ensure best practice and the latest thinking on
climate risks is considered within NatWest Group’s work.
For example, around the appropriate assessment of
physical risks, both short and longer term, are a particular
focus for 2024.
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2023 Annual Report and Accounts
278
Operational risk
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Operational risk is the risk of loss resulting from inadequate
or failed internal processes, people and systems, or
external events. It arises from day-to-day operations and is
relevant to every aspect of the business.
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Operational risk may arise from a failure to manage
operations, systems, processes, transactions and assets
appropriately. This can take the form of human error, an
inability to deliver change adequately or on time, the non-
availability of technology services, or the loss of customer
data. Systems failure, theft of NatWest Group property,
information loss and the impact of natural, or man-made,
disasters – as well as the threat of cyberattacks – are
sources of operational risk. Operational risk can also arise
from a failure to account for changes in law or regulations
or to take appropriate measures to protect assets.
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A review of the NatWest Group Risk Directory was
completed and benchmarked against industry standard,
to ensure comprehensive coverage of all operational
risks.
The operational risk policy was reviewed and refreshed
and supported by the development of a suite of new
risk standards, operational guidance and risk toolkits to
enable effective policy application.
The enhanced risk and control self-assessment
approach continued to be rolled out and embedded
with a focus on material operational risks across key
end-to-end processes.
Given the risk associated with the processing of
payments, a NatWest Group-wide programme on the
movement of funds was mobilised, which focused on
enhancing payment related controls.
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The governance arrangements in place for operational risk
are aligned to the requirements set out in the Board
approved enterprise-wide risk management framework
and are consistent with achieving safety, soundness and
sustainable risk outcomes.
Aligned to this, a strong operational risk management
oversight function is vital to support NatWest Group’s
ambitions to serve its customers better. Improved
management of operational risk against defined risk
appetite is vital for stability and reputational integrity.
To support ongoing oversight of the management of the
operational risk profile an Operational Risk Executive
Steering Committee is in place. This forum ensures all
material operational risks are monitored and managed
within appetite. The Board Risk Committee and Board
receives regular updates on the outputs of the Operational
Risk Executive Steering Committee.
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Operational risk appetite supports effective management of
all operational risks. It expresses the level and types of
operational risk NatWest Group is willing to accept to
achieve its strategic objectives and business plans. NatWest
Group’s operational risk appetite quantitative and
qualitative statements encompass the full range of
operational risks faced by its legal entities, businesses, and
functions. The risk appetite statement and associated
measures for operational risk are approved at least
annually by the Board on the Board Risk Committee’s
recommendation to ensure they remain appropriate and
aligned to strategy.
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Risks are mitigated by applying key preventative and
detective controls. This is an integral step in the risk self-
assessment methodology which determines residual risk
exposure. Control owners are accountable for the design,
execution, performance, and maintenance of key controls.
Key controls are regularly assessed for adequacy and
tested for effectiveness. The results are monitored and,
where a material change in performance is identified, the
associated risk is re-evaluated.
All residual risks that exceed the target appetite position
are subject to action plans to bring them within appetite.
The Control Environment Certification (CEC) process is a
half-yearly self-assessment by the CEOs of NatWest
Group’s customer-facing business areas, as well as the
heads of its support functions. NatWest Group uses this
process as an effective means to provide a consistent and
comparable view on the adequacy and effectiveness of the
internal control environment.
CEC covers material risks and the underlying key controls,
including financial, operational and compliance controls, as
well as their supporting risk management frameworks. The
CEC outcomes, including forward-looking assessments for
the next two half-yearly cycles and progress on control
environment improvements, are reported to the Group
Audit Committee and Board Risk Committee. They are also
shared with external auditors.
The CEC process helps to ensure compliance with the
NatWest Group Policy Framework, Sarbanes-Oxley 404
requirements concerning internal control over financial
reporting and certain requirements of the UK Corporate
Governance Code.
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Operational risk is measured and managed through
continuous assessment and regular reporting to NatWest
Group’s senior risk committees and at Board-level. Risk and
control self-assessments are used across business areas
and support functions to identify and assess material non-
financial risks (including operational risks, conduct risks)
and key controls. All risks and controls are mapped to
NatWest Group’s Risk Directory. Risk assessments are
refreshed at least annually and in response to internal and
external events to ensure they remain relevant and that
they capture any emerging risks. The process is designed
to confirm that risks are effectively managed in line with
risk appetite. Key controls are tested at the appropriate
frequency to verify that they remain fit-for-purpose and
operate effectively to reduce the identified risks.
NatWest Group uses the standardised approach to
calculate its Pillar 1 operational risk capital requirement.
This is based on multiplying three years’ average historical
gross income by coefficients set by the regulator based on
business line.
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NatWest Group
2023 Annual Report and Accounts
279
Operational risk continued
As part of the wider Internal Capital Adequacy Assessment
Process an operational risk economic capital model is used
to assess Pillar 2A, which is a risk-sensitive add-on to Pillar
1. The model uses historical loss data (internal and
external) and forward-looking scenario analysis to provide
a risk-sensitive view of NatWest Group’s Pillar 2A capital
requirement.
Scenario analysis is used to assess how severe but
plausible operational risks will affect NatWest Group. It
provides a forward-looking basis for evaluating and
managing operational risk exposures.
Refer to the Capital, liquidity and funding risk section for
the operational risk capital requirement figures.
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NatWest Group manages and monitors operational
resilience through its enhanced risk and control self-
assessment methodology. This is underpinned by setting
and monitoring of forward-looking risk indicators and
performance metrics for the operational resilience of
important business services. Progress continues on meeting
regulatory expectations for operational resilience, with
involvement in a number of industry-wide operational
resilience forums. This enables a cross-sector view of the
operational resilience risk profile and the pace of ongoing
innovation and change, both internally and externally.
NatWest Group operates layered security controls and its
network architecture is designed to provide inherent
protection against threats.
This approach avoids reliance on
any one type or method of security control.
Minimum
security control requirements are set out in Key Risk
Policies
(1)
, standards, processes and procedures. Through
2024
NatWest Group will monitor and manage the threat
landscape focusing on:
Attack surface vulnerabilities – such as the rising
number of zero-days and code vulnerabilities impacting
organisations.
Initial access brokers and nation states – increasingly
sophisticated attacks from ransomware gangs and
ongoing challenges following Russia’s invasion of
Ukraine which has raised international tensions
increasing the likelihood of disruptive cyberattacks.
Developments in innovation and technology, assessing
the inherent risk and developing appropriate response
to mitigate associated risks, for example large language
models, artificial intelligence and cloud adoption.
As cyberattacks evolve and become more sophisticated,
NatWest Group continues to invest in additional capability
designed to defend against emerging threats.
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The operational risk event and loss data management
process ensures NatWest Group captures and records
operational risk financial and non-financial events that meet
defined criteria. Loss data is used for regulatory and
industry reporting and is included in capital modelling when
calculating economic capital for operational risk. The most
serious events are escalated in a simple, standardised
process to all senior management, by way of an early
event escalation process.
NatWest Group has not
experienced a cybersecurity breach or associated material
loss in the last three years.
All financial impacts and recoveries associated with an
operational risk event are reported against the date they
were recorded in NatWest Group’s financial accounts. A
single event can result in multiple losses (or recoveries) that
may take time to crystallise. Losses and recoveries with a
financial accounting date in 2023 may relate to events that
occurred, or were identified in, prior years. NatWest Group
purchases insurance, against specific losses, including
cyberattacks, and to comply with statutory or contractual
requirements.
(1)
Risk policies are in place for each principal risk and define, at a high level, the cascade of qualitative expectations, guidance and standards that stipulate the nature and extent of permissible risk taking. They are consistently applied
across NatWest Group and subsidiary legal entities and form part of the qualitative expression of risk appetite for each principal risk.
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At 31 December 2023, events aligned to the clients, products and business practices event category accounted for 73% of NatWest Group’s operational risk losses (compared to 76%
in 2022). The decrease reflects that lower conduct-related provisions were recorded during 2023 compared to prior years.
Value of events
Volume of events (1)
£m
Proportion
Proportion
2023
2022
2023
2022
2023
2022
Fraud - External
48
34
18%
16%
89%
85%
Clients, products and business practices
195
166
73%
76%
2%
5%
Execution, delivery and process management
21
17
8%
8%
7%
8%
Employment practices and workplace safety
1
1
-
-
1%
1%
Technology and infrastructure failures
1
1
1%
-
1%
1%
2
2
6
6
6
218
1
1
0
0
0
0
%
100%
1
1
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0
0
0
%
100%
(1)
The calculation in the table is based on the volume and value of events (the proportion and cost of operational risk events to NatWest Group) where the associated loss is more than or equal to £10,000.
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2023 Annual Report and Accounts
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Model risk
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Model risk is the potential for adverse consequences from
model errors or the inappropriate use of modelled outputs
to inform business decisions. NatWest Group defines a
model as a quantitative method, system, or approach that
applies statistical, economic, financial, accounting,
mathematical or data science theories, techniques and
assumptions to process input data into estimates.
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NatWest Group uses a variety of models in the course of its
business activities. Examples include the use of model
outputs to support customer decisioning, measuring and
assessing risk exposures (including credit, market, and
climate risk), calculating regulatory capital and liquidity
requirements and automation of operational processes.
Model applications may give rise to different risks
depending on the business segment in which they are used.
Model risk is therefore assessed separately for each
business segment in addition to the overall assessment
made for NatWest Group.
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Following extensive model remediation work, NatWest
Group returned to model risk appetite in April 2023.
Ongoing remediation work continues to be a key focus
to further strengthen the model risk appetite position
and is closely monitored.
NatWest Group’s model risk management practices
continued to evolve, supported by a dedicated model
risk management enhancement programme, set up in
response to the PRA’s Supervisory Statement 1/23. An
updated model risk policy was approved by the Board
Risk Committee.
Implementation of model risk procedures, aligned to the
delivery and embedding of the enterprise-wide risk
management framework, continued. This was
supported by significant model inventory design
enhancements and a bank-wide model risk data
remediation exercise. This activity improved the quality
and completeness of model risk data held within the
model inventory system and enabled enhanced insights
and reporting capabilities.
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A governance framework is in place to ensure policies and
processes relating to models are appropriate and effective.
Two roles are key to this – model risk owners and model
validation leads. Model risk owners are responsible for
model approval and ongoing performance monitoring.
Model validation leads, in the second line, are responsible
for oversight, including ensuring that models are
independently validated prior to use and on an ongoing
basis aligned to the model’s risk rating.
Business and function model management committees are
used to escalate model risk matters to senior management
where required.
The NatWest Group Model Risk Oversight Committee
further enhances model risk governance by providing a
platform for executive level discussion on emerging model
risks, identification of systemic risks and the evolution of
model risk management practices.
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Model risk appetite is set in order to limit the level of model
risk that NatWest Group is willing to accept in the course of
its business activities. The model risk appetite statement
and associated measures are approved by the Board on
the Board Risk Committee’s recommendation at least
annually to ensure they remain appropriate and aligned to
strategy. Business areas are responsible for monitoring
performance against appetite and remediating models
outside appetite.
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Model risk is measured and managed through continuous
assessment and regular reporting to NatWest Group’s
senior risk committees and at Board level.
Policies, toolkits and model standards related to the
development, validation, approval, implementation, use and
ongoing monitoring of models are in place to ensure
adequate control across the lifecycle of an individual model.
Validation of material models is conducted by an
independent risk function comprising of skilled, well-
informed subject matter experts. This is completed for new
models or material amendments to existing models and as
part of an ongoing periodic programme to assess model
performance. The frequency of periodic validation is aligned
to the risk rating of the model. The independent validation
focuses on a variety of model features, including modelling
approach, the nature of the assumptions used, the model’s
predictive ability and complexity, the data used in the
model, its implementation and its compliance with
regulation.
The level of risk relating to an individual model is assessed
through a model risk rating. A quantitative approach is
used to determine the risk rating of each model, based on
the model’s materiality and validation rating. This approach
provides the basis for model risk appetite measures and
enables model risk to be robustly monitored and managed
across NatWest Group.
Ongoing performance monitoring is conducted by model
owners and overseen by the model validators to ensure
parameter estimates and model constructs remain fit for
purpose, model assumptions remain valid and that models
are being used consistently with their intended purpose.
This allows timely action to be taken to remediate poor
model performance and/or any control gaps or
weaknesses.
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By their nature – as approximations of reality – model risk
is inherent in the use of models. It is managed by refining or
redeveloping models where appropriate – due to changes
in market conditions, business assumptions or processes –
and by applying adjustments to model outputs (either
quantitative or based on expert opinion). Enhancements
may also be made to the process within which the model
output is used in order to further limit risk levels.
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Reputational risk
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Reputational risk is defined as the risk of damage to
stakeholder trust due to negative consequences arising
from internal actions or external events.
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The three primary drivers of reputational risk are: failure in
internal risk management systems, processes or culture;
NatWest Group’s actions materially conflicting with
stakeholder expectations; and contagion (when NatWest
Group’s reputation is damaged by failures in key sectors
including NatWest Group’s supply chain or other
partnerships).
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Reputational risks were elevated in relation to the
departure of Alison Rose as NatWest Group Chief
Executive Officer and issues that had arisen in
connection with account closure decisions that
attracted significant public and media attention.
Relevant updates to the Reputational Risk Framework
are being implemented following an independent legal
review of customer account closures and internal
reviews.
Reputational risk registers are in place across all
relevant business areas.
New environmental, social and ethical (ESE) risk
acceptance criteria were created to support the
management of human rights risk and will be
implemented in 2024.
All climate focused ESE risk acceptance criteria (mining
and metals, power generation and oil and gas)
underwent a review to ensure they reflect the current
risk landscape.
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A reputational risk policy supports reputational risk
management across NatWest Group. Reputational risk
registers are used to manage reputational risks identified
within relevant business areas. These are reported to the
relevant business executive risk committee.
Material reputational risks to NatWest Group are escalated
via the NatWest Group reputational risk register which is
reported at every meeting of the NatWest Group
Reputational Risk Committee. The NatWest Group
Reputational Risk Committee also opines on matters that
represent material reputational risks. The Executive and
Board Risk Committees oversee the identification and
reporting of reputational risk via the NatWest Group risk
report.
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NatWest Group manages and articulates its appetite for
reputational risk through a qualitative reputational risk
appetite statement and associated quantitative measures
which are approved at least annually by the Board on the
Board Risk Committee’s recommendation to ensure they
remain appropriate and aligned to strategy.
NatWest Group seeks to identify, measure and manage risk
aligned to stakeholder trust. However, reputational risk is
inherent in NatWest Group’s operating environment and
public trust is a specific factor in setting reputational risk
appetite.
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Relevant internal and external factors are monitored
through regular reporting via reputational risk registers at
business or legal entity level. They are escalated, where
appropriate, to the relevant business risk committee and
where material, to the NatWest Group Reputational Risk
Committee.
Additional principal risk indicators for material risks being
monitored are also reported to Group Reputational Risk
Committee and to the Executive and Board Risk
Committees via the NatWest Group risk report.
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Standards of conduct are in place across NatWest Group
requiring strict adherence to policies, procedures and ways
of working to ensure business is transacted in a way that
meets – or exceeds – stakeholder expectations.
External events that could cause reputational damage are
identified and mitigated through NatWest Group’s top and
emerging threats process (where sufficiently material) as
well as through the NatWest Group and business level
reputational risk registers.
NatWest Group has in recent years been the subject of
investigations and reviews by a number of regulators and
governmental authorities, some of which have resulted in
past fines, settlements and public censure. Refer to the
Litigation and regulatory matters section of Note 26 to the
consolidated financial statements for details of material
matters currently affecting NatWest Group.
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Financial statements
285
Independent auditors’ report
298
Consolidated income statement
299
Consolidated statement of comprehensive income
300
Consolidated balance sheet
301
Consolidated statement of changes in equity
304
Consolidated cash flow statement
305
Accounting policies
313
Notes to the financial statements
313
Net interest income
314
Non-interest income
315
Operating expenses
318
Segmental analysis
322
Pensions
329
Auditor’s remuneration
330
Tax
334
Discontinued operations and assets and liabilities of
disposal groups
336
Earnings per share
337
Financial instruments – classification
341
Financial instruments – valuation
350
Financial instruments – maturity analysis
353
Trading assets and liabilities
354
Derivatives
363
Loan impairment provisions
365
Other financial assets
366
Intangible assets
367
Other assets
367
Other financial liabilities
368
Subordinated liabilities
369
Other liabilities
371
Share capital and other equity
373
Structured entities
374
Asset transfers
375
Capital resources
376
Memorandum items
382
Non-cash and other items
383
Analysis of the net investment in business interests
and intangible assets
384
Analysis of changes in financing during the year
385
Analysis of cash and cash equivalents
386
Directors’ and key management remuneration
386
Transactions with directors and key management
387
Related parties
388
Post balance sheet events
389
Parent company financial statements and notes
407
Non-IFRS financial measures
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
284
Independent auditors’ report to the members of NatWest Group
Opinion
In our opinion:
the financial statements of NatWest Group plc (the ‘Parent Company’) and its
subsidiaries (together, the ‘Group’) give a true and fair view of the state of the
Group’s and of the Parent Company’s affairs as at 31 December 2023 and of the
Group’s profit for the year then ended;
the Group financial statements have been properly prepared in accordance with UK
adopted international accounting standards (‘IAS’), and international financial
reporting standards (‘IFRS’) as issued by the International Accounting Standards
Board (‘IASB’);
the Parent Company financial statements have been properly prepared in
accordance with UK adopted international accounting standards as applied in
accordance with section 408 of the Companies Act 2006 and IFRS as issued by the
IASB; and
the financial statements have been prepared in accordance with the requirements of
the Companies Act 2006.
We have audited the financial statements (see below) of the Parent Company and the
Group for the year ended 31 December 2023 which comprise:
Group:
Consolidated balance sheet as at 31 December 2023;
Consolidated income statement for the year then ended;
Consolidated statement of comprehensive income for the year then ended;
Consolidated statement of changes in equity for the year then ended;
Consolidated cash flow statement for the year then ended;
Accounting policies;
Related Notes 1 to 34 to the financial statements;
Annual remuneration report identified as ‘audited’;
Risk and capital management section identified as ‘audited’; and
The Capital Requirements (Country-by-Country Reporting) Regulations report
identified as ‘audited’.
Parent Company
Balance sheet as at 31 December 2023;
Statement of changes in equity for the year then ended;
Cash flow statement for the year then ended; and
Related Notes 1 to 12 to the financial statements including a summary of critical
accounting policies.
The financial reporting framework that has been applied in their preparation is applicable
law and UK adopted international accounting standards, IFRS as issued by the IASB, and
as regards the Parent Company financial statements, as applied in accordance with
section 408 of the Companies Act 2006.
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We conducted our audit in accordance with International Standards on Auditing (UK)
(ISAs (UK)) and applicable law. Our responsibilities under those standards are further
described in the Auditor’s responsibilities for the audit of the financial statements section
of our report. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
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We are independent of the Group and Parent Company in accordance with the ethical
requirements that are relevant to our audit of the financial statements in the UK,
including the FRC’s Ethical Standard as applied to listed public interest entities, and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to
the Group or the Parent Company and we remain independent of the Group and the
Parent Company in conducting the audit.
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In auditing the financial statements, we have concluded that the directors’ use of the
going concern basis of accounting in the preparation of the financial statements is
appropriate. Our evaluation of the directors’ assessment of the Group and Parent
Company’s ability to continue to adopt the going concern basis of accounting included:
In conjunction with our walkthrough of the Group’s financial close process, we
confirmed our understanding of management’s going concern assessment process
and engaged with management early to ensure all key factors were considered in
their assessment;
We evaluated management’s going concern assessment which included assessing
their evaluation of long-term business and strategic plans, capital adequacy, liquidity
and funding positions. Management also assessed these positions considering internal
stress tests which included consideration of principal and emerging risks. The Group’s
risk profile and risk management practices were considered including credit risk,
market risk, compliance and conduct risk, climate risk and operational risk;
With the involvement of specialists, we evaluated management’s assessment by
considering the Group’s ability to continue in operation and meets its liabilities under
different scenarios including the impact of the Group’s strategic plans, and the
current uncertain geopolitical and economic outlook;
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
285
Independent auditors’ report to the members of NatWest Group plc continued
Considered the results of the Group’s stress testing; and
We reviewed the Group’s going concern disclosures included in the annual report
for conformity with the reporting standards.
Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or collectively, may cast
significant doubt on the Group and Parent Company’s ability to continue as a going
concern over the twelve months from the date
when the financial statements are
authorised for issue.
In relation to the Group and Parent Company’s reporting on how they have applied
the UK Corporate Governance Code, we have nothing material to add or draw
attention to in relation to the directors’ statement in the financial statements about
whether the directors considered it appropriate to adopt the going concern basis of
accounting.
Our responsibilities and the responsibilities of the directors with respect to going
concern are described in the relevant sections of this report. However, because not all
future events or conditions can be predicted, this statement is not a guarantee as to
the Group’s and the Parent Company’s ability to continue as a going concern.
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Tailoring the scope
Our assessment of audit risk, our evaluation of materiality and our allocation of
performance materiality determine our audit scope for each company within the
Group. Taken together, this enables us to form an opinion on the consolidated financial
statements. We take into account the size and risk profile of the component and its
activities, the organisation of the Group and effectiveness of group-wide controls,
changes in the business environment and other factors such as recent internal audit
results when assessing the level of work to be performed at each component.
In assessing the risk of material misstatement to the Group financial statements, and
to ensure we had adequate quantitative coverage of significant accounts in the
financial statements, of the four reporting components of the Group, we selected all
four components based on size and risk, which represent the principal reporting legal
entities within the Group.
The scoping for the current year is as follows:
Component
Scope
Key locations
NatWest Holdings (NWH)
Full
United Kingdom
NatWest Markets (NWM)
Full
United Kingdom, United States, and Netherlands
RBS International
Specific
Channel Islands
RBS AA Holdings
Specific
United Kingdom
The table below illustrates the coverage obtained from the work performed by our audit teams. We considered total assets, total equity and total income to verify we had appropriate
overall coverage.
Full scope
(1)
Specific scope
(2)
Other procedures
(3)
Total
Total assets
94%
6%
0%
100%
Total equity
92%
8%
0%
100%
Total income
93%
7%
0%
100%
(1)
Full scope: audit procedures on all significant accounts.
(2)
Specific scope: audit procedures on selected accounts.
(3)
Other procedures: considered in analytical procedures.
The audit scope of the specific scope components may not have included testing of all significant accounts within the components. However, the testing will have contributed to the
total coverage of significant accounts tested for the overall Group.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
286
Independent auditors’ report to the members of NatWest Group plc continued
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In establishing our overall approach to the Group audit, we determined the type of work
that needed to be undertaken at each of the components by us, as the primary audit
engagement team, or by component auditors from other EY global network firms
operating under our instruction.
The primary audit engagement team interacted regularly with the component audit
teams where appropriate throughout the course of the audit, which included holding
planning meetings, maintaining regular communications on the status of the audits,
reviewing key working papers and taking responsibility for the scope and direction of the
audit process. The primary audit team continued to follow a programme of oversight
visits that has been designed to ensure that the Senior Statutory Auditor, or another
Group audit partner, has ongoing interactions with all in scope locations, including those
outside the United Kingdom. The primary team interacted regularly with the component
teams and maintained a continuous and open dialogue with component teams, as well as
holding formal closing meetings quarterly, to ensure that the primary team were fully
aware of their progress and results of their procedures. The primary team also reviewed
key working papers and were responsible for the scope and direction of the audit
process. This, together with the additional procedures at Group level, gave us
appropriate evidence for our opinion on the Group financial statements.
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Stakeholders are increasingly interested in how climate change will impact the Group.
The Group has determined that the most significant future impacts from climate change
on its operations will be from credit risk, operational risk, reputational risk, conduct risk
and regulatory compliance risk. These are explained in the required Task Force on
Climate-related Financial Disclosures in the Strategic report, and in the Climate Risk
section within the Risk and capital management section. The Group has also explained
their climate commitments in the Strategic report. All of these disclosures form part of
the ‘Other information’, rather than the audited financial statements. Our procedures on
these unaudited disclosures therefore consisted solely of considering whether they are
materially inconsistent with the financial statements, or our knowledge obtained in the
course of the audit or otherwise appear to be materially misstated, in line with our
responsibilities on ‘Other information’.
In planning and performing our audit we assessed the potential impacts of climate
change on the Group’s business and any consequential material impact on its financial
statements.
The Group has explained in the Accounting Policy note how they have reflected the
impact of climate change in their financial statements, and the significant judgements
and estimates relating to climate change. The Group notes that many of the impacts will
be longer term in nature, with an inherent level of uncertainty, and have limited effect on
accounting judgements and estimates for the current period under the requirements of
UK adopted international accounting standards and IFRS as issued by the IASB. The
Group has also explained within the Credit Risk section within the Risk and capital
management section, their approach to quantifying the impact of climate transition policy
within macroeconomic factors used in the calculation of Expected Credit Losses.
Our audit effort in considering the impact of climate change on the financial statements
was focused on evaluating the Group’s assessment of the impact of climate risk, their
climate commitments and the significant judgements and estimates disclosed in the
Accounting Policies, and whether these have been appropriately reflected in the asset
values where these are impacted by future cash flows, and in the timing and nature of
liabilities recognised following the requirements of UK adopted international accounting
standards and IFRS as issued by the IASB. As part of this evaluation, we performed our
own risk assessment, supported by our climate change and economic specialists, to
determine the risk of material misstatement in the financial statements from climate
change which needed to be considered in our audit. We also evaluated the Directors’
considerations of climate change risks in their assessment of going concern and viability
and associated disclosures.
Based on our work, whilst we have not identified the impact of climate change on the
financial statements to be a standalone key audit matter, we have considered the impact
within the key audit matter for Expected Credit Loss provisions, Valuation of financial
instruments with higher risk characteristics and Recognition of deferred tax assets,
impairment of goodwill and, in the Parent Company’s accounts, investments in group
undertakings. Details of our procedures and findings are included in our explanation of
key audit matters below.
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Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial statements of the current period and include the
most significant assessed risks of material misstatement (whether or not due to fraud)
that we identified. These matters included those which had the greatest effect on: the
overall audit strategy, the allocation of resources in the audit; and directing the efforts of
the engagement team. These matters were addressed in the context of our audit of the
financial statements as a whole, and in our opinion thereon, and we do not provide a
separate opinion on these matters.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
287
Independent auditors’ report to the members of NatWest Group plc continued
Risk
Our response to the risk
Expected credit loss provisions
At 31 December 2023 the Group reported total gross
loans – amortised cost and FVOCI of £392.0 billion
(2022- £377.2 billion) and £3.6 billion of expected credit
losses (ECL) (2022 - £3.4 billion).
Management’s judgements and estimates are
especially subjective due to significant uncertainty
associated with the assumptions used. These include
the impacts of continuing uncertain geopolitical and
economic outlook, higher for longer interest rate
environment, a protracted period of inflation that is
above the policy target, refinance risks, stresses on
recoverable values, and potential impacts of climate
change, which were all considered in our risk
assessment.
Aspects with increased complexity and
judgements in respect of the timing and measurement
of ECL include:
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Timely allocation of assets to stage
1, 2, or 3 using criteria in accordance with
IFRS 9;
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Accounting
interpretations, modelling assumptions and
data used to build and run the models that
calculate the ECL. There is also increasing
complexity in assessing the adequacy of
model performance in the protracted period
of inflation and elevated interest rates, since
the historic data used to build these models is
not reflective of the economic environment in
2023.
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Inputs, assumptions and
weightings used to estimate the impact of
multiple economic scenarios particularly those
influenced by the continuing uncertain
geopolitical and economic outlook, higher for
longer interest rates and protracted peak of
inflation, including any changes to scenarios
required through 31 December 2023.
Controls testing
- We evaluated the design and operating effectiveness of controls over the ECL process, including
those over management’s judgements and estimates. These controls, among others, covered:
the staging of assets per management’s criteria, and their monitoring of stage effectiveness
model governance including monitoring and model validation
data accuracy and completeness
credit monitoring
multiple economic scenarios
the governance and management review of post-model adjustments; and
individual provisions.
In evaluating the governance process, we observed the executive finance and risk committee meetings where the
inputs, assumptions, and adjustments to the ECL were discussed and approved, among other procedures.
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- We performed an overall assessment of the ECL provision levels by stage to determine if they
were reasonable by considering the credit quality and composition of the Group’s portfolios, risk profile, impact of the
current uncertain geopolitical and economic outlook and climate change on the Group’s customers. We performed peer
benchmarking where available to assess overall staging and provision coverage levels. We also performed sensitivity
analysis to assess the impact of changing selected key assumptions on the ECL provision.
To test credit monitoring which drives the probability of default estimates used in the staging calculation, we
recalculated the risk ratings for a sample of performing loans and focused our testing on high-risk industries, such as
commercial real estate, automotive, retail and leisure.
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- We selected a sample of models based on both quantitative and qualitative factors. We
involved EY modelling specialists to test the assumptions, inputs, methodology and model build. This included a
combination of assessing model design and formulae, alternative modelling techniques, recalculating the PD, LGD and
EAD, and implementation of new models during the year. We also considered the results of the Group’s internal model
monitoring and validation results. We performed an assessment of the extent to which model methodologies developed
using historic experience were able to respond to the current economic conditions, and where we identified model
limitations, we tested the extent to which these effects have been appropriately captured in Post Model Adjustments.
To evaluate data quality, we agreed a sample of data points to source systems, including data used to run the models
and historic loss data to monitor models. We also tested the ECL data points from the calculation engine through to the
general ledger and disclosures.
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- We evaluated the criteria used to allocate a financial asset to stage 1, 2 or 3 in accordance with IFRS 9. We
recalculated the staging of the complete population of assets based on management’s criteria, and performed
sensitivity analysis to assess the impact of different criteria on the ECL and considered the impact of performing
collective staging downgrades to industries, geographic regions and high risk populations particularly impacted by
recent economic conditions and climate change.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
288
Independent auditors’ report to the members of NatWest Group plc continued
Risk
Our response to the risk
Expected credit loss provisions continued
Post-model adjustments
- Appropriateness,
completeness and valuation of post-model
adjustments which represent approximately 13%
of total ECL (2022 - 12%), including adjustments
required to address the limitation of models to
adequately incorporate the risks of inflation,
elevated interest rates, and other geopolitical and
economic uncertainties, and the identification of
vulnerable customers with higher risks of defaults
than currently reflected; and
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Measurement of individual
provisions including the assessment of multiple
scenarios and probability weights, the impact of
the current uncertain geopolitical and economic
outlook on exit or recovery strategies, collateral
valuations, and time to collect.
Economic scenarios
- We involved EY economic specialists to assist us in evaluating the base case and alternative
economic scenarios, including evaluating probability weights. This assessment included the impacts of the current
geopolitical and economic environment, as well as the impacts of climate change on the economic variables.
We
assessed whether forecasted macroeconomic variables such as GDP, unemployment rate, Consumer Price Index, UK
Stock Price Index, Bank of England base rates and the House Price Index were appropriate. With the support of our
credit modelling specialists, we evaluated the correlation and translation of the macroeconomic factors, including the
impacts of alternative paths or weights to ECL.
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- We have evaluated and tested the appropriateness, adequacy and completeness of the Post
Model Adjustments (PMAs) held at year end. This included challenging management’s identification of retail customers
vulnerable to price and rate increases, commercial sub-sectors susceptible to inflation and liquidity challenges, loss given
default assumptions, and time to collect. We have also challenged the appropriateness of PMAs remaining from previous
years related to matters such as COVID-19, by checking the latest default trends in those cohorts. We also assessed all
the PMAs against the risk of double counting of either certain portfolios/customers or identified risks. With our modelling
and economic specialists, we assessed the risk of bias and the completeness of these adjustments by considering the
data, judgments, methodology, sensitivities, and governance of these adjustments as well as considering model
shortcomings.
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- We recalculated and challenged the scenarios, assumptions, and cash flows for a sample of
individual provisions including the alternative scenarios and evaluating probability weights assigned, involving EY valuation
specialists where appropriate. The samples considered higher risk sectors identified with reference to external sources,
such as commercial real estate, manufacturing, automotive, health, retail, and leisure. We considered the impact of the
current geopolitical and economic outlook and climate change had on collateral valuations and time to collect as well as
whether planned exit strategies remained viable.
Key observations communicated to the Group Audit Committee
We are satisfied that provisions for the impairment of loans were reasonable and recognised in accordance with IFRS 9. We highlighted the following matters to the Group Audit
Committee that contributed to our overall conclusion:
Effectiveness of the overall control environment, including the compensating controls identified by management, where deficiencies were identified.
Results of our testing of models and model assumptions, including the reasonableness of the macroeconomic variables used.
The accuracy of staging, including considering management override, and our independent sensitivity analysis on the staging criteria to assess appropriateness.
Reasonableness and adequacy of the post-model adjustments recorded to reflect risk in the portfolios.
For individually assessed impairments, the overall reasonableness of the provisions, including assumptions applied.
Relevant references in the Annual Report and Accounts
Report of the Group Audit Committee
Credit risk section of the Risk and capital management section
Accounting policies
Note 15 to the financial statements
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
289
Independent auditors’ report to the members of NatWest Group plc continued
Risk
Our response to the risk
Provisions for customer redress, litigation and other regulatory matters
At 31 December 2023, the Group has reported £1.0 billion (2022 - £1.1
billion) of provisions for liabilities and charges, including £0.6 billion (2022
- £0.7 billion) for customer redress, litigation and other regulatory
matters as detailed in Note 21 of the financial statements.
The Group operates in an industry where it is subject to regulatory
scrutiny and investigations, litigation and customer remediation.
Significant management judgement is required when accounting for
provisions and contingent liabilities, including;
Determining whether a present obligation exists and therefore
whether a provision should be recorded and subsequently measured
in accordance with IAS 37 Provisions, Contingent Liabilities and
Contingent Assets, as at 31 December 2023.
Estimating the probability and amount of any outflow of resources
embodying economic benefits, including through the selection and
use of assumptions in the provision.
Assessing the adequacy of disclosures.
Controls testing
- We tested the design and operating effectiveness of the Group’s controls over the
identification, completeness, estimation and monitoring of provisions and disclosures. Our procedures
included testing management’s controls to determine whether a provision is required and the
completeness and accuracy of data used in the process.
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- We assessed the risks facing the Group, including the status of any
investigations and implications of these on the Group’s provisions. We tested management’s
assessment of the potential outcomes, including the evaluation of assumptions and completeness of
the data considered in making these assessments.
Where no provision was booked by management,
we critically challenged this conclusion with reference to the requirements of IAS 37. Where relevant
we undertook this assessment with the input of our specialists, including conduct specialists.
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obtained, and reviewed reports from external counsel to evaluate the existence of the obligation and /
or management’s estimate of the outflow at year-end.
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- We examined the relevant regulatory and legal
correspondence to assess factual developments. We also considered regulatory developments to
identify actual or possible non-compliance with laws and regulations that might have a material effect
on the financial statements.
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- We evaluated whether the disclosures provided in the financial statements fairly reflect the
facts and key sources of uncertainty.
Key observations communicated to the Group Audit Committee
We are satisfied that provisions for liabilities and charges were reasonable and recognised in accordance with IAS 37. We highlighted the following matters to the Group Audit
Committee that contributed to our overall conclusion:
Effectiveness of the overall control environment over the Group’s process for concluding whether a provision or disclosure should be recorded and how such matters are
measured.
Reasonableness of the methodologies, judgements and assumptions used by management to conclude upon the recognition of the provisions.
The fact that we did not identify any material unrecorded provisions or disclosures.
Relevant references in the Annual Report and Accounts
Report of the Group Audit Committee
Accounting policies
Note 21 and 26 to the financial statements
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
290
Independent auditors’ report to the members of NatWest Group plc continued
Risk
Our response to the risk
Valuation of financial instruments with higher risk characteristics
As reported in Note 11 to the financial statements, as at 31 December
2023 the Group held financial instruments with higher risk
characteristics. This included (but is not limited to) reported level 3
assets of £2.0 billion (2022 - £2.3 billion) and level 3 liabilities of £0.7
billion (2022 - £1.0 billion) whose value is dependent upon unobservable
inputs.
The valuation of those financial instruments with higher risk
characteristics can include significant judgement as outlined below. The
fair value of these instruments can involve complex valuation models
and significant fair value adjustments, both of which may be reliant on
inputs where there is limited market observability.
Management’s estimates which required significant judgement include:
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- Complex model-dependent valuations of
financial instruments, which include interest rate swaps linked
to pre-payment behaviour and interest rate options with
exotic features;
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- Pricing inputs and calibrations for illiquid
instrument, including fair value loan exposures for which there
is no active market. Additionally derivative instruments whose
valuation is dependent on discount rates associated with
complex collateral arrangements; and
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he appropriateness of fair value
adjustments made to derivative valuations including Funding
Valuation Adjustments (FVA), Credit Valuation Adjustments
(CVA), relating to derivative counterparties whose credit
spread may not be observable, and material product and deal
specific adjustments on long-dated derivative portfolios.
Controls testing
- We evaluated the design and operating effectiveness of controls relating to financial
instrument valuation including independent price verification, valuation models governance, collateral
management, income statement analysis, and the associated controls over relevant information
technology systems. We also observed the Valuation Committees where valuation inputs, assumptions
and adjustments were discussed and approved.
We involved our financial instrument valuation and modelling specialists to assist us in performing
procedures including the following:
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Testing complex model-dependent valuations by performing independent
revaluation to assess the appropriateness of models and the adequacy of assumptions and
inputs used by the Group;
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Independently re-pricing instruments that had been valued using illiquid pricing
inputs, using alternative pricing sources where available, to evaluate management's valuation;
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Comparing fair value adjustment methodologies to current market
practice and assessing the appropriateness and adequacy of the valuation adjustment
framework in light of emerging market practice and changes in the risk profile of the underlying
portfolio; and revaluing a sample of counterparty level FVA and CVA, comparing funding
spreads to third party data, independently challenging illiquid CVA inputs, and testing material
product and deal specific adjustments on the long-dated derivatives portfolio.
Throughout our audit procedures we considered the current uncertain geopolitical and economic outlook,
including market volatility and the impact of climate change on the valuation of financial instruments,
particularly in relation to long-dated illiquid positions. In addition, we assessed whether there were any
indicators of aggregate bias in financial instrument marking and methodology assumptions.
We performed back-testing analysis of recent trade activity and asset disposals to evaluate the drivers of
significant differences between book value and trade value to assess the impact on the fair value of
similar instruments within the portfolio. We performed an analysis of significant collateral discrepancies
with counterparties to assess the potential impact on the fair value of the underlying (and similar)
financial instruments.
Key observations communicated to the Group Audit Committee
We are satisfied that the assumptions used by management to reflect the fair value of financial instruments with higher risk characteristics are reasonable and in accordance with
IFRS. We highlighted the following matters to the Group Audit Committee:
Complex model-dependent valuations were appropriate based on the output of our independent revaluations, analysis of trade activity, assessment of the output of the
independent price verification process, inspection of collateral disagreements and peer benchmarking;
The fair value estimates of hard-to-price financial instruments appropriately reflected pricing information available at 31 December 2023; and
Valuation adjustments applied to derivative portfolios for credit, funding and other risks were recorded in accordance with the requirements of IFRS considering trade
activity for positions with common risk characteristics, analysis of market data and peer benchmarking.
Relevant references in the Annual Report and Accounts
Report of the Group Audit Committee
Accounting policies
Note 11 to the financial statements
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
291
Independent auditors’ report to the members of NatWest Group plc continued
Risk
Our response to the risk
Recognition of deferred tax assets, impairment of goodwill and, in the Parent Company’s accounts, investments in group undertakings.
At 31 December 2023, the Group had reported goodwill of £5.7
billion (2022 - £5.5 billion) and net deferred tax assets of £1.8 billion
(2022 - £2.0 billion). The Parent Company reported investments in
group undertakings of £52.6 billion (2022 - £52.8 billion).
Management performed impairment assessments using a value in
use methodology and concluded that goodwill remains recoverable.
Management have assessed whether sufficient taxable profits will
be generated in future years to recover any deferred tax assets
recognised and concluded that net deferred tax assets recognised
on the balance sheet are recoverable.
Management reviewed investments in subsidiaries of the Parent
Company, as at 31 December 2023, for indicators of impairment or
that impairment charges recognised in prior periods should be
reversed in accordance with IAS 36. Where indicators have been
identified, management assess any asset impairment based upon
value in use. As a result of the assessment management concluded
that in the Parent Company’s accounts the carrying amount
investments in group undertakings is recoverable.
These estimates are based on the five-year revenue and cost
forecasts, which are more susceptible to management override due
to the following inherent uncertainties involved determining the
forecast:
Profitability estimates, including costs, ECL and the impact of
climate within business planning;
Macro-economic assumptions; and
Capital forecasts.
Controls testing:
We evaluated the design and operating effectiveness of controls over the key judgemental
inputs (macro-economic assumptions including interest rates, business forecasts and capital). In addition, we
have assessed the controls over the methodology, models and methods utilised in the value in use and
deferred tax assets assessment.
We have also performed test of details to evaluate the recoverability of DTA, Goodwill and Investments in
group undertakings through:
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Tested the mathematical accuracy of the models and calculations utilised in the value in use and DTA
processes.
Challenged the reasonableness and achievability of management forecasts from a combination of
historical performance, benchmarking with external data and evaluating underlying business strategies.
Engaged specialists to evaluate the appropriateness of significant assumptions (macroeconomic and
modelling assumptions).
Engaged taxation specialists to assess the deferred tax model including an assessment of the time
horizon used for the recoverability of losses and other temporary differences.
Assessed the sensitivity of the Value In Use (VIU) to reasonable variations in significant assumptions, both
individually and in aggregate.
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We challenged and verified the adequacy of the information disclosed in the consolidated (and for
investment in subsidiaries in the Parent Company’s) annual accounts in accordance with applicable
standards and regulations.
Key observations communicated to the Group Audit Committee
We are satisfied that the carrying value of goodwill, deferred tax assets and, in the Parent Company’s accounts, investments in group undertakings, were reasonable and
recognised in accordance with IFRS. We highlighted the following matters to the Group Audit Committee that contributed to our overall conclusion:
Effectiveness of the overall control environment, including management’s identification of compensating controls where deficiencies were identified;
Reasonableness of the methodologies, judgements and assumptions used by management to conclude upon the recognition of the related balances;
When subjected to reasonable alternative
scenarios, the goodwill recognised did not indicate impairment in the next 12 months; and
Management's approach to estimating the recoverable amounts for the subsidiaries of the Group is reasonable. Given that the Group’s investment in NatWest Holdings shows
indicators of impairment we focused on performing reasonable stresses on the VIU assumptions and ensuring these are appropriately disclosed.
Relevant references in the Annual Report and Accounts
Accounting policies
Note 7 and Note 17 to the Group financial statements and Note 8 to the Parent Company financial statements
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
292
Independent auditors’ report to the members of NatWest Group plc continued
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Pension valuation and net pension asset
The Group operates a number of defined benefit schemes which
in aggregate are significant in the context of the overall balance
sheet. At 31 December 2023, the Group reported a net pension
asset of £102 million (2022 - £220 million) comprising £201
million of schemes in surplus and £99 million of schemes in
deficit (2022 - £318 million and £98 million respectively). The net
pension asset is sensitive to changes in the key judgements and
estimates, including the effects of the current uncertain
geopolitical and economic outlook and associated market
volatility, which include:
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Actuarial assumptions and inputs including
discount rate, inflation, pension payments and longevity to
determine the valuation of retirement benefit liabilities;
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Pricing inputs and calibrations for illiquid or
complex model-dependent valuations of certain investments
held by the schemes;
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– the pension schemes have adequate liquidity to
cover for any shortfall in derivative asset prices as a result
of current economic conditions; and
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Quantification of trustees’ rights to
unilaterally augment benefits (Augmentation cap) to
determine the recognition of surplus.
Controls testing
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We evaluated the design and operating effectiveness of controls over the defined benefit
obligation process including the setting of actuarial assumptions, the data inputs used in the actuarial calculation
and the measurement of the fair value of the schemes’ assets.
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We involved our actuarial specialists to evaluate the actuarial assumptions used to calculate the
defined benefit obligation by comparing them to ranges independently developed from third party sources and
market practice. We assessed the impact on pension liabilities due to changes in financial, demographic and
longevity assumptions over the year, and whether these were supported by objective external evidence and
rationales, including the effects of current uncertain geopolitical and economic outlook, including market volatility.
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- We tested the fair value of scheme assets by independently calculating the fair value for a sample of
the assets held. Our sample included cash, equity and debt instruments, derivative financial instruments, and
illiquid assets. We involved our valuation specialists to assess the appropriateness of management’s valuation
methodology including the judgements made in determining significant assumptions used in the valuation of
complex and illiquid pension assets, including the effects of the current uncertain geopolitical and economic
outlook, including market volatility. We independently re-priced illiquid and complex assets that had been valued
using unobservable market inputs, using alternative pricing sources where available, to evaluate management’s
valuations.
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- We assessed whether the pension schemes have adequate funding to cover for any shortfall in
derivative asset prices given the current economic conditions.
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- We involved our actuarial specialists to assess the estimation of
the Augmentation cap including the inputs used in the calculation. We also assessed the methodology and
judgements made in calculating these estimates and the associated accounting treatment in accordance with IAS
19 and IFRIC 14.
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We assessed the adequacy of the disclosures made in the financial statements, including the
appropriateness of the assumptions, sensitivities and disclosures over investment strategy and risk management.
Key observations communicated to the Group Audit Committee
We are satisfied that the valuation and disclosure of the net pension balance are reasonable and in accordance with IFRS. We highlighted the following matters to the Group Audit
Committee:
Our benchmarking of key actuarial assumptions including the discount rate, inflation, longevity and pension payments concluded that assumptions were within a reasonable range;
No material differences were identified through our independent valuation testing for a sample of pension assets; and
Management’s estimate of the impact of the augmentation cap was reasonable and the methodology consistent with IAS 19 and IFRIC 14.
Relevant references in the Annual Report and Accounts
Accounting policies
Note 5 to the financial statements
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
293
Independent auditors’ report to the members of NatWest Group plc continued
Risk
Our response to the risk
IT access management
The IT environment is complex and pervasive to the operations
of the Group due to the large volume of transactions processed
in numerous locations daily, with extensive reliance on
automated controls.
Appropriate IT controls are required to
ensure that applications process data as expected and that
changes are made in an appropriate manner. This risk is also
impacted by the growing dependency on third parties,
increasing use of cloud platforms, decommissioning of legacy
systems, and migration to new systems. Such controls
contribute to mitigating the risk of potential fraud or errors as
a result of changes to applications and data.
The Group has implemented user access management controls
across IT applications, databases and operating systems. We
have identified user access-related deficiencies in the past and
similar thematic issues have been noted in the current year, and
thus the risk of inappropriate access remains.
We evaluated the design and operating effectiveness of IT general controls over the applications, operating
systems and databases that are relevant to financial reporting.
We tested user access by assessing the controls in place for in-scope applications, in particular testing the
addition and periodic recertification of users’ access. We continue to focus on key controls enforced by the
Group’s user access management tools, including ensuring the completeness of user data, automated
identification of movers and leavers and the adequacy of the overall control environment in addressing access-
related IT risks to financial reporting. There have been no significant changes in the suite of access management
controls operated by the Group in the current year.
For systems outsourced to third party service providers, we tested IT general controls through evaluating the
relevant Service Organisation Controls (“SOC”) reports (where available). This included assessing the timing of
the reporting, the controls tested by the service auditor and whether they addressed relevant IT risks. We also
tested required complementary user entity controls performed by management.
Where a SOC report was not
available, we identified and reviewed compensating business controls to address risks to financial reporting.
Several systems have been migrated to a cloud-hosted infrastructure model, however access management
processes and controls remained in-house, and they formed part of our testing.
Where control deficiencies were identified, we tested remediation activities performed by management and/or
compensating controls in place and assessed the impact, of any residual risk over financial statement reporting.
We also performed a further aggregation analysis of access management deficiencies identified by EY,
management, and Internal Audit to consider the pervasiveness of findings identified, and the impact on our
overall approach to access management testing. We noted that no further changes to our approach were
required.
Key observations communicated to the Group Audit Committee
Based on our testing procedures, including validating management’s remediation activities, and testing of compensating controls, we are satisfied that reliance can be placed upon IT
controls impacting material financial reporting systems. The following matters were reported to the Group Audit Committee:
IT control deficiencies were identified in relation to privileged access management. These deficiencies in the audit period resulted in an increased risk in relation to data, reports
and automated system functionality within the impacted systems.
However, overall, in combination with compensating controls, we are satisfied that the Group’s overall IT control environment appropriately supports the financial reporting
process.
While improvements have been made to further standardise IT access management processes and controls, there are still IT applications relevant to financial reporting which
make use of bespoke tools and/or processes to perform access-related controls. Control deficiencies continued to be observed in these areas, which led to an increase in the
overall number of reported IT control deficiencies requiring remediation by management.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
294
Independent auditors’ report to the members of NatWest Group plc continued
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We apply the concept of materiality in planning and performing the audit, in evaluating
the effect of identified misstatements on the audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate, could
reasonably be expected to influence the economic decisions of the users of the financial
statements. Materiality provides a basis for determining the nature and extent of our audit
procedures.
We determined materiality for the Group to be £316 million (2022 - £208 million), which
is 5% (2022 - 5%) of the profit before tax of the Group of £6,178 million (2022 - £5,132
million) adjusted for non-recurring conduct and litigation costs. We believe removing
these non-recurring charges reflects the most useful measure for users of the financial
statements and is consistent with the prior year.
The 5% basis used for Group materiality
is consistent with the wider industry, and is the standard for listed and regulated entities.
We determined materiality for the Parent Company to be £316 million (2022 - £208
million) which is 0.6% (2022 - 0.4%) of equity of the Parent Company. We believe this
reflects the most useful measure for users of the financial statements as the Parent
Company’s primary purpose is to act as a holding company with investments in the
Group’s subsidiaries, not to generate operating profits and therefore a profit-based
measure is not relevant.
Performance materiality
The application of materiality at the individual account or balance level.
It is set at an
amount to reduce to an appropriately low level the probability that the aggregate of
uncorrected and undetected misstatements exceeds materiality.
On the basis of our risk assessments, together with our assessment of the Group’s
overall control environment, our judgement was that performance materiality was 75%
(2022 - 75%) of our planning materiality, namely £237 million (2022 - £156 million). We
have based the percentage of performance materiality on a number of considerations,
including the number and amount of identified misstatements, the effectiveness of the
control environment and other factors affecting the entity and its financial reporting.
Audit work at component teams for the purpose of obtaining audit coverage over
significant financial statement accounts is undertaken based on a percentage of total
performance materiality. The performance materiality set for each component is based
on the relative scale and risk of the component to the Group as a whole and our
assessment of the risk of misstatement at that component. In the current year, the
range of performance materiality allocated to components was £107 million to £207
million (2022 - £47 million to £136 million).
Reporting threshold
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit Committee that we would report to them all uncorrected audit
differences in excess of £16 million (2022 - £10 million), which is set at 5% of planning
materiality, as well as differences below that threshold that, in our view, warranted
reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative measures of
materiality discussed above and in light of other relevant qualitative considerations in
forming our opinion.
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The other information comprises the information included in the Annual Report and
Accounts, including the Strategic report, Financial review, Corporate governance, Report
of the Group Nominations and Governance Committee, Report of the Group Audit
Committee, Report of the Group Board Risk Committee, Report of the Group Sustainable
Banking Committee, Report of the directors, Risk and capital management, Non-IFRS
financial measures, Risk factors, Material contracts, and Additional information, other
than the financial statements and our auditor’s report thereon. The directors are
responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except
to the extent otherwise explicitly stated in this report, we do not express any form of
assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the
other information is materially inconsistent with the financial statements, or our
knowledge obtained in the course of the audit, or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether this gives rise to a material
misstatement in the financial statements themselves. If, based on the work we have
performed, we conclude that there is a material misstatement of the other information,
we are required to report that fact.
We have nothing to report in this regard.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
295
Independent auditors’ report to the members of NatWest Group plc continued
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6
6
In our opinion, the part of the Directors’ Remuneration Report to be audited has been
properly prepared in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
the information given in the Strategic report and the Report of the directors for the
financial year for which the financial statements are prepared is consistent with the
financial statements and those reports have been prepared in accordance with
applicable legal requirements;
the information about internal control and risk management systems in relation to
financial reporting processes and about share capital structures, given in compliance
with rules 7.2.5 and 7.2.6 in the Disclosure Rules and Transparency Rules sourcebook
made by the Financial Conduct Authority (the FCA Rules), is consistent with the
financial statements and has been prepared in accordance with applicable legal
requirements; and
information about the Group’s corporate governance statement and practices and
about its administrative, management and supervisory bodies and their committees
complies with rules 7.2.2, 7.2.3 and 7.2.7 of the FCA Rules.
M
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In the light of the knowledge and understanding of the Group and the Parent Company
and its environment obtained in the course of the audit, we have not identified material
misstatements in the;
Strategic report or the Report of the directors; or
the information about internal control and risk management systems in relation to
financial reporting processes and about share capital structures, given in compliance
with rules 7.2.5 and 7.2.6 of the FCA Rules.
We have nothing to report in respect of the following matters in relation to which the
Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the Parent Company, or returns
adequate for our audit have not been received from branches not visited by us; or
the Parent Company financial statements and the part of the Directors’
Remuneration Report to be audited are not in agreement with the accounting
records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit;
or
a Corporate Governance Statement has not been prepared by the Group
C
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We have reviewed the directors’ statement in relation to going concern, longer-term
viability and that part of the Corporate Governance Statement relating to the group and
company’s compliance with the provisions of the UK Corporate Governance Code
specified for our review by the Listing Rules.
Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the Corporate Governance Statement is materially consistent with
the financial statements or our knowledge obtained during the audit:
Directors’ statement with regards to the appropriateness of adopting the going
concern basis of accounting and any material uncertainties identified;
Directors’ explanation as to its assessment of the company’s prospects, the period
this assessment covers and why the period is appropriate;
Directors’ statement on fair, balanced and understandable;
Director’s statement on whether it has a reasonable expectation that the group will
be able to continue in operation and meets its liabilities;
Board’s confirmation that it has carried out a robust assessment of the emerging and
principal risks;
The section of the annual report that describes the review of effectiveness of risk
management and internal control systems; and;
The section describing the work of the audit committee.
R
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As explained more fully in the Statement of directors’ responsibilities, the directors are
responsible for the preparation of the financial statements and for being satisfied that
they give a true and fair view, and for such internal control as the directors determine is
necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the
Group and Parent Company’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or the Parent
Company or to cease operations, or have no realistic alternative but to do so.
A
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Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to fraud or
error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is
a high level of assurance, but is not a guarantee that an audit conducted in accordance
with ISAs (UK) will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these financial statements.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
296
Independent auditors’ report to the members of NatWest Group plc continued
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Irregularities, including fraud, are instances of non-compliance with laws and regulations.
We design procedures in line with our responsibilities, outlined below, to detect
irregularities, including fraud.
The risk of not detecting a material misstatement due to
fraud is higher than the risk of not detecting one resulting from error, as fraud may
involve deliberate concealment by, for example, forgery or intentional
misrepresentations, or through collusion. The extent to which our procedures are
capable of detecting irregularities, including fraud is detailed below.
However, the primary responsibility for the prevention and detection of fraud rests with
both those charged with governance of the company and management.
We obtained an understanding of the legal and regulatory frameworks that are
applicable to the Group and determined that the most significant are the regulations,
licence conditions and supervisory requirements of the Prudential Regulation
Authority (PRA) and the Financial Conduct Authority (FCA); Companies Act 2006;
and the Sarbanes Oxley Act (SOX).
We understood how the Group is complying with those frameworks by making
inquiries of management, internal audit and those responsible for legal and
compliance matters. We also reviewed correspondence between the Group and
banking regulatory bodies in relevant jurisdictions; reviewed minutes of the Board
and Risk Committees; and gained an understanding of the Group’s governance
framework.
Conducted a review of correspondence with and reports from the banking
regulators, in relevant jurisdictions, including the PRA and the FCA
Carried out an assessment of matters reported on the group’s whistleblowing
programmes where these related to the financial statements.
We assessed the susceptibility of the Group’s financial statements to material
misstatement, including how fraud might occur by considering the controls
established to address risks identified to prevent or detect fraud. We also assessed
the risks of fraud in our key audit matters. Our procedures over our key audit
matters and other significant accounting estimates included challenging management
on the assumptions and judgements made in determining these estimates.
We designed our audit procedures to identify non-compliance with laws and
regulations. Our procedures involved inquiries of legal counsel, executive
management, internal audit and reading reports of reviews performed by external
legal counsel. We also tested controls and performed procedures to respond to any
financial statement impacts of non-compliance with laws and regulations through our
work in response to the
Provisions for customer redress, litigation and other
regulatory matters,
key audit matter. These procedures were performed by both the
primary team and component teams with oversight from the primary team.
Identified and tested journal entries, including those posted with certain descriptions
or unusual characteristics, backdated journals or posted by infrequent and
unexpected users.
The Group operates in the banking industry which is a highly regulated environment.
As such, the Senior Statutory Auditor considered the experience and expertise of the
engagement team to ensure that the team had the appropriate competence and
capabilities, involving specialists where appropriate.
A further description of our responsibilities for the audit of the financial statements is
located on the Financial Reporting Council’s website at
https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s
report.
O
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s
Following the recommendation from the Group Audit Committee, we were appointed
by the Group at its annual general meeting on 4 May 2016 to audit the financial
statements for the year ending 31 December 2016 and subsequent financial periods.
The period of total uninterrupted engagement including previous renewals and
reappointments is 8 years, covering periods from our appointment through 31
December 2023.
The audit opinion is consistent with the additional report to the Group Audit
Committee.
U
U
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s
e
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f
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p
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This report is made solely to the company’s members, as a body, in accordance with
Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken
so that we might state to the company’s members those matters we are required to
state to them in an auditor’s report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than the
company and the company’s members as a body, for our audit work, for this report, or
for the opinions we have formed.
Micha Missakian (Senior statutory auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
London, United Kingdom
15 February 2024
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
297
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
298
Consolidated income statement
For the year ended 31 December 2023
2023
2022
2021 (1)
Note
£m
£m
£m
Interest receivable
21,026
12,637
9,234
Interest payable
(9,977)
(2,795)
(1,699)
Net interest income
1
11,049
9,842
7,535
Fees and commissions receivable
2,983
2,915
2,694
Fees and commissions payable
(653)
(623)
(574)
Trading income
794
1,133
323
Other operating income
579
(111)
451
Non-interest income
2
3,703
3,314
2,894
Total income
14,752
13,156
10,429
Staff costs
(3,901)
(3,716)
(3,676)
Premises and equipment
(1,153)
(1,112)
(1,133)
Other administrative expenses
(2,008)
(2,026)
(2,026)
Depreciation and amortisation
(934)
(833)
(923)
Operating expenses
3
(7,996)
(7,687)
(7,758)
Profit before impairment losses/releases
6,756
5,469
2,671
Impairment (losses)/releases
15
(578)
(337)
1,173
Operating profit before tax
6,178
5,132
3,844
Tax charge
7
(1,434)
(1,275)
(996)
Profit from continuing operations
4,744
3,857
2,848
(Loss)/profit from discontinued operations, net of tax
(3)
8
(112)
(262)
464
Profit for the year
4,632
3,595
3,312
Attributable to:
Ordinary shareholders
4,394
3,340
2,950
Preference shareholders
-
-
19
Paid-in equity holders
242
249
299
Non-controlling interests
(4)
6
44
4,632
3,595
3,312
Earnings per ordinary share - continuing operations
9
49.2p
36.5p
23.0p
Earnings per ordinary share - discontinued operations
9
(1.2p)
(2.7p)
4.3p
Total earnings per share attributable to ordinary shareholders - basic
(4)
9
47.9p
33.8p
27.3p
Earnings per ordinary share - fully diluted continuing operations
9
48.9p
36.2p
22.9p
Earnings per ordinary share - fully diluted discontinued operations
9
(1.2p)
(2.6p)
4.3p
Total earnings per share attributable to ordinary shareholders - fully diluted
9
47.7p
33.6p
27.2p
The accompanying notes on pages 313 to 388, the
Accounting policies on pages 305 to 312 and the audited
sections of the Financial review and Risk and capital
management sections on pages 71 to 82 and 172 to 282 form
an integral part of these financial statements.
(1)
Comparative results have been re-presented from those previously published to
reclassify certain items as discontinued operations as described in Note 8 to the
consolidated financial statements.
(2)
At the
Meeting
Meeting on
General
and Class
2022, the shareholders
August
25
dividend
the
consolidation. On 30 August
share
and
special
proposed
consolidated
was
issued ordinary share capital
in the ratio of 14 existing
shares and earnings per share
13 new shares. The average number of
approved
2022 the
shares for
have been adjusted retrospectively.
(3)
The results of discontinued operations, comprising the post-tax profit, is shown as
a single amount on the face of the income statement. An analysis of this amount is
presented in Note 8 to the consolidated financial statements.
(4)
In 2023, the unrounded Total earnings per share attributable to ordinary
shareholders – basic is 47.948p. The unrounded Earnings per ordinary share –
continuing operations was 49.170p. The unrounded Earnings per ordinary share –
discontinued operations was (1.222p).
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
299
Consolidated statement of comprehensive income
For the year ended 31 December 2023
2023
2022
2021
£m
£m
£m
Profit for the year
4,632
3,595
3,312
Items that do not qualify for reclassification
Remeasurement of retirement benefit schemes
(280)
(840)
(669)
Changes in fair value of credit in financial liabilities designated at FVTPL
(39)
50
(29)
FVOCI financial assets
17
59
13
Tax
79
187
164
(223)
(544)
(521)
Items that do qualify for reclassification
FVOCI financial assets
49
(457)
(100)
Cash flow hedges
(1)
1,208
(3,277)
(848)
Currency translation
(619)
241
(382)
Tax
(361)
1,067
213
277
(2,426)
(1,117)
Other comprehensive income/(losses) after tax
54
(2,970)
(1,638)
Total comprehensive income for the year
4,686
625
1,674
Attributable to:
Ordinary shareholders
4,448
370
1,308
Preference shareholders
-
-
19
Paid-in equity holders
242
249
299
Non-controlling interests
(4)
6
48
4,686
625
1,674
The accompanying notes on pages 313 to 388, the
Accounting policies on pages 305 to 312 and the audited
sections of the Financial review and Risk and capital
management sections on pages 71 to 82 and 172 to 282 form
an integral part of these financial statements.
(1)
Refer to footnotes 6 and 7 of the Consolidated statement of changes in equity.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
300
Consolidated balance sheet
As at 31 December 2023
2023
2022
Note
£m
£m
Assets
Cash and balances at central banks
10
104,262
144,832
Trading assets
13
45,551
45,577
Derivatives
14
78,904
99,545
Settlement balances
7,231
2,572
Loans to banks - amortised cost
10
6,914
7,139
Loans to customers - amortised cost
10
381,433
366,340
Securities subject to repurchase agreements
8,764
2,901
Other financial assets excluding securities subject to repurchase agreements
42,338
27,994
Other financial assets
16
51,102
30,895
Intangible assets
17
7,614
7,116
Other assets
18
8,760
9,176
Assets of disposal groups
8
902
6,861
Total assets
692,673
720,053
Liabilities
Bank deposits
10
22,190
20,441
Customer deposits
10
431,377
450,318
Settlement balances
6,645
2,012
Trading liabilities
13
53,636
52,808
Derivatives
14
72,395
94,047
Other financial liabilities
19
55,089
49,107
Subordinated liabilities
20
5,714
6,260
Notes in circulation
3,237
3,218
Other liabilities
21
5,202
5,346
Total liabilities
655,485
683,557
Ordinary shareholders' interests
33,267
32,598
Other owners' interests
3,890
3,890
Owners' equity
22
37,157
36,488
Non-controlling interests
31
8
Total equity
37,188
36,496
Total liabilities and equity
692,673
720,053
The accompanying notes on pages 313 to 388, the
Accounting policies on pages 305 to 312 and the audited
sections of the Financial review and Risk and capital
management sections on pages 71 to 82 and 172 to 282 form
an integral part of these financial statements.
The accounts were approved by the Board of directors on 15
February 2024 and signed on its behalf by:
Howard Davies
Chairman
John-Paul Thwaite
Group Chief Executive Officer
Katie Murray
Group Chief Financial Officer
NatWest Group plc
Registered No. SC45551
 
 
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
301
Consolidated statement of changes in equity
For the year ended 31 December 2023
Other reserves
Share
Other
Total
Non
capital and
Paid-in
statutory
Retained
Cash flow
Foreign
owners'
controlling
Total
share premium
equity
reserves
(9)
earnings
Fair value
hedging (6,7)
exchange
Merger
equity
interests
equity
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2023
11,700
3,890
1,393
10,019
(102)
(2,771)
1,478
10,881
36,488
8
36,496
Profit/(loss) attributable to ordinary shareholders
and other equity owners
- continuing operations
4,748
4,748
(4)
4,744
- discontinued operations
(112)
(112)
(112)
Other comprehensive income
Realised gains in period on FVOCI equity shares
1
(1)
-
-
Remeasurement of retirement benefit schemes
(280)
(280)
(280)
Changes in fair value of credit in financial liabilities
designated at FVTPL due to own credit risk
(39)
(39)
(39)
Unrealised losses
22
22
22
Amounts recognised in equity
187
187
187
Retranslation of net assets
(239)
(239)
(239)
Gains on hedges of net assets
107
107
107
Amount transferred from equity to earnings
(4)
44
1,021
(487)
578
578
Tax
84
(12)
(336)
(18)
(282)
(282)
Total comprehensive income
4,402
53
872
(637)
-
4,690
(4)
4,686
Transactions with owners
Ordinary share dividends paid
(1,456)
(1,456)
(5)
(1,461)
Paid-in equity dividends paid
(242)
(242)
(242)
Shares repurchased during the period
(1,2)
(856)
856
(2,057)
(2,057)
(2,057)
Employee share schemes
14
14
14
Shares vested under employee share schemes
114
114
114
Share-based payments
(35)
(35)
(35)
Own shares acquired
(2)
(359)
(359)
(359)
Acquisition of subsidiary
32
32
At 31 December 2023
10,844
3,890
2,004
10,645
(49)
(1,899)
841
10,881
37,157
31
37,188
The accompanying notes on pages 313 to 388, the Accounting policies on pages 305 to 312 and the audited sections of the Financial review and Risk and capital management sections
on pages 71 to 82 and 172 to 282 form an integral part of these financial statements.
For the notes to this table refer to page 303.
 
 
 
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
302
Consolidated statement of changes in equity continued
Other reserves
Share
Other
Total
Non
capital and
Paid-in
statutory
Retained
Cash flow
Foreign
owners'
controlling
Total
share premium
equity
reserves (9)
earnings
Fair value
hedging (6,7)
exchange
Merger
equity
interests
equity
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2022
12,629
3,890
351
12,966
269
(395)
1,205
10,881
41,796
7
41,803
Profit/(loss) attributable to ordinary shareholders
and other equity owners
- continuing operations
3,851
3,851
6
3,857
- discontinued operations
(262)
(262)
(262)
-
Other comprehensive income
-
Realised gains in period on FVOCI equity shares
113
(113)
-
-
Remeasurement of retirement benefit schemes
(840)
(840)
(840)
Changes in fair value of credit in financial liabilities
-
designated at FVTPL due to own credit risk
50
50
50
Unrealised losses
(570)
(570)
(570)
Amounts recognised in equity
(2,973)
(2,973)
(2,973)
Retranslation of net assets
512
512
512
Losses on hedges of net assets
(266)
(266)
(266)
Amount transferred from equity to earnings
(4)
172
(304)
(5)
(137)
(137)
Tax
181
140
901
32
1,254
1,254
Total comprehensive income
3,093
(371)
(2,376)
273
-
619
6
625
Transactions with owners
Ordinary share dividends paid
(1,205)
(1,205)
(5)
(1,210)
Special dividends paid
(1,746)
(1,746)
-
(1,746)
Paid-in equity dividends paid
(249)
(249)
(249)
Shares repurchased during the period
(1,2)
(929)
929
(2,054)
(2,054)
(2,054)
Redemption of preference shares
(5)
(750)
(750)
(750)
Enployee share schemes
6
6
6
Shares vested under employee share schemes
113
113
113
Share-based payments
(6)
(6)
(6)
Tax on redemption of paid-in equity
-
(36)
(36)
(36)
At 31 December 2022
11,700
3,890
1,393
10,019
(102)
(2,771)
1,478
10,881
36,488
8
36,496
For the notes to this table refer to the following page.
 
 
STRATEGIC
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RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
303
Consolidated statement of changes in equity continued
Other reserves
Share
Other
Total
Non
capital and
Paid-in
statutory
Retained
Cash flow
Foreign
owners'
controlling
Total
share premium
equity
reserves (9)
earnings
Fair value
hedging (6,7)
exchange
Merger
equity
interests
equity
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2021
13,240
4,999
(24)
12,567
360
229
1,608
10,881
43,860
(36)
43,824
Profit attributable to ordinary shareholders
and other equity owners
- continuing operation
2,804
2,804
44
2,848
- discontinued operation
464
464
464
Other comprehensive income
Realised gains in period on FVOCI equity shares
3
(3)
-
-
Remeasurement of retirement benefit schemes
(669)
(669)
(669)
Changes in fair value of credit in financial liabilities
designated at FVTPL due to own credit risk
(29)
(29)
(29)
Unrealised losses
32
32
32
Amounts recognised in equity
(687)
(687)
(687)
Retranslation of net assets
(484)
(484)
4
(480)
Gains on hedges of net assets
88
88
88
Amount transferred from equity to earnings
(4)
(119)
(161)
10
(270)
(270)
Tax
171
(1)
224
(17)
377
377
Total comprehensive income
2,744
(91)
(624)
(403)
-
1,626
48
1,674
Transactions with owners
Ordinary share dividends paid
(693)
(693)
(5)
(698)
Equity preference dividends paid
(19)
(19)
-
(19)
Paid-in equity dividends paid
(299)
(299)
(299)
Shares repurchased during the period
(1,2)
(698)
698
(1,423)
(1,423)
(1,423)
Redemption of preference shares
24
(24)
-
-
Shares and securities issued during the period
(8)
87
937
1,024
1,024
Reclassification of paid-in equity
(3)
(2,046)
150
(1,896)
(1,896)
Employee share schemes
8
8
8
Shares vested under employee share schemes
36
36
36
Share-based payments
(45)
(45)
(45)
Own shares acquired
(2)
(383)
(383)
(383)
At 31 December 2021
(10)
12,629
3,890
351
12,966
269
(395)
1,205
10,881
41,796
7
41,803
(1)
NatWest Group plc repurchased and cancelled 460.3 million (2022 - 379.3 million, 2021 - 310.8 million) shares, of which 2.3 million were settled in January 2024. The total consideration of these shares excluding fees was £1,151.7 million (2022 - £829.3
million, 2021 £676.2 million), of which £4.9 million were settled in January 2024, as part of the On Market Share Buyback Programmes. The nominal value of the share cancellations has been transferred to the capital redemption reserve.
(2)
In May 2023, there was an agreement to buy 469.2 million (March 2022 - 549.9 million, March 2021 - 591.0 million) ordinary shares of the Company from UK Government Investments Ltd (UKGI) at 268.4 pence per share (March 2022 - 220.5 pence per
share, March 2021 - 190.5 pence per share) for the total consideration of £1.3 billion (2022 - £1.2 billion, 2021 - £1.1 billion). NatWest Group cancelled 336.2 million of the purchased ordinary shares, amounting to £906.9 million excluding fees and held the
remaining 133.0 million shares as Own Shares Held, amounting to £358.8 million excluding fees. The nominal value of the share cancellation has been transferred to the capital redemption reserve.
(3)
In July 2021, paid-in equity was reclassified to liabilities as the result of a call in August 2021 of US$2.65 billion AT1 capital notes.
(4)
Includes £460 million foreign exchange recycled to profit or loss upon completion of a capital repayment by UBIDAC.
(5)
Following an announcement of a Regulatory Call in February 2022, the Series U preference shares were reclassified to liabilities. A £254 million loss was recognised in retained earnings as a result of foreign exchange unlocking.
(6)
The change in the cash flow hedging reserve is driven by realised accrued interest transferred into the income statement and a decrease in swap rates compared to previous periods where they rose. The portfolio of hedging instruments is predominantly
receive fixed swaps.
(7)
As referred in Note 14, the amount transferred from equity to the income statement is mostly recorded within net interest income mainly in loans to customers, balances at central banks and customer deposits as per Note 1.
(8)
There was an issue of shares in 2021. This is split between Ordinary share capital of £37 million and Share premium of £50 million.
(9)
Other statutory reserves consist of Capital redemption reserves of £2,507 million (2022 - £1,651 million, 2021 - £722 million) and Own shares held reserves of £503 million (2022 - £258 million, 2021 - £371 million).
(10)
In 2021, the Total equity balance of £41,803 million includes £494 million attributable to Preference shareholders.
 
 
 
STRATEGIC
REPORT
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RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
304
Consolidated cash flow statement
For the year ended 31 December 2023
2023
2022
2021
Note
£m
£m
£m
Cash flows from operating activities
Operating profit before tax from continuing operations
(1)
6,178
5,132
3,844
Operating (loss)/profit before tax from discontinued operations
(1)
(112)
(262)
467
Adjustments for:
Non-cash and other items
27
3,208
1,203
3,623
Change in operating assets and liabilities
27
(25,679)
(48,447)
46,606
Income taxes paid
(1,033)
(1,223)
(856)
Net cash flows from operating activities
(2,3)
(17,438)
(43,597)
53,684
Cash flows from investing activities
Sale and maturity of other financial assets
25,195
36,975
16,859
Purchase of other financial assets
(44,906)
(23,510)
(10,150)
Income received on other financial assets
1,099
659
581
Net movement in business interests and intangible assets
28
4,601
5,420
(3,489)
Sale of property, plant and equipment
128
154
165
Purchase of property, plant and equipment
(811)
(639)
(901)
Net cash flows from investing activities
(14,694)
19,059
3,065
Cash flows from financing activities
Issue of paid-in equity
-
-
937
Issue of subordinated liabilities
611
648
1,634
Redemption of subordinated liabilities
(1,250)
(3,693)
(4,765)
Interest paid on subordinated liabilities
(439)
(374)
(321)
Issue of MRELs
3,973
3,721
3,383
Maturity and redemption MRELs
(4,236)
(4,992)
-
Interest paid on MRELs
(844)
(703)
(647)
Shares repurchased
(2,416)
(2,054)
(1,806)
Dividends paid
(1,703)
(3,205)
(1,016)
Net cash flows from financing activities
29
(6,304)
(10,652)
(2,601)
Effects of exchange rate changes on cash and cash equivalents
(1,189)
2,933
(2,641)
Net (decrease)/increase in cash and cash equivalents
(39,625)
(32,257)
51,507
Cash and cash equivalents at 1 January
158,449
190,706
139,199
Cash and cash equivalents at 31 December
30
118,824
158,449
190,706
The accompanying notes on pages 313 to 388, the
Accounting policies on pages 305 to 312 and the audited
sections of the Financial review and Risk and capital
management sections on pages 71 to 82 and 172 to 282
form an integral part of these financial statements.
(1)
Comparative results have been re-presented from those previously published to
reclassify certain operations as discontinued operations as described in Note 8 to
the consolidated financial statements.
(2)
Includes interest received of £20,345 million (2022 - £12,638 million, 2021 -
£9,696 million) and interest paid of £8,871 million (2022 - £2,357 million, 2021 -
£1,668 million).
(3)
The total cash outflow for leases is £122 million (2022 - £170 million; 2021 - £195
million), including payment of principal amount of £102 million (2022 - £145
million, 2021 - £164 million) which are included in the operating activities.
 
 
NatWest Group
2023 Annual Report and Accounts
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MANAGEMENT
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STATEMENTS
ADDITIONAL
INFORMATION
305
Accounting policies
This section includes the basis of preparation, critical and material
accounting policies used to prepare the financial statements.
Our accounting policies are the specific principles, bases, conventions, rules,
and practices we apply in preparing and presenting the financial statements.
Further information is provided where judgement and estimation is applied to
critical accounting policies and key sources of estimation uncertainty.
Future accounting developments details new, or amendments to existing,
accounting standards, when they are effective from and where we are
assessing their impact on future financial statements.
1. Presentation of financial statements
NatWest Group plc is incorporated in the UK and registered in Scotland. The financial
statements are presented in the functional currency, pounds sterling.
The audited financial statements include audited sections of the Risk and capital
management section. The directors have prepared the financial statements on a going
concern basis after assessing the principal risks, forecasts, projections and other relevant
evidence over the twelve months from the date the financial statements are approved
(refer to the Report of the directors) and in accordance with UK adopted International
Accounting Standards (IAS), and International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB). The critical and material
accounting policies and related judgements are set out below.
The financial statements are presented on a historical cost basis except for certain
financial instruments which are stated at fair value.
The effect of the amendments to IFRS effective from 1 January 2023 on our financial
statements was immaterial.
We have applied the exception issued by the IASB in May 2023 from the accounting
requirements for deferred taxes in IAS 12 Income taxes in respect of Pillar Two income
taxes. Accordingly, we have not recognised or disclosed information about deferred tax
assets and liabilities related to Pillar Two income taxes.
Our consolidated financial statements incorporate the results of NatWest Group plc and
the entities it controls. Control arises when we have the power to direct the activities of
an entity so as to affect the return from the entity. Control is assessed by reference to
our ability to enforce our will on the other entity, typically through voting rights. The
consolidated financial statements are prepared under consistent accounting policies.
A subsidiary is included in the consolidated financial statements at fair value on
acquisition from the date it is controlled by us until the date we cease to control it
through a sale or a significant change in circumstances. Changes in our interest in a
subsidiary that do not result in us ceasing to control that subsidiary are accounted for as
equity transactions.
We apply accounting for associates and joint arrangements to entities where we have
significant influence, but not control, over the operating and financial policies. We assess
significant influence by reference to a presumption of voting rights of more than 20%, but
less than 50%, supplemented by a qualitative assessment of substantive rights which
include representation at the Board of Directors, significant exchange of managerial
personnel or technology amongst others.
Investments in associates and joint ventures are recorded upon initial recognition at cost,
increased or decreased each period by the share of the subsequent levels of profit or
loss, and other changes in equity are considered in line with their nature.
The judgements and assumptions involved in our accounting policies that are considered
by the Board to be the most important to the portrayal of its financial condition are
noted below. The use of estimates, assumptions or models that differ from those adopted
by us would affect our reported results.
How Climate risk affects our accounting judgements and estimates
Business planning
Key financial estimates are based on management's latest five-year revenue and cost
forecasts. The outputs from this forecast affect forward-looking accounting estimates.
Measurement of deferred tax and expected credit losses are highly sensitive to
reasonably possible changes in those anticipated conditions. In 2023, our scenario
planning was enhanced by the further integration of NatWest Group’s climate transition
plan, including the assessment of climate-related risks and opportunities.
Our Climate transition plan includes an assessment of:
changes in products, services and business operations to support customer
transition towards net zero;
financial impacts of supporting customer transition, including investment
required. The linkage between our financial plan and our Climate transition plan
will continue to be developed and refreshed annually as part of the financial
planning cycle;
the climate impact of policies, using the UK Climate Change Committee (UK
CCC) Balanced Net Zero (BNZ) pathway scenario, aligned with the UK’s Sixth
Carbon Budget. In addition, we have used the credibility ratings for sectoral
policies provided by the UK CCC 2023 Progress Report, published in June, to
the Parliament to develop a BNZ adjusted pathway to reflect estimated time
delays of these policies.
There remains considerable uncertainty regarding this policy response, including the
effect of wider geo-political uncertainty on governmental ambitions regarding climate
transition and the effect of decarbonisation on wider economic growth, technology
development and customer behaviours.
Accounting policies continued
NatWest Group
2023 Annual Report and Accounts
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Information used in other accounting estimates
We make use of reasonable and supportable information to make accounting judgements
and estimates. This includes information about the observable effects of the physical and
transition risks of climate change on the current creditworthiness of borrowers, asset
values and market indicators. It also includes the effect on our competitiveness and
profitability. Many of the effects arising from climate change will be longer term in
nature, with an inherent level of uncertainty, and have limited effect on accounting
judgements and estimates for the current period. Some physical and transition risks can
manifest in the shorter term. The following items represent the most significant effects:
The classification of financial instruments linked to climate, or other sustainability
indicators: consideration is given to whether the effect of climate related terms
prevent the instrument cashflows being solely payments of principal and interest.
The use of market indicators as inputs to fair value is assumed to include current
information and knowledge regarding the effect of climate risk.
E
E
ffect of climate change in the estimation of expected credit loss
We are monitoring the effect of the physical and transition consequences of climate
change on our experience of loan loss. We use available information regarding the effect
of climate transition policy largely driven by carbon prices as an adjustment to
macroeconomic factors that are used as inputs to the models that generate PD and LGD
outcomes, which are key inputs to the ECL calculation. The determination of whether
specific loss drivers and climate events generate specific losses is ongoing and is
necessary to determine how sensitive changes in ECL could be to climate inputs.
Future cashflows are discounted, so long dated cashflows are less likely to affect current
expectations on credit loss. Our assessment of sector specific risks, and whether
additional adjustments are required, include expectations of the ability of those sectors to
meet their financing needs in the market. Changes in credit stewardship and credit risk
appetite that stem from climate considerations, such as oil and gas, will directly affect
our positions.
2. Critical accounting policies
The judgements and assumptions involved in our accounting policies that are considered by the Board to be the most important to the portrayal of our financial condition are noted
below. The use of estimates, assumptions or models that differ from those adopted by us would affect our reported results. Management’s consideration of uncertainty is outlined in the
relevant sections, including the ECL estimate in the Risk and capital management section.
Information used for significant estimate
Policy
Judgement
Estimate
Further information
Deferred tax
Determination of whether sufficient sustainable taxable profits will
Our estimates are based on the five year revenue and cost
Note 7
 
be generated in future years to recover the deferred tax asset.
forecasts (which include inherent uncertainties).
 
Fair value – financial
Classification of a fair value instrument as level 3, where the
Estimation of the fair value, where it is reasonably possible
Note 11
instruments
valuation is driven by unobservable inputs.
to have alternative assumptions in determining the FV.
 
Loan impairment
Definition of default against which to apply PD, LGD and EAD
ECL estimates contain a number of measurement
Note 15
provisions
models.
uncertainties (such as the weighting of multiple economic
 
 
Selection of multiple economic scenarios.
scenarios) and disclosures include sensitivities to show
 
 
Criteria for a significant increase in credit risk.
impact on other reasonably possible scenarios.
 
 
Identification of risks not captured by the models.
  
Provisions for liabilities
Determination of whether a present obligation exists in respect of
Provisions remain sensitive to the assumptions used in the
Note 21
and charges
customer redress, litigation and other regulatory, property and
estimate. We consider a wide range of possible outcomes. It
 
 
other provisions. Legal proceedings often require a high degree of
is often not practical to meaningfully quantify ranges of
 
 
judgement and these are likely to change as the matter
possible outcomes, given the uncertainties involved.
 
 
progresses.
  
Changes in judgements and assumptions could result in a material adjustment to those estimates in future reporting periods.
Accounting policies continued
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307
2.1. Deferred tax
Deferred tax is the estimated tax expected to be payable or recoverable in respect of
temporary differences between the carrying amount of an asset or liability for accounting
purposes and the carrying amount for tax purposes in the future. Deferred tax liabilities
are generally recognised for all taxable temporary differences and deferred tax assets
are recognised to the extent their recovery is probable.
Deferred tax is calculated using tax rates expected to apply in the periods when the
assets will be realised or the liabilities settled, based on tax rates and laws enacted, or
substantively enacted, at the balance sheet date.
Deferred tax asset recoverability is based on the level of supporting offsetable deferred
tax liabilities we have and of our future taxable profits. These future taxable profits are
based on our five-year revenue and cost forecasts and the expectation of long term
economic growth beyond this period. The five-year forecast takes account of
management’s current expectations on competitiveness and profitability. The long term
growth rate reflects external indicators which will include market expectations on climate
risk. We do not consider any additional adjustments to this indicator.
2.2. Fair value – financial instruments
We measure financial instruments at fair value when they are classified as mandatory
fair value through profit or loss; held-for-trading; designated fair value through profit or
loss and fair value through other comprehensive income and they are recognised in the
financial statements at fair value. All derivatives are measured at fair value.
We manage some portfolios of financial assets and financial liabilities based on our net
exposure to either market or credit risk. In these cases, the fair value is derived from the
net risk exposure of that portfolio with portfolio level adjustments applied to incorporate
bid-offer spreads, counterparty credit risk, and funding costs (refer to ‘Valuation
Adjustments’).
Where the market for a financial instrument is not active, fair value is established using a
valuation technique. These valuation techniques involve a degree of estimation, the
extent of which depends on the instrument’s complexity and the availability of market-
based data. The complexity and uncertainty in the financial instrument’s fair value is
categorised using the fair value hierarchy.
The use of market indicators as inputs to fair value is assumed to include current
information and knowledge regarding the effect of climate risk.
2.3. Loan impairment provisions: expected credit losses (ECL)
At each balance sheet date each financial asset or portfolio of financial assets measured
at amortised cost or at fair value through other comprehensive income, issued financial
guarantee and loan commitment (other than those classified as held for trading) is
assessed for impairment. Any change in impairment is reported in the income statement.
Loss allowances are forward-looking, based on 12-month ECL where there has not been
a significant increase in credit risk rating, otherwise allowances are based on lifetime
expected losses.
ECL are a probability-weighted estimate of credit losses. The probability is determined by
the risk of default which is applied to the cash flow estimates. In the absence of a change
in credit rating, allowances are recognised when there is a reduction in the net present
value of expected cash flows. Following a significant increase in credit risk, ECL are
adjusted from 12 months to lifetime. This will lead to a higher impairment charge.
The measurement of expected credit loss considers the ability of borrowers to make
payments as they fall due. Future cashflows are discounted, so long-dated cashflows are
less likely to affect current expectations on credit loss. Our assessment of sector specific
risks, and whether additional adjustments are required, include expectations of the ability
of those sectors to meet their financing needs in the market. Changes in credit risk
appetite and how we manage credit positions that stem from climate considerations,
such as oil and gas, will directly affect our positions.
Judgement is exercised as follows:
Models
– in certain low default portfolios, Basel parameter estimates are also applied
for IFRS 9.
Non-modelled portfolios
– use a standardised capital requirement under Basel II.
Under IFRS 9, they have bespoke treatments for the identification of significant
increase in credit risk. Benchmark PDs, EADs and LGDs are reviewed annually for
appropriateness. The ECL calculation is based on expected future cash flows, which
is typically applied at a portfolio level.
Multiple economic scenarios (MES)
– the central, or base, scenario is most critical to
the ECL calculation, independent of the method used to generate a range of
alternative outcomes and their probabilities.
Significant increase in credit risk
IFRS 9 requires that at each reporting date, an
entity shall assess whether the credit risk on an account has increased significantly
since initial recognition. Part of this assessment requires a comparison to be made
between the current lifetime PD (i.e. the current probability of default over the
remaining lifetime) with the equivalent lifetime PD as determined at the date of initial
recognition.
.
Accounting policies continued
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On restructuring where a financial asset is not derecognised, the revised cash flows are
used in re-estimating the credit loss. Where restructuring causes derecognition of the
original financial asset, the fair value of the replacement asset is used as the closing cash
flow of the original asset.
Where in the course of the orderly realisation of a loan, it is exchanged for equity shares
or property, the exchange is accounted for as the sale of the loan and the acquisition of
equity securities or investment property. Where our acquired interest is in equity shares,
relevant policies for control, associates and joint ventures apply.
Impaired financial assets are written off and therefore derecognised from the balance
sheet when we conclude that there is no longer any realistic prospect of recovery of
part, or all, of the loan. For financial assets that are individually assessed for impairment,
the timing of the write-off is determined on a case-by-case basis. Such financial assets
are reviewed regularly and write-off will be prompted by bankruptcy, insolvency, re-
negotiation, and similar events
The typical time frames from initial impairment to write-off for our collectively assessed
portfolios are:
Retail mortgages: write-off usually occurs within five years, or earlier, when an
account is closed, but can be longer where the customer engages constructively;
Credit cards: the irrecoverable amount is typically written off after twelve arrears
cycles or at four years post default any remaining amounts outstanding are written
off;
Overdrafts and other unsecured loans: write-off occurs within six years;
Commercial loans: write-offs are determined in the light of individual circumstances;
and Business loans are generally written off within five years.
2.4. Provisions
We recognise a provision for a present obligation resulting from a past event when it is
more likely than not that we will be required to pay to settle the obligation and the
amount of the obligation can be estimated reliably.
Provision is made for restructuring costs, including the costs of redundancy, when we
have a constructive obligation. An obligation exists when we have a detailed formal plan
for the restructuring and have raised a valid expectation in those affected either by
starting to implement the plan or by announcing its main features.
We recognise any onerous cost of the present obligation under a contract as a provision.
An onerous cost is the unavoidable cost of meeting our contractual obligations that
exceed the expected economic benefits. When we intend to vacate a leasehold property
or right of use asset, the asset would be tested for impairment and a provision may be
recognised for the ancillary contractual occupancy costs.
3. Material accounting policies
3.1. Revenue recognition
Interest receivable and payable are recognised in the income statement using the
effective interest rate method for: all financial instruments measured at amortised cost;
debt instruments measured as fair value through other comprehensive income; and the
effective part of any related accounting hedging instruments. Finance lease income is
recognised at a constant periodic rate of return before tax on the net investment on the
lease.
Other interest relating to financial instruments measured at fair value is recognised as
part of the movement in fair value and is reported in income from trading activities or
other operating income as relevant. Fees in respect of services are recognised as the
right to consideration accrues through the performance of each distinct service
obligation to the customer. The arrangements are generally contractual and the cost of
providing the service is incurred as the service is rendered. The price is usually fixed and
always determinable.
3.2. Discontinued operations, Held for sale and Disposal group
The results of discontinued operations are excluded from the results of continuing
operations and are presented as a single amount as profit/(loss) from discontinued
operations, net of tax in the income statement. Comparatives are represented for the
income statement, cash flow statement, statement of changes in equity and related
notes.
An asset or disposal group (assets and liabilities) is classified as held for sale if we will
recover its carrying amount principally through a sale transaction rather than through
continuing use. These are measured at the lower of its carrying amount or fair value less
cost to sell unless the existing measurement provisions of IFRS apply. These are
presented as single amounts; comparatives are not represented.
3.3. Staff costs
Employee costs, such as salaries, paid absences, and other benefits are recognised over
the period in which the employees provide the related services to us. Employees may
receive variable compensation in cash, in deferred cash or debt instruments of NatWest
Group or in ordinary shares of NatWest Group plc subject to deferral, clawback and
forfeiture criteria. We operate a number of share-based compensation schemes under
which we grant awards of NatWest Group plc shares and share options to our
employees. Such awards are subject to vesting conditions.
Variable compensation that is settled in cash or debt instruments is charged to the
income statement on a straight-line basis over the period during which services are
provided, taking account of forfeiture and clawback criteria. The value of employee
services received in exchange for NatWest Group plc shares and share options is
recognised as an expense over the vesting period, subject to deferral, clawback,
cancelation and forfeiture criteria with a corresponding increase in equity. The fair value
of shares granted is the market price adjusted for the expected effect of dividends as
employees are not entitled to dividends until shares are vested.
Accounting policies continued
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The fair value of options granted is determined using option pricing models to estimate
the numbers of shares likely to vest. These consider the exercise price of the option, the
current share price, the risk-free interest rate, the expected volatility of the share price
over the life of the option and other relevant factors such as the dividend yield.
Defined contribution pension scheme
A scheme where we pay fixed contributions and there is no legal or constructive
obligation to pay further contributions or benefits. Contributions are recognised in the
income statement as employee service costs accrue.
Defined benefit pension scheme
A scheme that defines the benefit an employee will receive on retirement and is
dependent on one or more factors such as age, salary, and years of service. The net of
the recognisable scheme assets and obligations is reported on the balance sheet in other
assets or other liabilities. The defined benefit obligation is measured on an actuarial basis.
The charge to the income statement for pension costs (mainly the service cost and the
net interest on the net defined benefit asset or liability) is recognised in operating
expenses.
Actuarial gains and losses (i.e. gains and/or losses on re-measuring the net defined
benefit asset or liability due to changes in actuarial measurement assumptions) are
recognised in other comprehensive income in full in the period in which they arise, and
not subject to recycling to the income statement.
The difference between scheme assets and scheme liabilities, the net defined benefit
asset or liability, is recognised on the balance sheet if the criteria of the asset ceiling test
are met. This requires the net defined benefit surplus to be limited to the present value of
any economic benefits available to us in the form of refunds from the plan or reduced
contributions to it.
We will recognise a liability where a minimum funding requirement exists for any of our
defined benefit pension schemes. This reflects agreed minimum funding and the
availability of a net surplus as determined as described above. When estimating the
liability for minimum funding requirements we only include contributions that are
substantively or contractually agreed and do not include contingent and discretionary
features, including dividend-linked contributions or contributions subject to contingent
events requiring future verification.
We will recognise a net defined benefit asset when the net defined benefit surplus can
generate a benefit in the form of a refund or reduction in future contributions to the plan.
The net benefit pension asset is recognised at the present value of the benefits that will
be available to us excluding interest and the effect of the asset ceiling (if any, excluding
interest). Changes in the present value of the net benefit pension asset are recognised
immediately in other comprehensive income.
In instances where Trustees have the ability to declare augmented benefits to
participants, we do not recognise a defined benefit pension asset and write-off the
surplus immediately in other comprehensive income.
3.4. Intangible assets and goodwill
Intangible assets are identifiable non-monetary assets without physical substance
acquired or developed by us, and are stated at cost less accumulated amortisation and
impairment losses. Amortisation is a method to spread the cost of such assets over time
in the income statement.
This is charged to the income statement over the assets' estimated useful economic lives
using methods that best reflect the pattern of economic benefits.
The estimated useful economic lives are:
Computer software
3 to 10 years
Other acquired intangibles
3 to 5 years
Direct costs relating to the development of internal-use computer software are reported
on the balance sheet after technical feasibility and economic viability have been
established.
These direct costs include payroll, the costs of materials and services, and directly
attributable overheads. Capitalisation of costs ceases when the software can operate as
intended.
During and after development, accumulated costs are reviewed for impairment against
the benefits that the software is expected to generate. Costs incurred prior to the
establishment of technical feasibility and economic viability are expensed to the income
statement as incurred, as are all training costs and general overheads. The costs of
licences to use computer software that are expected to generate economic benefits
beyond three years are also reported on the balance sheet.
Goodwill on the acquisition of a subsidiary is the excess of the fair value of the
consideration paid, the fair value of any existing interest in the subsidiary and the
amount of any non-controlling interest measured either at fair value or at its share of the
subsidiary’s net assets over the net fair value of the subsidiary’s identifiable assets,
liabilities, and contingent liabilities.
Goodwill is measured at initial cost less any subsequent impairment losses. The gain or
loss on the disposal of a subsidiary includes the carrying value of any related goodwill
when such transactions occur.
Accounting policies continued
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3.5. Impairment of non-financial assets
Goodwill is tested for impairment annually or more frequently if events or changes in
circumstances indicate that it might be impaired.
At each balance sheet date, we assess whether there is any indication that other
intangible assets or property, plant and equipment are impaired. If any such indication
exists, we estimate the recoverable amount of the asset and compare it to its balance
sheet value to calculate if an impairment loss should be recognised in the income
statement. A reversal of an impairment loss on other intangible assets or property, plant
and equipment is recognised in the income statement provided the increased carrying
value is not greater than it would have been had no impairment loss been recognised.
The recoverable amount of an asset that does not generate cash flows that are
independent from those of other assets or groups of assets, is determined as part of the
cash-generating unit to which the asset belongs. A cash-generating unit is the smallest
identifiable group of assets that generates cash inflows that are largely independent of
the cash inflows from other assets or groups of assets. For the purposes of impairment
testing, goodwill acquired in a business combination is allocated to our cash-generating
units or groups of cash-generating units expected to benefit from the combination.
The recoverable amount of an asset or cash-generating unit is the higher of its fair value
less cost to sell or its value in use. Value in use is the present value of future cash flows
from the asset or cash-generating unit discounted at a rate that reflects market interest
rates adjusted for risks specific to the asset or cash-generating unit that have not been
considered in estimating future cash flows.
The assessment of asset impairment is based upon value in use. This represents the
value of future cashflows and uses our five-year revenue and cost forecasts and the
expectation of long term economic growth beyond this period. The five-year forecast
takes account of management’s current expectations on competitiveness and
profitability, including near term effects of climate transition risk. The long term growth
rate reflects external indicators which will include market expectations on climate risk.
We do not consider any additional adjustments to this indicator.
3.6. Foreign currencies
Foreign exchange differences arising on the settlement of foreign currency transactions
and from the translation of monetary assets and liabilities are reported in income from
trading activities except for differences arising on cash flow hedges and hedges of net
investments in foreign operations.
Non-monetary items denominated in foreign currencies that are stated at fair value are
translated into the functional currency at the foreign exchange rates ruling at the dates
the values are determined. Translation differences are recognised in the income
statement except for differences arising on non-monetary financial assets classified as
fair value through other comprehensive income.
Income and expenses of foreign subsidiaries and branches are translated into sterling at
average exchange rates unless these do not approximate the foreign exchange rates
ruling at the dates of the transactions. Foreign exchange differences arising on the
translation of a foreign operation are recognised in other comprehensive income. The
amount accumulated in equity is reclassified from equity to the income statement on
disposal of a foreign operation.
3.7. Tax
Tax encompassing current tax and deferred tax is recognised in the income statement
except when taxable items are recognised in other comprehensive income or equity. Tax
consequences arising from servicing financial instruments classified as equity are
recognised in the income statement.
Accounting for taxes is judgemental and carries a degree of uncertainty because tax law
is subject to interpretation, which might be questioned by the relevant tax authority. We
recognise the most likely current and deferred tax liability or asset, assessed for
uncertainty using consistent judgements and estimates. Current and deferred tax assets
are only recognised where their recovery is deemed probable, and current and deferred
tax liabilities are recognised at the amount that represents the best estimate of the
probable outcome having regard to their acceptance by the tax authorities.
3.8. Financial instruments
Financial instruments are measured at fair value on initial recognition on the balance
sheet.
Monetary financial assets are classified into one of the following subsequent
measurement categories (subject to business model assessment and review of
contractual cash flow for the purposes of sole payments of principal and interest where
applicable):
amortised cost
measured at cost using the effective interest rate method, less any
impairment allowance;
fair value through other comprehensive income (FVOCI)
measured at fair value, using
the effective interest rate method and changes in fair value through other
comprehensive income;
mandatory fair value through profit or loss (MFVTPL)
measured at fair value and
changes in fair value reported in the income statement; or
designated at fair value through profit or loss (DFV)
measured at fair value and
changes in fair value reported in the income statement.
Classification by business model reflects how we manage our financial assets to generate
cash flows. A business model assessment helps to ascertain the measurement approach
depending on whether cash flows result from holding financial assets to collect the
contractual cash flows, from selling those financial assets, or both.
Accounting policies continued
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Business model assessment of assets is made at portfolio level, being the level at which
they are managed to achieve a predefined business objective. This is expected to result
in the most consistent classification of assets because it aligns with the stated objectives
for the portfolio, its risk management, manager’s remuneration and the ability to monitor
sales of assets from a portfolio. When a significant change to our business is
communicated to external parties, we reassess our business model for managing those
financial assets. We reclassify financial assets if we have a significant change to the
business model. A reclassification is applied prospectively from the reclassification date.
The contractual terms of a financial asset; any leverage features; prepayment and
extension terms; and discounts or penalties to interest rates that are part of meeting
environmental, social and governance targets as well as other contingent and leverage
features, non-recourse arrangements and features that could modify the timing and/or
amount of the contractual cash flows that might reset the effective rate of interest; are
considered in determining whether cash flows are solely payments of principal and
interest.
Certain financial assets may be designated at fair value through profit or loss (DFV) upon
initial recognition if such designation eliminates, or significantly reduces, accounting
mismatch.
Equity shares are measured at fair value through profit or loss unless specifically elected
as at fair value through other comprehensive income (FVOCI).
Upon disposal, the cumulative gains or losses in fair value through other comprehensive
income reserve are recycled to the income statement for monetary assets and for non-
monetary assets (equity shares) the cumulative gains or losses are transferred directly to
retained earnings.
Regular way purchases and sales of financial assets classified as amortised cost are
recognised on the settlement date; all other regular way transactions in financial assets
are recognised on the trade date.
Financial liabilities are classified into one of following measurement categories:
amortised cost measured at cost using the effective interest rate method;
held for trading measured at fair value and changes in fair value reported in income
statement; or
designated at fair value through profit or loss measured at fair value and changes in
fair value reported in the income statement except changes in fair value attributable
to the credit risk component recognised in other comprehensive income when no
accounting mismatch occurs.
3.9. Netting
Financial assets and financial liabilities are offset, and the net amount presented on the
balance sheet when, and only when, we currently have a legally enforceable right to set
off the recognised amounts and we intend either to settle on a net basis or to realise the
asset and settle the liability simultaneously. We are party to a number of arrangements,
including master netting agreements, that give us the right to offset financial assets and
financial liabilities, but where we do not intend to settle the amounts net or
simultaneously, the assets and liabilities concerned are presented separately on the
balance sheet.
3.10. Capital instruments
We classify a financial instrument that we issue as a liability if it is a contractual obligation
to deliver cash or another financial asset, or to exchange financial assets or financial
liabilities on potentially unfavourable terms and as equity if we evidence a residual
interest in our assets after the deduction of liabilities. Incremental costs and related tax
that are directly attributable to an equity transaction are deducted from equity.
The consideration for any ordinary shares of NatWest Group plc purchased by us (known
as treasury shares or own shares held) is deducted from retained earnings. On the
cancellation of treasury shares their nominal value is removed from retained earnings
and a consequential amount recognised in capital redemption in compliance with the
Companies Act 2006.
On the sale or re-issue of treasury shares the consideration received and related tax are
credited to equity, net of any directly attributable incremental costs.
3.11. Derivatives and hedging
Derivatives are reported on the balance sheet at fair value.
We use derivatives as part of our trading activities, to manage our own risk such as
interest rate, foreign exchange, or credit risk or in certain customer transactions. Not all
derivatives used to manage risk are in hedge accounting relationships (an IFRS method
to reduce accounting mismatch from changes in the fair value of the derivatives reported
in the income statement).
Gains and losses arising from changes in the fair value of derivatives that are not in
hedge relationships are recognised in Income from trading activities unless those
derivatives are managed together with financial instruments designated at fair value;
these gains and losses are included in Other operating income.
Accounting policies continued
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Hedge accounting
Hedge accounting relationships are designated and documented at inception in line with
the requirements of IAS 39 Financial instruments – Recognition and Measurement.
The documentation identifies the hedged item, the hedging instrument and details of the
risk that is being hedged and the way in which effectiveness will be assessed at inception
and during the period of the hedge. When designating a hedging relationship, we
consider: the economic relationship between the hedged item (including the risk being
hedged) and the hedging instrument; the nature of the risk; the risk management
objective and strategy for undertaking the hedge; and the appropriateness of the
method that will be used to assess hedge effectiveness.
Designated hedging relationships must be expected to be highly effective both on a
prospective and retrospective basis. This is assessed using regression techniques which
model the degree of offsetting between the changes in fair value or cash flows
attributable to the hedged risk and the changes in fair value of the designated hedging
derivatives. Ineffectiveness is measured based on actual levels of offsetting and
recognised in the income statement.
We enter into three types of hedge accounting relationships.
Fair value hedge
- the gain or loss on the hedging instrument and the hedged item
attributable to the hedged risk is recognised in the income statement. Where the hedged
item is measured at amortised cost, the balance sheet amount of the hedged item is also
adjusted.
Cash flow hedge
- the effective portion of the designated hedge relationship is
recognised in other comprehensive income and the ineffective portion in the income
statement. When the hedged item (forecasted cash flows) results in the recognition of a
financial asset or financial liability, the cumulative gain or loss is reclassified from equity to
the income statement in the same periods in which the hedged forecasted cash flows
affect the income statement.
H
H
edge of net investment in a foreign operation
-
in the hedge of a net investment in a
foreign operation, the effective portion of the designated hedge relationship is recognised
in other comprehensive income. Any ineffective portion is recognised in profit or loss.
Non-derivative financial liabilities as well as derivatives may be designated as a hedging
instrument in a net investment hedge.
D
D
iscontinuation of hedge accounting
Hedge accounting is discontinued if the hedge no longer meets the criteria for hedge
accounting i.e. the hedge is not highly effective in offsetting changes in fair value or cash
flows attributable to the hedged risk, consistent with the documented risk management
strategy; the hedging instrument expires or is sold, terminated or exercised; or if hedge
designation is revoked.
For fair value hedging any cumulative adjustment is amortised to the income statement
over the life of the hedged item. Where the hedged item is no longer on the balance
sheet the adjustment to the hedged item is reported in the income statement. For cash
flow hedging the cumulative unrealised gain or loss is reclassified from equity to the
income statement when the hedged cash flows occur or, if the forecast transaction
results in the recognition of a financial asset or financial liability, when the hedged
forecast cash flows affect the income statement. Where a forecast transaction is no
longer expected to occur, the cumulative unrealised gain or loss is reclassified from
equity to the income statement immediately.
For net investment hedging on disposal or partial disposal of a foreign operation, the
amount accumulated in equity is reclassified from equity to the income statement.
4. Future accounting developments
International Financial Reporting Standards
Effective 1 January 2024
Classification of Liabilities as Current or Non-current (Amendments to IAS 1);
Non-current Liabilities with Covenants (Amendments to IAS 1)
Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7)
Effective 1 January 2025
Lack of Exchangeability (Amendments to IAS 21)
We are assessing the effect of adopting these amendments on our financial statements
but do not expect the effect to be material.
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Notes to the consolidated financial statements
1 Net interest income
Net interest income is the difference between the interest NatWest Group earns from its interest-bearing assets, such as loans, balances with central banks and other
financial assets, and the interest paid on its interest-bearing liabilities, such as deposits and subordinated liabilities.
Interest receivable on financial instruments classified as amortised cost, debt instruments classified as FVOCI and the interest element of the effective portion of any designated hedging
relationships are measured using the effective interest rate, which allocates the interest receivable or interest payable over the expected life of the financial instrument at the rate that
exactly discounts all estimated future cash flows to equal the financial instrument's initial carrying amount. Calculation of the effective interest rate takes into account fees payable or
receivable that are an integral part of the financial instrument’s yield, premiums or discounts on acquisition or issue, early redemption fees and transaction costs. All contractual terms
of a financial instrument are considered when estimating future cash flows. Negative interest on financial
assets is presented in interest payable and negative interest on
financial
liabilities is presented in interest receivable.
Included in interest receivable is finance lease income of £484 million (2022 - £314 million; 2021 - £298 million) which is recognised at a
constant periodic rate of return before tax on the net investment.
For accounting policy information refer to Accounting policy 3.1.
   
 
2023
2022
2021 (1)
Continuing operations
£m
£m
£m
Balances at central banks and loans to banks - amortised cost
3,737
1,987
445
Loans to customers - amortised cost
15,553
10,085
8,536
Other financial assets
1,736
565
253
Interest receivable
21,026
12,637
9,234
Balances with banks
1,039
379
204
Customer deposits
5,276
785
556
Other financial liabilities
2,977
1,196
670
Subordinated liabilities
464
370
267
Internal funding of trading businesses
221
65
2
Interest payable
9,977
2,795
1,699
Net interest income
11,049
9,842
7,535
(1)
Comparative results have been re-presented from those previously published to reclassify certain items as discontinued operations as described in Note 8 to the consolidated financial statements.
Notes to the consolidated financial statements continued
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2 Non-interest income
There are three main categories of non-interest income: net fees and commissions, trading income, and other operating income.
Net fees and commissions is the difference between fees received from customers for services provided by NatWest Group, such as credit card annual fees, underwriting
fees, payment services, brokerage fees, trade finance, investment management fees, trustee and fiduciary services, and fees incurred in the provision of those services,
such as credit card interchange fees, customer incentives, loan administration, foreign currency transaction charges, and brokerage fees.
Trading income is earned from short-term financial assets and financial liabilities to either make a spread between purchase and sale price or held to take advantage of
movements in prices and yields.
Other operating income includes revenue from other operating activities which are not related to the principal activities of the company, such as: share of profit or loss
from associates; operating lease income; the profit or loss on the sale of a subsidiary; or property, plant and equipment; profit or loss on own debt; and changes in the fair
value of financial assets and liabilities designated at fair value through profit or loss.
For accounting policy information refer to Accounting policies 3.1 and 3.6
.
 
2023
2022
2021 (1)
Continuing operations
£m
£m
£m
Net fees and commissions
(2)
2,330
2,292
2,120
Trading income
     
Foreign exchange
270
305
364
Interest rate
(3)
595
752
(130)
Credit
(72)
17
83
Changes in fair value of own debt and derivative liabilities
     
attributable to own credit risk - debt securities in issue
(2)
42
6
Equities, commodities and other
3
17
-
 
794
1,133
323
Other operating income
     
Gain/(loss) on redemption of own debt
3
(161)
(145)
Rental income on operating lease assets and investment property
234
230
225
Changes in fair value of financial assets and liabilities designated at fair value
     
through profit or loss
(4)
(150)
17
(8)
Changes in fair value of other financial assets at fair value through profit or loss
(5)
50
(45)
5
Hedge ineffectiveness
52
(20)
25
Loss on disposal of amortised cost assets and liabilities
(5)
(15)
(15)
(Loss)/profit on disposal of fair value through other comprehensive income assets
(43)
(168)
117
Loss on sale of property, plant and equipment
(21)
(5)
(30)
Share of (losses)/profits of associated entities
(9)
(30)
216
Profit on disposal of subsidiaries and associates
-
-
48
Foreign exchange recycling gains/(losses)
484
5
(10)
Other income
(6)
(16)
81
23
 
579
(111)
451
 
3,703
3,314
2,894
(1)
Comparative results have been re-presented from those previously published
to reclassify certain items as discontinued operations as described in Note 8 to
the consolidated financial statements.
(2)
Refer to Note 4 for further analysis.
(3)
Includes fair value changes on derivatives which have not been designated in
a hedge accounting relationship and gains and losses from the management
of the NatWest Group’s funding requirements involving the use of derivatives
including foreign exchange. These are aimed at managing the interest rate
and foreign exchange risk that NatWest Group is exposed to.
(4)
Includes related derivatives.
(5)
Includes instruments that have failed solely payments of principal and interest
testing under IFRS 9.
(6)
2022 includes £92 million profit from insurance liabilities.
Notes to the consolidated financial statements continued
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3 Operating expenses
Operating expenses are expenses NatWest Group incurs in the running of its business such as all staff costs (for example salaries, bonus awards, pension costs and
social security costs), premises and equipment costs that arise from the occupation of premises and the use of equipment, depreciation and amortisation and other
administrative expenses.
For accounting policy information refer to Accounting policies 3.3, 3.4 and 3.5.
 
2023
2022
2021
Continuing operations
£m
£m
£m
Salaries
2,483
2,250
2,295
Bonus awards
353
334
267
Temporary and contract costs
199
234
240
Social security costs
352
328
300
Pension costs
313
363
354
- defined benefit schemes (Note 5)
122
205
215
- defined contribution schemes
191
158
139
Other
201
207
220
Staff costs
3,901
3,716
3,676
Premises and equipment
1,153
1,112
1,133
UK bank levy
109
101
99
Depreciation and amortisation
(1,2)
934
833
923
Other administrative expenses
(3)
1,899
1,925
1,927
Administrative expenses
4,095
3,971
4,082
 
7,996
7,687
7,758
(1)
Includes depreciation of right of use assets of £104 million (2022 - £119 million; 2021 - £167 million).
(2)
2021 includes impairment of goodwill of £85 million.
(3)
Includes litigation and conduct costs, net of amounts recovered. Refer to Note 21 for further details.
The average number of persons employed, rounded to the nearest hundred, during the
year, excluding temporary staff, was 61,500 (2022 - 60,000; 2021 – 59,200). The
average number of temporary employees during 2023 was 2,100 (2022 – 2,500; 2021 –
2,500).
The number of persons employed at 31 December, excluding temporary staff, by
reportable segment, was as follows:
Continuing operations
2023
2022 (1)
2021 (1)
Retail Banking
14,300
15,100
16,000
Private Banking
2,400
2,300
2,000
Commercial & Institutional
12,400
12,200
11,700
Central items & other
(2)
32,500
31,400
28,100
Total
61,600
61,000
57,800
UK
41,500
41,200
40,600
USA
300
300
300
India
16,900
15,700
13,500
Poland
1,500
1,500
1,400
Republic of Ireland
400
1,400
1,200
Rest of the World
1,000
900
800
Total
61,600
61,000
57,800
(1)
Comparatives have been re-presented to reflect the movement of headcount across segments due to segment
reorganisation.
(2)
Central items & other includes Ulster Bank RoI. The total number of persons employed in Ulster Bank RoI of 500 (2022 –
2,200; 2021 – 2,400) includes nil people employed in discontinued operations at 31 December 2023 (2022 – 400; 2021 –
700).
3 Operating expenses continued
Notes to the consolidated financial statements continued
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Share-based payments
   
Award plan
Eligible employees
Nature of award
Vesting conditions (1)
Settlement
Sharesave
UK, Channel Islands, Gibraltar, Isle
Option to buy shares under
Continuing employment or leavers in certain circumstances
2024 to 2028
 
of Man, Poland and India.
employee savings plan
   
Deferred performance
All
Awards of ordinary shares
Continuing employment or leavers in certain circumstances
2024 to 2031
awards
 
and conditional shares
   
Long-term incentives
(2,3)
Senior employees
Awards of ordinary shares
Continuing employment or leavers in certain circumstances and/or
2024 to 2030
   
and conditional shares
satisfaction of the pre-vesting assessment and underpins
 
(1)
All awards have vesting conditions which may not be met.
(2)
Long-term incentives include buy-out awards offered to compensate certain new hires for the loss of forfeited awards from their previous employment.
All awards are granted under the Employee Share Plan.
(3)
The existing Long-term incentive scheme has been closed for new awards and members as at 31 December 2022. The scheme has been replaced by
a new Restricted share plan scheme with similar granting and vesting conditions.
Sharesave
   
 
2023
2022
2021
 
Average
Shares
Average
Shares
Average
Shares
 
exercise
under
exercise
under
exercise
under
 
price
option
price
option
price
option
 
£
(million)
£
(million)
£
(million)
At 1 January
1.63
99
1.61
95
1.64
96
Granted
1.42
43
1.86
25
1.80
24
Exercised
1.44
(23)
1.88
(15)
1.76
(10)
Cancelled
1.72
(5)
1.60
(6)
2.02
(15)
At 31 December
1.59
114
1.63
99
1.61
95
The fair value of Sharesave options granted in 2023 was determined using a pricing
model that included: expected volatility of share price determined at the grant date
based on historical share price volatility over a period of up to five years; expected option
lives that equal the vesting period; estimated dividend yield on equity shares; and risk-
free interest rates determined from UK gilts with terms matching the expected lives of
the options.
The exercise price of options and the fair value on granting awards of fully paid shares is
the average market price over the five trading days (three trading days for Sharesave)
preceding grant date. When estimating the fair value of the award, the number of shares
granted and the prevailing market price as defined on page 148 are used.
The fair value
of the award is recognised as services are provided by employees over the vesting
period.
Options are exercisable within six months of vesting; 19.0 million options were
exercisable at 31 December 2023 (2022 – 5.1 million; 2021 – 6.0 million). The weighted
average share price at the date of exercise of options was £2.20 (2022 - £2.59; 2021 -
£2.19). At 31 December 2023, exercise prices ranged from £1.12 to £1.89 (2022 - £1.12
to £2.27; 2021 - £1.12 to £2.27) and the remaining average contractual life was 2.25
years (2022 – 2 years; 2021 – 2.1 years). The fair value of options granted in 2023 was
£27.3 million (2022 - £22.1 million; 2021 - £17 million).
Deferred performance awards
   
 
2023
2022
2021
 
Value at
Shares
Value at
Shares
Value at
Shares
 
grant
awarded
grant
awarded
grant
awarded
 
£m
(million)
£m
(million)
£m
(million)
At 1 January
93
46
132
65
169
77
Granted
52
20
46
20
61
32
Forfeited
(2)
(1)
(4)
(2)
(10)
(5)
Vested
(67)
(30)
(81)
(37)
(88)
(39)
At 31 December
76
35
93
46
132
65
The awards granted in 2023 vest in equal tranches on the anniversary of the award,
predominantly over three years.
Long-term incentives
   
 
2023
2022
2021
 
Value at
Shares
Value at
Shares
Value at
Shares
 
grant
awarded
grant
awarded
grant
awarded
 
£m
(million)
£m
(million)
£m
(million)
At 1 January
49
23
44
21
50
24
Granted
11
5
16
7
6
3
Vested/exercised
(10)
(4)
(10)
(4)
(12)
(6)
Lapsed
(1)
(1)
(1)
(1)
-
-
At 31 December
49
23
49
23
44
21
The market value of awards vested/exercised in 2023 was £9.5 million (2022 - £11.7
million; 2021 - £13 million).
3 Operating expenses continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
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ADDITIONAL
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317
Bonus awards
   
 
2023
2022
Change
 
£m
£m
%
Non-deferred cash awards
(1)
43
40
8%
Deferred cash awards
262
270
(3%)
Deferred share awards
51
60
(15%)
Total deferred bonus awards
313
330
(5%)
Total bonus awards
(2)
356
370
(4%)
Bonus awards as a % of operating profit before tax
(3)
5%
7%
 
Proportion of bonus awards that are deferred
88%
89%
 
- deferred cash awards
84%
82%
 
- deferred share awards
16%
18%
 
(1)
Non-deferred cash awards are limited to £2,000 for all employees.
(2)
Excludes other performance-related compensation.
(3)
Operating profit before tax and income statement charge for bonus awards.
Reconciliation of bonus awards to income statement charge
   
 
2023
2022
2021
 
£m
£m
£m
Bonus awarded
356
370
301
Less: deferral of charge for amounts awarded for current year
(114)
(127)
(99)
Income statement charge for amounts awarded in current year
242
243
202
Add: current year charge for amounts deferred from
prior years
115
94
80
Less: forfeiture of amounts deferred from prior years
(4)
(3)
(15)
Income statement charge for amounts deferred from prior years
111
91
65
Income statement charge for bonus awards
(2)
353
334
267
Year in which income statement charge is expected to be taken for deferred bonus awards
   
 
Actual
Expected
 
2021
2022
2023
2024
2025 and beyond
 
£m
£m
£m
£m
£m
Bonus awards deferred from 2021 and earlier
80
94
16
7
5
Bonus awards deferred from 2022
-
-
99
9
9
Less: forfeiture of amounts deferred from prior years
(15)
(3)
(4)
-
-
Bonus awards for 2023 deferred
-
-
-
98
16
 
65
91
111
114
30
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
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REPORT
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FINANCIAL
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ADDITIONAL
INFORMATION
318
4 Segmental analysis
NatWest Group analyses its performance between the different operating segments of the Group as required by IFRS 8, Operating segments. The presentation is
consistent with internal financial reporting and how senior management assesses the performance of each operating segment
Reportable operating segments:
The business is organised into the following reportable
segments: Retail Banking, Private Banking, Commercial &
Institutional, and Central items & other.
Retail Banking
serves personal customers in the UK, including
Ulster Bank customers in Northern Ireland.
Private Banking
serves UK-connected high-net-worth
individuals and their business interests.
Commercial & Institutional
consists of customer businesses
reported under Business Banking, Commercial Mid-market
and Corporate & Institutions, supporting our customers across
the full non-personal customer lifecycle, both domestically and
internationally. Our Markets offering helps our customers
manage financial risks across different geographies, while our
International offering provides full-service banking operations
in the Channel Islands, Isle of Man, Gibraltar and Luxembourg.
Central items & other
includes corporate functions, such as
treasury, finance, risk management, compliance, legal,
communications and human resources. Central functions
manage NatWest Group capital resources and NatWest
Group-wide regulatory projects and provide services to the
reportable segments.
Central items & other includes
businesses and amounts not directly related to any of the
other reportable segments. Ulster Bank RoI is no longer an
operating segment and its continuing operations now form
part of Central items & other.
Allocation of central balance sheet items
NatWest Group allocates all central costs relating to central
functions to the business using appropriate drivers; these are
reported as indirect costs in the segmental income
statements. Assets and risk-weighted assets held centrally,
mainly relating to NatWest Group Treasury, are allocated to
the business using appropriate drivers
.
   
 
Retail
Private
Commercial &
Central items
 
 
Banking
Banking
Institutional
& other
Total
2023
£m
£m
£m
£m
£m
Continuing operations
         
Net interest income
5,496
710
5,044
(201)
11,049
Net fees and commissions
427
249
1,654
-
2,330
Other non-interest income
8
31
723
611
1,373
Total income
5,931
990
7,421
410
14,752
Depreciation and amortisation
(1)
(1)
(154)
(778)
(934)
Other operating expenses
(2,827)
(684)
(3,937)
386
(7,062)
Impairment losses
(465)
(14)
(94)
(5)
(578)
Operating profit
2,638
291
3,236
13
6,178
2022
         
Continuing operations
         
Net interest income
5,224
777
4,171
(330)
9,842
Net fees and commissions
422
250
1,580
40
2,292
Other non-interest income
-
29
662
331
1,022
Total income
5,646
1,056
6,413
41
13,156
Depreciation and amortisation
-
-
(161)
(672)
(833)
Other operating expenses
(2,593)
(622)
(3,583)
(56)
(6,854)
Impairment (losses)/releases
(229)
2
(122)
12
(337)
Operating profit/(loss)
2,824
436
2,547
(675)
5,132
2021
         
Continuing operations
         
Net interest income
4,074
480
2,974
7
7,535
Net fees and commissions
377
258
1,440
45
2,120
Other non-interest income
(6)
78
424
278
774
Total income
4,445
816
4,838
330
10,429
Depreciation and amortisation
(85)
-
(173)
(665)
(923)
Other operating expenses
(2,428)
(520)
(3,584)
(303)
(6,835)
Impairment releases/(losses)
36
54
1,160
(77)
1,173
Operating profit/(loss)
1,968
350
2,241
(715)
3,844
4 Segmental analysis continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
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STATEMENTS
ADDITIONAL
INFORMATION
319
Total revenue
(1)
Retail
Private
Commercial &
Central items
Banking
Banking
Institutional
& other
Total
2023
£m
£m
£m
£m
£m
Continuing operations
External
7,366
1,157
12,519
4,340
25,382
Inter-segmental
(4)
5
1,000
(1,602)
597
-
Total
7,371
2,157
10,917
4,937
25,382
2022
Continuing operations
External
5,773
874
7,258
2,669
16,574
Inter-segmental
(4)
-
389
(395)
6
-
Total
5,773
1,263
6,863
2,675
16,574
2021
Continuing operations
External
5,415
792
5,189
1,306
12,702
Inter-segmental
(4)
18
127
102
(247)
-
Total
5,433
919
5,291
1,059
12,702
Total income
Retail
Private
Commercial &
Central items
Banking
Banking
Institutional
& other
Total
2023
£m
£m
£m
£m
£m
Continuing operations
External
4,170
327
7,730
2,525
14,752
Inter-segmental
(4)
1,761
663
(309)
(2,115)
-
Total
5,931
990
7,421
410
14,752
2022
Continuing operations
External
4,956
778
5,920
1,502
13,156
Inter-segmental
(4)
690
278
493
(1,461)
-
Total
5,646
1,056
6,413
41
13,156
2021
Continuing operations
External
4,933
801
4,634
61
10,429
Inter-segmental
(4)
(488)
15
204
269
-
Total
4,445
816
4,838
330
10,429
For the notes to this table refer to page 321.
4 Segmental analysis continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
REPORT
FINANCIAL
REVIEW
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FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
320
Analysis of net fees and commissions
Retail
Private
Commercial &
Central items
Banking
Banking
Institutional
& other
Total
2023
£m
£m
£m
£m
£m
Continuing operations
Fees and commissions receivable
- Payment services
324
32
671
3
1,030
- Credit and debit card fees
400
13
260
3
676
- Lending and financing
14
5
709
1
729
- Brokerage
35
6
42
-
83
- Investment management, trustee and fiduciary services
(2)
2
209
45
10
266
- Underwriting fees
-
-
123
-
123
- Other
4
5
73
(6)
76
Total
779
270
1,923
11
2,983
Fees and commissions payable
(352)
(21)
(269)
(11)
(653)
Net fees and commissions
427
249
1,654
-
2,330
2022
Continuing operations
Fees and commissions receivable
- Payment services
314
25
642
43
1,024
- Credit and debit card fees
401
15
227
18
661
- Lending and financing
17
8
673
3
701
- Brokerage
43
6
44
-
93
- Investment management, trustee and fiduciary services
(2)
4
219
46
-
269
- Underwriting fees
-
-
120
-
120
- Other
-
3
88
(44)
47
Total
779
276
1,840
20
2,915
Fees and commissions payable
(357)
(26)
(260)
20
(623)
Net fees and commissions
422
250
1,580
40
2,292
2021
Fees and commissions receivable
- Payment services
306
35
577
49
967
- Credit and debit card fees
344
10
149
19
522
- Lending and financing
13
10
643
4
670
- Brokerage
48
6
42
-
96
- Investment management, trustee and fiduciary services
(2)
3
230
45
2
280
- Underwriting fees
-
-
127
-
127
- Other
-
35
109
(112)
32
Total
714
326
1,692
(38)
2,694
Fees and commissions payable
(337)
(68)
(252)
83
(574)
Net fees and commissions
377
258
1,440
45
2,120
For the notes to this table refer to page 321.
4 Segmental analysis continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
321
   
 
2023
2022
2021
 
Assets
Liabilities
Assets
Liabilities
Assets
Liabilities
 
£m
£m
£m
£m
£m
£m
Retail Banking
228,684
191,936
226,375
192,282
209,973
192,715
Private Banking
26,894
37,806
29,867
41,491
29,854
39,388
Commercial & Institutional
384,958
359,766
404,817
383,768
425,718
411,757
Central items & other
52,137
65,977
58,994
66,016
116,447
96,329
Total
692,673
655,485
720,053
683,557
781,992
740,189
Segmental analysis of goodwill
The total carrying value of goodwill at 31 December 2023 was £5,680 million (2022 -
£5,522 million) comprising: Retail Banking £2,607 million (2022 - £2,607 million);
Commercial & Institutional £2,905 million (2022 - £2,906 million); Private Banking £9
million (2022 - £9 million) and Central items & other £159 million (2022 - nil).
Geographical segments
The geographical analysis in the tables below has been compiled on the basis of location
of office where the transactions are recorded.
   
 
UK
USA
Europe
RoW
Total
2023
£m
£m
£m
£m
£m
Continuing operations
         
Total revenue
24,096
167
1,016
103
25,382
Interest receivable
20,192
39
774
21
21,026
Interest payable
(9,500)
(1)
(472)
(4)
(9,977)
Net fees and commissions
2,052
49
172
57
2,330
Trading income
704
66
1
23
794
Other operating income
556
(10)
30
3
579
Total income
(3)
14,004
143
505
100
14,752
Operating profit/(loss) before tax
6,196
45
(149)
86
6,178
Total assets
610,831
23,725
56,001
2,116
692,673
Total liabilities
594,250
22,106
37,506
1,623
655,485
Contingent liabilities and
         
commitments
112,199
-
7,411
21
119,631
   
 
UK
USA
Europe
RoW
Total
2022
£m
£m
£m
£m
£m
Continuing operations
         
Total revenue
15,795
117
558
104
16,574
Interest receivable
12,242
37
344
14
12,637
Interest payable
(2,567)
(2)
(221)
(5)
(2,795)
Net fees and commissions
1,983
44
207
58
2,292
Trading income
1,208
1
(104)
28
1,133
Other operating income
(140)
14
12
3
(111)
Total income
(3)
12,726
94
238
98
13,156
Operating profit/(loss) before tax
5,716
(46)
(620)
82
5,132
Total assets
589,758
25,979
101,164
3,152
720,053
Total liabilities
579,476
27,039
75,092
1,950
683,557
Contingent liabilities and
         
commitments
117,915
-
8,649
17
126,581
   
2021
         
Continuing operations
         
Total revenue
12,100
87
482
33
12,702
Interest receivable
8,949
20
257
8
9,234
Interest payable
(1,483)
(2)
(211)
(3)
(1,699)
Net fees and commissions
1,820
27
231
42
2,120
Trading income
247
53
(1)
24
323
Other operating income
387
2
62
-
451
Total income
(3)
9,920
100
338
71
10,429
Operating (loss)/profit before tax
4,143
48
(387)
40
3,844
Total assets
693,221
21,776
64,415
2,580
781,992
Total liabilities
676,684
23,286
38,835
1,384
740,189
Contingent liabilities and
         
commitments
117,225
1
8,114
27
125,367
(1)
Total revenue comprises interest receivable, fees and commissions receivable, income from trading activities and other
operating income.
(2)
Comparisons with prior periods are affected by the transfer of the Private Client Advice business to Private Banking from
1 January 2021.
(3)
Total income excludes internal service fee income which has been calculated on a cost plus mark-up basis.
(4)
Revenue and income from transactions between segments of the group are now reported as inter-segment in both the
current and comparative information.
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
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REVIEW
GOVERNANCE
RISK AND CAPITAL
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FINANCIAL
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ADDITIONAL
INFORMATION
322
5 Pensions
NatWest Group operates two types of pension scheme: defined benefit and defined contribution. The defined contribution schemes invest contributions in a choice of
funds and the accumulated contributions and investment returns are used by the employee to provide benefits on retirement. There is no legal or constructive
obligation for NatWest Group to pay any further contributions or benefits. The defined benefit schemes provide pensions in retirement based on employees’
pensionable salary and service.
NatWest Group’s balance sheet includes any defined benefit pension scheme surplus or
deficit as a retirement benefit asset or liability reported in other assets and other
liabilities. The surplus or deficit is the difference between the liabilities to be paid from the
defined benefit scheme and the assets held by the scheme to meet these liabilities. The
liabilities are calculated by external actuaries using a number of financial and
demographic assumptions.
For some NatWest Group defined benefit schemes where there is a net defined benefit
surplus in excess of the present value of any economic benefits that can be obtained
from that surplus, the application of accounting standards means we do not recognise
that surplus on the balance sheet.
For accounting policy information refer to Accounting policy 3.3.
Defined contribution schemes
NatWest Group sponsors several defined contribution schemes in different territories,
which new employees are entitled to join. NatWest Group pays specific contributions into
individual investment funds on employees’ behalf. Once those contributions are paid,
there is no further liability on the NatWest Group balance sheet relating to the defined
contribution schemes.
Defined benefit schemes
NatWest Group sponsors a number of pension schemes in the UK and overseas,
including the Main section of the NatWest Group Pension Fund (the Main section) which
operates under UK trust law and is managed and administered on behalf of its members
in accordance with the terms of the trust deed, the scheme rules and UK legislation.
Pension fund trustees are appointed to operate each fund and ensure benefits are paid
in accordance with the scheme rules and national law. The trustees are the legal owner
of a scheme’s assets, and have a duty to act in the best interests of all scheme
members.
The schemes generally provide a pension of one-sixtieth of final pensionable salary for
each year of service prior to retirement up to a maximum of 40 years and are
contributory for current members.
These have been closed to new entrants for over ten years, although active members
continue to build up additional pension benefits, currently subject to 2% maximum annual
salary inflation, while they remain employed by NatWest Group.
The Main section corporate trustee is NatWest Pension Trustee Limited (the Trustee), a
wholly owned subsidiary of NWB Plc, Principal Employer of the Main section. The Board
of the Trustee includes member trustee directors selected from eligible active staff,
deferred and pensioner members who apply and trustee directors appointed by NatWest
Group.
Under UK legislation, a defined benefit pension scheme is required to meet the statutory
funding objective of having sufficient and appropriate assets to cover its liabilities (the
pensions that have been promised to members).
Similar governance principles apply to NatWest Group’s other defined benefit pension
schemes.
Investment strategy
The assets of the Main section, which is typical of other group schemes (aside from AA
section), represent 91% of all plan assets at 31 December 2023 (2022 - 91%) and are
invested as shown below.
The Main section employs physical, derivative and non-derivative instruments to achieve
a desired asset class exposure and to reduce the section’s interest rate, inflation, and
currency risk. This means that the net funding position is considerably less sensitive to
changes in market conditions than the value of the assets or liabilities in isolation. In
particular, movements in interest rate and inflation are substantially hedged by the
Trustee.
During 2023, the Trustee completed a buy-in transaction for the AA section of the Group
Pension Fund, passing all material longevity and investment risk for the section to an
insurer. At 31 December 2023, the assets of this section comprised mainly of the buy-in
asset (a bulk annuity policy valued at £546 million under IAS 19, covering 99% of the
defined benefit obligation attributable to this section),
together with residual assets of c.
£145 million. In exchange for an upfront premium paid to the insurer, the buy-in asset
provides a stream of cashflows to the Trustee replicating payments due to members.
The premium was determined by the insurer using its pricing basis. Under IAS 19, the
value placed on this asset mirrors the valuation of the defined benefit obligations
covered, incorporating an assessment of credit risk. Since the insurer’s pricing basis is
more conservative than the best-estimate valuation under IAS 19, an asset loss arises at
the outset, which is recognised through OCI along with the impact of other movements
in asset values over the year. In future, the buy-in asset value will move in line with
movements in the defined benefit obligations covered, meaning that the scheme is
protected against longevity and market risk.
5 Pensions continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
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FINANCIAL
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ADDITIONAL
INFORMATION
323
Major classes of plan assets as a percentage of total plan assets of the Main section
2023
2022
Quoted
Unquoted
Total
Quoted
Unquoted
Total
%
%
%
%
%
%
Equities
0.1
6.7
6.8
0.1
7.7
7.8
Index linked bonds
36.7
-
36.7
37.7
-
37.7
Government bonds
13.3
-
13.3
18.4
-
18.4
Corporate and other bonds
19.2
6.4
25.6
15.3
6.7
22.0
Real estate
-
4.5
4.5
-
6.0
6.0
Derivatives
-
2.7
2.7
-
8.2
8.2
Cash and other assets
-
10.4
10.4
-
(0.1)
(0.1)
69.3
30.7
100.0
71.5
28.5
100.0
The Main section’s holdings of derivative instruments are summarised in the table below
:
2023
2022
Notional
Fair value
Notional
Fair value
amounts
Assets
Liabilities
amounts
Assets
Liabilities
£bn
£m
£m
£bn
£m
£m
Inflation rate swaps
29
1,929
940
21
1,873
990
Interest rate swaps
52
3,121
3,394
103
14,317
12,546
Currency forwards
13
235
34
12
310
113
Equity and bond call options
-
-
-
-
-
-
Equity and bond put options
-
-
4
-
2
70
Other
1
8
20
1
14
19
Swaps have been executed at prevailing market rates and within standard market bid/offer spreads with a number of counterparties, including NWB Plc.
At 31 December 2023, the gross notional value of the swaps was £81 billion (2022 - £124 billion) and had a net positive fair value of £714 million (2022 - £2,642 million) against which
the counterparties had posted approximately 128% collateral.
The schemes do not invest directly in NatWest Group but may have exposure to NatWest Group through indirect holdings. The trustees of the respective UK schemes are responsible
for ensuring that indirect investments in NatWest Group do not exceed the regulatory limit of 5% of plan assets.
5 Pensions continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
324
Changes in value of net pension assets/(liability)
Main section
All schemes
Fair value
Present value of
Asset ceiling/
Net pension
Fair value
Present value
Asset ceiling/
Net
of plan
defined benefit
minimum
assets/
of plan
of defined
minimum
pension
assets
obligation (1)
funding
liability
assets
benefit (2)
funding
assets (2)
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January 2022
52,021
(42,020)
(10,001)
-
57,787
(46,808)
(10,491)
488
Currency translation and other adjustments
-
-
-
-
78
(65)
(11)
2
Income statement - operating expenses
932
(892)
(180)
(140)
1,041
(1,055)
(191)
(205)
Other comprehensive income
(18,180)
16,714
898
(568)
(20,326)
18,570
916
(840)
Contributions by employer
708
-
-
708
775
-
-
775
Contributions by plan participants and other scheme members
7
(7)
-
-
13
(13)
-
-
Assets/liabilities extinguished upon settlement
-
-
-
-
(113)
113
-
-
Benefits paid
(1,472)
1,472
-
-
(1,657)
1,657
-
-
At 1 January 2023
34,016
(24,733)
(9,283)
-
37,598
(27,601)
(9,777)
220
Currency translation and other adjustments
-
-
-
-
(21)
21
4
4
Income statement - operating expenses
Net interest expense
1,677
(1,208)
(464)
5
1,841
(1,341)
(485)
15
Current service cost
-
(76)
-
(76)
-
(105)
-
(105)
Past service cost
-
(2)
-
(2)
-
(8)
-
(8)
Loss on curtailments and settlements
-
-
-
-
-
(24)
-
(24)
1,677
(1,286)
(464)
(73)
1,841
(1,478)
(485)
(122)
Other comprehensive income
Return on plan assets excluding recognised interest income
(1,042)
-
-
(1,042)
(1,182)
-
-
(1,182)
Experience gains and losses
-
(1,531)
-
(1,531)
-
(1,599)
-
(1,599)
Effect of changes in actuarial financial assumptions
-
(585)
-
(585)
-
(776)
-
(776)
Effect of changes in actuarial demographic assumptions
-
379
-
379
-
436
-
436
Asset ceiling adjustments
-
-
2,643
2,643
-
-
2,841
2,841
(1,042)
(1,737)
2,643
(136)
(1,182)
(1,939)
2,841
(280)
Contributions by employer
(3)
209
-
-
209
278
2
-
280
Contributions by plan participants and other scheme members
7
(7)
-
-
12
(12)
-
-
Assets/liabilities extinguished upon settlement
-
-
-
-
(50)
50
-
-
Benefits paid
(1,229)
1,229
-
-
(1,365)
1,365
-
-
At 31 December 2023
(4)
33,638
(26,534)
(7,104)
-
37,111
(29,592)
(7,417)
102
(1)
Defined benefit obligations are subject to annual valuation by independent actuaries.
(2)
NatWest Group recognises the net pension scheme surplus or deficit as a net asset or liability. In doing so, the funded status is adjusted to reflect any schemes with a surplus that NatWest Group may not be able to access, as well as any minimum funding
requirement to pay in additional contributions. This is most relevant to the Main section, where the surplus is not recognised as the trustees may have control over the use of the surplus. Other NatWest Group schemes that this applies to include the Ulster
Bank Pension Scheme (NI) and the NatWest Markets section.
(3)
NatWest Group expects to make contributions to the Main section of £207 million in 2024.
(4)
On 16 June 2023 the High Court issued a ruling in respect of Virgin Media v NTL Pension Trustees II Limited (and others), which has the potential to affect the defined benefit obligation (DBO) values. Reasonable due diligence has concluded that DBO
values above require no adjustment for the impact of this case. Further details included under the Pension Risk section of this report.
5 Pensions continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
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ADDITIONAL
INFORMATION
325
Amounts recognised on the balance sheet
All schemes
2023
2022
£m
£m
Fund asset at fair value
37,111
37,598
Present value of fund liabilities
(29,592)
(27,601)
Funded status
7,519
9,997
Assets ceiling/minimum funding
(7,417)
(9,777)
102
220
Net pension asset/(liability) comprises
2023
2022
£m
£m
Net assets of schemes in surplus (refer to Note 18)
201
318
Net liabilities of schemes in deficit (refer to Note 21)
(99)
(98)
102
220
Funding and contributions by NatWest Group
In the UK, the trustees of defined benefit pension schemes are required to perform
funding valuations every three years. The trustees and the sponsor, with the support of
the Scheme Actuary, agree the assumptions used to value the liabilities and to determine
future contribution requirements. The funding assumptions incorporate a margin for
prudence over and above the expected cost of providing the benefits promised to
members, taking into account the sponsor’s covenant and the investment strategy of the
scheme. Similar arrangements apply in the other territories where NatWest Group
sponsors defined benefit pension schemes.
A full triennial funding valuation of the Main section, effective 31 December 2020, was
completed during financial year 2021.
This triennial funding valuation determined the funding level to be 104%, pension liabilities
to be £49 billion and the surplus to be £2 billion, all assessed on the agreed funding basis.
The average cost of the future service of current members is 49% of salary before
contributions from those members. In addition, the sponsor has agreed to meet
administrative expenses.
Following the ring-fencing agreement with the Trustee reached
in 2018, additional contributions of up to £500 million p.a. were payable to the Main
section should the Group make distributions to shareholders of an equal amount. These
contributions were capped at £1.5 billion in total, of which £1.0 billion was paid over 2021
and 2022.
During 2023, NatWest Bank entered a new contractual agreement with the Trustee,
such that assets to the value of the remaining contributions falling due under the
previous agreement would instead be paid to a Reservoir Trust. These assets have been
restricted and are reserved to ensure they are available should they be needed by the
Trustee in the future, according to agreed criteria. They are included in the encumbered
balance sheet in the Risk section of this report. The assets under this arrangement will
be available to the Group in future, to the extent that they are not needed under the
defined trigger events.
The key assumptions used to determine the funding liabilities were the discount rate,
which is determined based on fixed interest swap and gilt yields plus 0.64% per annum,
and mortality assumptions, which result in life expectancies of 27.7/29.4 years for
males/females who are currently age 60 and 28.9/30.7 years from age 60 for
males/females who are currently aged 40.
Accounting Assumptions
Placing a value on NatWest Group’s defined benefit pension schemes’ liabilities requires
NatWest Group’s management to make a number of assumptions, with the support of
independent actuaries. The ultimate cost of the defined benefit obligations depends upon
actual future events and the assumptions made are unlikely to be exactly borne out in
practice, meaning the final cost may be higher or lower than expected.
The most significant assumptions used for the Main section are shown below:
Principal IAS 19 actuarial assumptions
(1)
2023
2022
%
%
Discount rate
4.8
5.0
Inflation assumption (RPI)
3.1
3.2
Rate of increase in salaries
1.8
1.8
Rate of increase in deferred pensions
3.2
3.2
Rate of increase in pensions in payment
2.4
2.5
Lump sum conversion rate at retirement
18
18
Longevity at age 60:
years
years
Current pensioners
Males
26.8
27.3
Females
28.6
29.1
Future pensioners, currently aged 40
Males
27.7
28.3
Females
29.5
30.1
(1)
The above financial assumptions are long-term assumptions set with reference to the period over which the obligations
are expected to be settled.
5 Pensions continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
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326
Discount rate
The IAS 19 valuation uses a single discount rate set by reference to the yield on a basket of ‘high quality’ sterling corporate bonds.
Significant judgement is required when setting the criteria for bonds to be included in the basket of bonds that is used to determine the discount rate used in the IAS 19 valuations. The
criteria include issue size, quality of pricing and the exclusion of outliers. Judgement is also required in determining the shape of the yield curve at long durations; a constant credit
spread relative to gilts is assumed. Sensitivity to the main assumptions is presented below.
The weighted average duration of the Main section’s defined benefit obligation at 31 December 2023 is 14.0 years (2022 – 15.3 years). The chart below shows the projected benefit
payment pattern for the Main section in nominal terms. These cashflows are based on the most recent formal actuarial valuation, effective 31 December 2020.
0
200
400
600
800
1,000
1,200
1,400
1,600
1,800
2024
2026
2028
2030
2032
2034
2036
2038
2040
2042
2044
2046
2048
2050
2052
2054
2056
2058
2060
2062
2064
2066
2068
2070
2072
2074
2076
2078
2080
2082
2084
2086
2088
2090
2092
2094
Pensioner
Non pensioner
Expected Cashflows (£m)
Year
5 Pensions continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
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ADDITIONAL
INFORMATION
327
The table below shows how the net pension asset of the Main section would change if the key assumptions used were changed independently. In practice the variables have a degree
of correlation and do not move completely in isolation.
(Decrease)/
(Decrease)/
Increase in net
increase in value
increase in value
pension
of assets
of liabilities
(obligations)/assets
2023
£m
£m
£m
0.5% increase in interest rates/discount rate
(2,292)
(1,746)
(546)
0.25% increase in inflation
811
578
233
0.5% increase in credit spreads
(12)
(1,746)
1,734
Longevity increase of one year
-
902
(902)
0.25% additional rate of increase in pensions in payment
-
706
(706)
Increase in equity values of 10%
(1)
229
-
229
2022
0.5% increase in interest rates/discount rate
(2,689)
(1,766)
(923)
0.25% increase in inflation
963
632
331
0.5% increase in credit spreads
(6)
(1,766)
1,760
Longevity increase of one year
-
767
(767)
0.25% additional rate of increase in pensions in payment
-
679
(679)
Increase in equity values of 10%
(1)
267
-
267
(1)
Includes both quoted and private equity.
The table below shows the combined change in defined benefit obligation from larger movements in these assumptions, assuming no changes in other assumptions.
Change in life expectancies
- 2 years
- 1 year
No change
+ 1 year
+ 2 years
2023
£bn
£bn
£bn
£bn
£bn
Change in credit spreads
+50 bps
(3.5)
(2.6)
(1.7)
(0.9)
(0.1)
No change
(1.9)
(0.9)
-
0.9
1.8
-50 bps
-
1.0
2.0
2.9
3.9
2022
Change in credit spreads
+50 bps
(3.7)
(2.8)
(1.8)
(0.8)
0.2
No change
(2.1)
(1.1)
-
1.1
2.1
-50 bps
(0.3)
0.9
2.0
3.2
4.3
5 Pensions continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
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ADDITIONAL
INFORMATION
328
The defined benefit obligation of the Main section is attributable to the different classes of scheme members in the following proportions:
2023
2022
Membership category
%
%
Active members
7.5
8.4
Deferred members
41.9
41.0
Pensioners and dependants
50.6
50.6
100.0
100.0
The experience history of NatWest Group schemes is shown below:
Main section
All schemes
2023
2022
2021
2020
2019
2023
2022
2021
2020
2019
History of defined benefit schemes
£m
£m
£m
£m
£m
£m
£m
£m
£m
£m
Fair value of plan assets
33,638
34,016
52,021
51,323
46,555
37,111
37,598
57,787
57,249
51,925
Present value of plan obligations
(26,534)
(24,733)
(42,020)
(43,870)
(39,669)
(29,592)
(27,601)
(46,808)
(48,864)
(44,115)
Net surplus
7,104
9,283
10,001
7,453
6,886
7,519
9,997
10,979
8,385
7,810
Experience (losses)/gains on plan liabilities
(1,531)
(2,053)
241
427
275
(1,599)
(2,137)
237
455
279
Experience (losses)/gains on plan assets
(1,042)
(18,180)
841
5,486
3,021
(1,182)
(20,326)
872
6,027
3,556
Actual return on plan assets
634
(17,248)
1,554
6,422
4,266
659
(19,285)
1,667
7,064
4,930
Actual return on plan assets
1.9%
(33.2%)
3.0%
13.8%
9.7%
1.8%
(33.4%)
2.9%
13.6%
10.1%
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
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FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
329
6 Auditor’s remuneration
Amounts payable to NatWest Group's auditors for statutory audit and other services are set out below.
All audit-related and other services are approved by the Group Audit Committee and are subject to strict controls to ensure the external auditor’s independence is unaffected by the
provision of other services. The Group Audit Committee recognises that for certain assignments, the auditors are best placed to perform the work economically; for other work,
NatWest Group selects the supplier best placed to meet its requirements. NatWest Group’s auditors are permitted to tender for such work in competition with other firms where the
work is permissible under audit independence rules.
   
 
2023
2022
2021
 
£m
£m
£m
Fees payable for:
     
- the audit of NatWest Group’s annual accounts
(1)
4.9
4.7
4.4
- the audit of NatWest Group plc’s subsidiaries
(1)
32.3
31.9
29.6
- audit-related assurance services
(1,2)
4.5
3.9
5.3
Total audit and audit-related assurance services fees
41.7
40.5
39.3
Other assurance services
0.7
1.2
0.4
Corporate finance services
(3)
0.7
0.5
0.5
Total other services
1.4
1.7
0.9
(1)
The 2023 audit fee was approved by the Group Audit Committee. At 31 December 2023, £16 million has been billed and paid in respect of the 2023 NatWest Group audit fees.
(2)
Comprises fees of £1.4 million (2022 - £1.1 million) for reviews of interim financial information, £2.8 million (2022 - £2.3 million) for reports to NatWest Group’s regulators in the UK and overseas, and £0.3 million (2022 - £0.4 million) for non-statutory audit
opinions.
(3)
Comprises fees of £0.7 million (2022 - £0.5 million) for work performed by the auditors as reporting accountants on debt and equity issuances undertaken by NatWest Group.
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
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ADDITIONAL
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330
7 Tax
NatWest Group’s corporate income tax charge for the period is set out below, together with a reconciliation to the expected tax charge calculated using the UK standard corporation
tax rate and details of the NatWest Group’s deferred tax balances.
For accounting policy information refer to Accounting policies 2.1 and 3.7.
Analysis of the tax charge for the year
The tax charge comprises current and deferred tax in respect of profits and losses recognised or originating in the income statement. Tax on items originating
outside the income statement is charged to other comprehensive income or direct to equity (as appropriate) and is therefore not reflected in the table below.
Current tax is tax payable or recoverable in respect of the taxable profit or loss for the year and any adjustments to tax payable in prior years. Deferred tax is
explained on page 333.
   
 
2023
2022
2021
Continuing operations
£m
£m
£m
Current tax
     
Charge for the year
(1,373)
(1,611)
(1,036)
(Under)/over provision in respect of prior years
(123)
100
31
 
(1,496)
(1,511)
(1,005)
Deferred tax
     
(Charge)/credit for the year
(281)
47
(185)
UK tax rate change impact
-
(10)
165
Net increase in the carrying value of deferred tax assets in respect of UK, RoI and Netherlands losses
385
267
12
(Under)/over provision in respect of prior years
(42)
(68)
17
Tax charge for the year
(1,434)
(1,275)
(996)
Factors affecting the tax charge for the year
Taxable profits differ from profits reported in the income statement as certain amounts of income and expense may not be taxable or deductible. In addition, taxable profits may reflect
items that have been included outside the income statement (for instance, in other comprehensive income) or adjustments that are made for tax purposes only.
Current tax for the year ended 31 December 2023 is based on blended rates of 23.5% for the standard rate of UK corporation tax and 4.25% for the UK banking surcharge.
The expected tax charge for the year is calculated by applying the standard UK corporation tax rate of 23.5% (2022 and 2021 – 19%) to the Operating profit or loss before tax in the
income statement.
7 Tax continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
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REVIEW
GOVERNANCE
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ADDITIONAL
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331
The actual tax charge differs from the expected tax charge as follows:
   
 
2023
2022
2021
Continuing operations
£m
£m
£m
Expected tax charge
(1,452)
(975)
(766)
Losses and temporary differences in year where no deferred tax asset recognised
(56)
(118)
(51)
Foreign profits taxed at other rates
10
(62)
(11)
Non deductible goodwill impairment
-
-
(16)
Items not allowed for tax:
     
- losses on disposals and write-downs
(63)
(10)
(55)
- UK bank levy
(27)
(20)
(18)
- regulatory and legal actions
(1)
(7)
(74)
- other disallowable items
(57)
(51)
(28)
Non-taxable items:
     
-
Foreign exchange recycling on UBIDAC capital reduction
114
-
-
-
RPI-related uplift on index linked gilts
6
67
-
-
other non-taxable items
20
29
73
Taxable foreign exchange movements
9
(19)
8
Unrecognised losses brought forward and utilised
27
6
10
Net increase/(decrease) in the carrying value of deferred tax assets in respect of:
     
- UK losses
(2)
371
272
(9)
- RoI losses
(1)
(5)
(27)
- Netherlands losses
15
-
48
Banking surcharge
(236)
(447)
(341)
Tax on paid-in equity dividends
52
43
48
UK tax rate change impact
-
(10)
165
Adjustments in respect of prior years
(1, 2)
(165)
32
48
Actual tax charge
(1,434)
(1,275)
(996)
(1)
Prior year tax adjustments incorporate refinements to tax computations made on submission and agreement with the tax authorities and adjustments to provisions in respect of uncertain tax positions.
(2)
Includes a net £69 million benefit from UK group relief and loss relief claims at higher tax rates (refer to the Deferred Tax section below for details of the recent changes in UK tax rates).
On 11 July 2023, the UK government enacted the Pillar 2 income taxes legislation effective for the financial year beginning 1 January 2024. Under the legislation, NatWest Group plc
will be required to pay, in the UK, top-up tax on profits of its subsidiaries and permanent establishments that are taxed at a Pillar 2 effective tax rate of less than 15%. The assessment
of the potential exposure to Pillar 2 income taxes is based on the most recent tax filings, country-by-country reporting, and financial statements for the constituent entities in the
NatWest Group. The main jurisdictions in which exposure to this top-up tax may exist include Jersey, Guernsey, Isle of Man and Gibraltar. This legislation is expected to have no
material impact for NatWest Group plc.
In future periods, part of this top-up tax may be payable instead in the relevant jurisdiction, if that jurisdiction implements a Qualifying Domestic Minimum Top Up Tax (QDMTT). This is
expected in most jurisdictions in which we operate.
Judgement: tax contingencies
NatWest Group’s corporate income tax charge and its provisions for corporate income taxes necessarily involve a degree of estimation and judgement. The tax treatment of some
transactions is uncertain and tax computations are yet to be agreed with the relevant tax authorities. NatWest Group recognises anticipated tax liabilities based on all available
evidence and, where appropriate, in the light of external advice. Any difference between the final outcome and the amounts provided will affect current and deferred income tax
charges in the period when the matter is resolved.
7 Tax continued
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
332
Deferred tax
Deferred tax is the tax expected to be payable or recoverable in respect of temporary differences where the carrying amount of an asset or liability differs for
accounting and tax purposes. Deferred tax liabilities reflect the expected amount of tax payable in the future on these temporary differences. Deferred tax assets
reflect the expected amount of tax recoverable in the future on these differences.
The net deferred tax asset recognised by the NatWest Group is shown below, together with details of the accounting judgements and tax rates that have been used
to calculate the deferred tax. Details are also provided of any deferred tax assets or liabilities that have not been recognised on the balance sheet.
d
Analysis of deferred tax
2023
2022
£m
£m
Deferred tax asset
(1,894)
(2,178)
Deferred tax liability
141
227
Net deferred tax asset
(1,753)
(1,951)
Accelerated
capital
Expense
Financial
Tax losses
Pension
allowances
provisions
instruments (1)
carried forward
Other
Total
£m
£m
£m
£m
£m
£m
£m
At 1 January 2022
24
(42)
(97)
248
(899)
(70)
(836)
Charge/(credit) to income statement:
- continuing operations
1
(43)
14
(171)
(51)
14
(236)
- discontinued operations
-
-
-
-
-
-
-
(Credit)/charge to other comprehensive income
(2)
-
1
(913)
-
(2)
(916)
Currency translation and other adjustments
-
10
-
31
(2)
(2)
37
At 1 January 2023
23
(75)
(82)
(805)
(952)
(60)
(1,951)
Charge/(credit) to income statement:
-
- continuing operations
1
(1)
21
16
(67)
(32)
(62)
- discontinued operations
-
-
-
-
-
-
-
(Credit)/charge to other comprehensive income
(8)
-
-
249
-
17
258
Currency translation and other adjustments
-
-
-
2
-
-
2
At 31 December 2023
16
(76)
(61)
(538)
(1,019)
(75)
(1,753)
(1)
The in-year movement predominantly relates to cash flow hedges.
7 Tax continued
Notes to the consolidated financial statements continued
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Deferred tax assets in respect of carried forward tax losses are recognised if the losses
can be used to offset probable future taxable profits after taking into account the
expected reversal of other temporary differences. Recognised deferred tax assets in
respect of tax losses are analysed further below.
   
 
2023
2022
 
£m
£m
UK tax losses carried forward
   
- NWM Plc
-
3
- NWB Plc
362
445
- RBS plc
597
452
Total
959
900
Overseas tax losses carried forward
   
- UBIDAC
5
6
- NWM N.V.
55
46
 
1,019
952
Critical accounting policy: Deferred tax
NatWest Group has recognised a deferred tax asset of £1,894 million (2022 - £2,178
million) and a deferred tax liability of £141 million (2022 - £227 million). These include
amounts recognised in respect of UK and overseas tax losses of £1,019 million (2022 -
£952 million).
The main UK corporation tax increased from 19% to 25%, and the UK banking surcharge
decreased from 8% to 3%, from 1 April 2023. NatWest Group’s closing deferred tax
assets and liabilities are therefore recognised based on these rates.
Judgement
NatWest Group has considered the carrying value of deferred tax assets
and concluded that, based on management’s estimates, sufficient sustainable taxable
profits will be generated in future years to recover recognised deferred tax assets.
Estimates
These estimates are partly based on forecast performance beyond the
horizon for management’s detailed plans. They have regard to inherent uncertainties.
The deferred tax assets in NWM Plc and UBIDAC are supported by future reversing
taxable temporary differences on which deferred tax liabilities are recognised at 31
December 2023.
UK tax losses
Under UK tax rules, tax losses can be carried forward indefinitely. As the recognised tax
losses in NatWest Group arose prior to 1 April 2015, credit in future periods is given
against 25% of profits at the main rate of UK corporation tax, excluding the Banking
Surcharge rate introduced by The Finance (No. 2) Act 2015.
NWM Plc
A deferred tax asset of nil (2022 - £3 million) has been recognised at 31
December 2023. The basis of recognition in NWM plc is by way of future reversing
taxable temporary differences on which deferred tax liabilities are recognised at 31
December 2023. Losses of £5,558 million have not been recognised in the deferred tax
balance at 31 December 2023.
N
N
WB Plc
A deferred tax asset of £362 million (2022 - £445 million) has been
recognised in respect of losses of £1,448 million of total losses of £2,308 million carried
forward at 31 December 2023. The losses arose principally as a result of significant
impairment and conduct charges between 2009 and 2012 during challenging economic
conditions in the UK banking sector. NWB Plc returned to tax profitability during 2015,
and based on a 5 year recovery period, expects the deferred tax asset to be utilised
against future taxable profits by the end of 2028.
RBS plc
A deferred tax asset of £597 million (2022 - £452 million) has been recognised
in respect of losses of £2,388 million of total losses of £3,297 million carried forward at
31 December 2023. The losses were transferred from NatWest Markets Plc as a
consequence of the ring fencing regulations. Based on a 7 year recovery period, RBS plc
expects the deferred tax asset to be utilised against future taxable profits by the end of
2030.
Overseas tax losses
UBIDAC
A deferred tax asset of £5 million (2022 - £6 million) has been recognised in
respect of losses of £40 million, and is now entirely supported by way of future reversing
taxable temporary differences on which deferred tax liabilities are recognised at 31
December 2023.
NatWest Markets N.V. (NWM N.V.)
A deferred tax asset of £55 million (2022 - £46
million) has been recognised in respect of losses of £213 million of total losses of £2,496
million carried forward at 31 December 2023. NWM N.V. Group considers it to be
probable, based on its 5-year budget forecast, that future taxable profits will be available
against which the tax losses and tax credits can be partially utilised. The tax losses and
the tax credits have no expiry date.
Unrecognised deferred tax
Deferred tax assets of £5,168 million (2022 - £5,534 million; 2021 - £5,437 million) have
not been recognised in respect of tax losses and other deductible temporary differences
carried forward of £24,438 million (2022 - £25,742 million; 2021 - £24,699 million) in
jurisdictions where doubt exists over the availability of future taxable profits. Of these
losses and other deductible temporary differences, £34 million expire within five years
and £4,488 million thereafter. The balance of tax losses and other deductible temporary
differences carried forward has no expiry date.
Deferred tax liabilities of £256 million (2022 - £257 million; 2021 - £302 million) on
aggregate underlying temporary differences of £1,005 million (2022 - £1,010 million;
2021 - £1,032 million) have not been recognised in respect of retained earnings of
overseas subsidiaries and held-over gains on the incorporation of certain overseas
branches. Retained earnings of overseas subsidiaries are expected to be reinvested
indefinitely or remitted to the UK free from further taxation. No taxation is expected to
arise in the foreseeable future in respect of held-over gains on which deferred tax is not
recognised. Changes to UK tax legislation largely exempts from UK tax overseas
dividends received on or after 1 July 2009.
Notes to the consolidated financial statements continued
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8 Discontinued operations and assets and liabilities of disposal groups
Discontinued operations are reported separately on the income statement to allow users to distinguish the profits and cash flows from continuing operations from
those activities that are subject to disposal. Assets and liabilities which we intend to dispose of in a single transaction are also presented separately on the balance
sheet.
For accounting policy information refer to Accounting policy 3.2.
This note sets out the profit/(loss) from the discontinued operations, the assets and liabilities of the disposal group and the operating cash flows attributable to the
discontinued operations.
Four legally binding agreements for the sale of the UBIDAC business have been
announced as part of the phased withdrawal from the Republic of Ireland. Material
developments since the beginning of 2023 are set out below.
Agreement with Allied Irish Banks p.l.c. (AIB) for the transfer of performing
commercial loans.
UBIDAC completed the sale of commercial loans to AIB, with a cumulative €3.1 billion of
gross performing loans being fully migrated. The transfer of the final cohort of colleagues
to AIB who were wholly or mainly assigned to supporting this part of the business under
Transfer of Undertakings, Protection of Employment (TUPE) arrangements has also
completed.
Agreement with Permanent TSB Group Holdings p.l.c. (PTSB).
Agreement for the sale of performing non-tracker mortgages, the performing loans in
the micro-SME business, the UBIDAC Asset Finance business, including its Lombard
digital platform, and 25 Ulster Bank branch locations in the Republic of Ireland. The
remaining performing non-tracker mortgages, all micro-SME loans and the Lombard
Asset Finance business migrated to PTSB during the year, totalling c. €6.3 billion of gross
loan balances. All remaining colleagues eligible under TUPE regulations also migrated to
PTSB, as well as 25 former Ulster Bank branches.
Agreement with AIB for the sale of performing tracker and linked
mortgages.
UBIDAC completed the migration of €4.0 billion of performing tracker and linked
mortgages to AIB. The remaining migrations are expected to complete in 2024.
Agreement with Elmscott Property Finance DAC / AB CarVal (CarVal)
Agreement for the sale of a portfolio which consists mostly of non-performing
mortgages, unsecured personal loans, and commercial facilities with a gross value of
c. €690 million. Pepper Finance Corporation (Ireland) DAC will become the legal owner
and servicer of the facilities. In November 2023, c.€400 million of exposures transferred
to Pepper Finance Corporation (Ireland) DAC, with the remainder of the portfolio
expected to transfer in 2024.
The business activities relating to these sales that meet the requirements of IFRS 5 are
presented as a discontinued operation and as a disposal group. Ulster Bank RoI
continuing operations are reported within Central items & other.
8 Discontinued operations and assets and liabilities of disposal groups continued
Notes to the consolidated financial statements continued
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(a) (Loss)/profit from discontinued operations, net of tax
2023
2022
2021
£m
£m
£m
Interest receivable
22
177
339
Net interest income
22
177
339
Non-interest income
(1)
(16)
(472)
13
Total income
6
(295)
352
Operating expenses
(124)
(38)
(47)
(Loss)/profit before impairment releases
(118)
(333)
305
Impairment releases
6
71
162
Operating (loss)/profit before tax
(112)
(262)
467
Tax charge
-
-
(3)
(Loss)/profit from discontinued operations, net of tax
(112)
(262)
464
(1)
Excludes gain of £20 million (€24 million) recognised by NatWest Group as a result of acquisition of PTSB shares in relation to disposal of UBIDAC assets to PTSB in 2022.
(b) Assets and liabilities of disposal groups
2023
2022
£m
£m
Assets of disposal groups
Loans to customers - amortised cost
32
1,458
Other financial assets - loans to customers
841
5,397
Other assets
29
6
902
6,861
Liabilities of disposal groups
Other liabilities
3
15
3
15
Net assets of disposal groups
899
6,846
(c) Operating cash flows attributable to discontinued operations
2023
2022
2021
£m
£m
£m
Net cash flows from operating activities
362
1,090
2,212
Net cash flows from investing activities
5,473
6,164
-
Net increase in cash and cash equivalents
5,835
7,254
2,212
Notes to the consolidated financial statements continued
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9 Earnings per share
Earnings per share measures how much profit NatWest Group makes for each share in issue during the year.
Basic earnings per ordinary share is calculated by
dividing the profit attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding. Diluted earnings per ordinary share is
calculated by dividing the basic earnings by the weighted average number of ordinary shares outstanding plus the weighted average number of ordinary shares that
would be issued on conversion of dilutive share options and convertible securities. The assessment of whether the effect of share options and convertible securities is
dilutive or not, is based on the earnings from continuing operations.
   
 
2023
2022
2021
 
£m
£m
£m
Earnings
     
Profit from continuing operations attributable to ordinary shareholders
4,506
3,602
2,486
(Loss)/profit from discontinued operations attributable to ordinary shareholders
(112)
(262)
464
Profit attributable to ordinary shareholders
4,394
3,340
2,950
Weighted average number of shares (millions)
     
Weighted average number of ordinary shares outstanding during the year
9,164
9,872
10,792
Effect of dilutive share options and convertible securities
(1)
55
57
45
Diluted weighted average number of ordinary shares outstanding during the year
9,219
9,929
10,837
Earnings per ordinary share - continuing operations
49.2p
36.5p
23.0p
Earnings per ordinary share - discontinued operations
(1.2p)
(2.7p)
4.3p
Total earnings per share attributable to ordinary shareholders - basic
(2)
47.9p
33.8p
27.3p
Earnings per ordinary share - fully diluted continuing operations
48.9p
36.2p
22.9p
Earnings per ordinary share - fully diluted discontinued operations
(1.2p)
(2.6p)
4.3p
Total earnings per share attributable to ordinary shareholders - fully diluted
47.7p
33.6p
27.2p
the General Meeting and Class Meeting on 25 August 2022, the shareholders approved the proposed special dividend and share
of
consolidation. On 30 August 2022 the issued ordinary share capital was consolidated in the ratio
14 existing shares for
retrospectively.
(1)
At
13 new shares. The average number of shares and earnings per share have been adjusted
(2)
In 2023, the unrounded Total earnings per share attributable to ordinary shareholders – basic is 47.948p. The unrounded Earnings per ordinary share – continuing operations was 49.170p. The unrounded Earnings per ordinary share – discontinued
operations was (1.222p).
Notes to the consolidated financial statements continued
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10 Financial instruments - classification
Financial instruments are contracts that give rise to a financial asset of one entity and a corresponding financial liability or equity instrument of a counterparty entity,
such as cash, derivatives, loans, deposits and settlement balances. This note presents financial instruments classified in accordance with IFRS 9 – Financial
Instruments.
Judgement: classification of financial assets
Classification of financial assets between amortised cost and
fair value through other comprehensive income requires a
degree of judgement in respect of business models and
contractual cashflows.
The business model criteria is assessed at a portfolio level
to determine whether assets are classified as held to
collect or held to collect and sell. Information that is
considered in determining the applicable business model
includes: the portfolio’s policies and objectives; how the
performance and risks of the portfolio are managed,
evaluated and reported to management; and the
frequency, volume and timing of sales in prior periods,
sales expectation for future periods, and the reasons for
sales.
The contractual cash flow characteristics of financial
assets are assessed with reference to whether the cash
flows represent solely payments of principal and interest
(SPPI). A level of judgement is made in assessing terms
that could change the contractual cash flows so that it
would not meet the condition for SPPI, including contingent
and leverage features,
non-recourse arrangements and
features that could modify the time value of money.
For accounting policy information refer to Accounting policies
3.8, 3.9 and 3.11.
The following tables analyse financial assets and liabilities in accordance with the categories of financial instruments
in IFRS 9.
   
       
Amortised
Other
 
 
MFVTPL
DFV
FVOCI
cost
assets
Total
Assets
£m
£m
£m
£m
£m
£m
Cash and balances at central banks
     
104,262
 
104,262
Trading assets
45,551
       
45,551
Derivatives
(1)
78,904
       
78,904
Settlement balances
     
7,231
 
7,231
Loans to bank - amortised cost
(2)
     
6,914
 
6,914
Loans to customers - amortised cost (
3
)
     
381,433
 
381,433
Other financial assets
703
5
28,699
21,695
 
51,102
Intangible assets
       
7,614
7,614
Other assets
       
8,760
8,760
Assets of disposal groups
(4)
       
902
902
31 December 2023
125,158
5
28,699
521,535
17,276
692,673
Cash and balances at central banks
     
144,832
 
144,832
Trading assets
45,577
       
45,577
Derivatives
(1)
99,545
       
99,545
Settlement balances
     
2,572
 
2,572
Loans to bank - amortised cost
(2)
     
7,139
 
7,139
Loans to customers - amortised cost (
3
)
     
366,340
 
366,340
Other financial assets
787
-
16,973
13,135
 
30,895
Intangible assets
       
7,116
7,116
Other assets
       
9,176
9,176
Assets of disposal groups
(4)
       
6,861
6,861
31 December 2022
145,909
-
16,973
534,018
23,153
720,053
10 Financial instruments – classification continued
Notes to the consolidated financial statements continued
NatWest Group
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Amortised
Other
 
 
Held-for-trading
DFV
cost
liabilities
Total
Liabilities
£m
£m
£m
£m
£m
Bank deposits
(5)
   
22,190
 
22,190
Customer deposits
   
431,377
 
431,377
Settlement balances
   
6,645
 
6,645
Trading liabilities
53,636
     
53,636
Derivatives
(1)
72,395
     
72,395
Other financial liabilities
(6)
 
2,888
52,201
 
55,089
Subordinated liabilities
 
237
5,477
 
5,714
Notes in circulation
   
3,237
 
3,237
Other liabilities
(7)
   
748
4,454
5,202
31 December 2023
126,031
3,125
521,875
4,454
655,485
Bank deposits
(5)
   
20,441
 
20,441
Customer deposits
   
450,318
 
450,318
Settlement balances
   
2,012
 
2,012
Trading liabilities
52,808
     
52,808
Derivatives
(1)
94,047
     
94,047
Other financial liabilities
(6)
 
2,377
46,730
 
49,107
Subordinated liabilities
 
345
5,915
 
6,260
Notes in circulation
   
3,218
 
3,218
Other liabilities
(7)
   
1,205
4,141
5,346
31 December 2022
146,855
2,722
529,839
4,141
683,557
(1)
Includes net hedging derivatives assets of £114 million (2022 - £143 million) and net
hedging derivatives liabilities of £270 million (2022 - £132 million).
(2)
Includes items in the course of collection from other banks of £255 million (2022 -
£229 million).
(3)
Includes finance lease receivables of £8,731 million (2022 - £8,402 million).
(4)
Includes assets of disposal groups held at FVTPL of £841 million (2022 - £5,397
million). The portfolio is classified as level 3 in the fair value hierarchy.
(5)
Includes items in the course of transmission to other banks of £92 million (2022 -
£242 million).
(6)
The carrying amount of customer deposits designated at fair value through profit
or loss is the same as the principal amount for both periods. No amounts have
been recognised in the profit or loss for changes in credit risk associated with these
liabilities as the changes are immaterial both during the period and cumulatively.
(7)
Includes lease liabilities of £670 million (2022 - £1,118 million), held at amortised
cost.
Reclassification of mortgages from amortised cost to fair value through profit or loss
In June 2022 UBIDAC announced the cessation of new mortgage business to its customers. On 1 July 2022 UBIDAC mortgages in both its continuing and discontinued businesses were
reclassified from amortised cost to fair value through profit or loss, reflecting the change in business model. We fair value these assets using a discounted cash flow method. Key inputs
include assumptions about cash flows from legally binding sales agreements for those mortgage assets that form part of the assets of disposal groups. For details on material
developments in assets and liabilities of disposals groups during the year, refer to Note 8.
The effect of the reclassification as at 1 July 2022 is shown below.
   
 
Amortised cost
MFVTPL
Change in value
 
£m
£m
£m
Amounts reclassified on balance sheet
     
Loans to customers
(1)
587
606
19
Assets of disposal groups
(2)
10,676
10,383
(293)
 
11,263
10,989
(274)
(1)
Change in value recognised in continuing operations.
(2)
Change in value recognised in discontinued operations.
10 Financial instruments – classification continued
Notes to the consolidated financial statements continued
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We originate loans that include features that change the contractual cash flows based on the borrower meeting certain contractually specified environmental, social and governance
(ESG) targets. These are known as ESG-linked (or sustainability-linked) loans. As part of the terms of these loans, the contractual interest rate is reduced or increased if the borrower
meets (or fails to meet) specific targets linked to the activity of the borrower, for example reducing carbon emissions, increasing the level of diversity at Board level, or achieving a
sustainable supply chain. ESG features are first assessed to ascertain whether the adjustment to the contractual cash flows results in a de minimis exposure to risks or volatility in
those contractual cash flows. If this is the case the classification of the loan is not affected. If the effect of the ESG feature is assessed as being more than de minimis, we apply
judgement to ensure that the ESG features do not generate compensation for risks that are not in line with a basic lending arrangement. This includes, amongst other aspects, a
review of the consistency of the ESG targets with the asset or activity of the borrower, and consideration of the targets within our risk appetite. Some of these loans are an integral
part of our climate and sustainable funding and financing target disclosed on page 16.
The table below analyses financial assets forming a component of ESG-linked loans and other products with contractual terms that could change the timing or amount of cash flows.
   
 
2023
2022
   
Positive impact on
Negative impact on
Reduction in
 
 
Carrying value
product margin
product margin
cash flows
Carrying value
 
£bn
bps
bps
£m
£bn
Sustainability-linked loans
6.5
3.2
3.9
2.5
5.0
Other products
16.1
-
-
-
8.9
Lending subject to performance triggers
22.6
   
2.5
13.9
Additional information on finance lease receivables
The following table shows the reconciliation of undiscounted finance lease receivables to net investment in finance leases which are presented under Loans to customers-amortised
cost on the balance sheet.
   
 
2023
2022
 
£m
£m
Amount receivable under finance leases
   
Within 1 year
3,340
3,235
1 to 2 years
2,358
2,254
2 to 3 years
1,625
1,388
3 to 4 years
900
833
4 to 5 years
388
411
After 5 years
1,079
1,130
Total lease payments
9,690
9,251
Unguaranteed residual values
169
171
Future drawdowns
(12)
(13)
Unearned income
(1,025)
(889)
Present value of lease payments
8,822
8,520
Impairments
(91)
(118)
Net investment in finance leases
8,731
8,402
10 Financial instruments – classification continued
Notes to the consolidated financial statements continued
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Financial instruments – financial assets and liabilities that can be offset
The tables below present information on financial assets and financial liabilities that are offset on the balance sheet under IFRS or subject to enforceable master netting agreements
together with financial collateral received or given.
   
 
Instruments which can be offset
Potential for offset not recognised by IFRS
   
       
Effect of master
   
Net amount after
Instruments
 
       
netting and similar
Cash
Securities
netting agreements and
outside netting
Balance sheet
 
Gross
IFRS offset
Balance sheet
agreements
collateral
collateral
effect of related collateral
agreements
total
2023
£m
£m
£m
£m
£m
£m
£m
£m
£m
Derivative assets
99,023
(20,597)
78,426
(60,355)
(12,284)
(3,408)
2,379
478
78,904
Derivative liabilities
95,734
(23,869)
71,865
(60,355)
(6,788)
(1,663)
3,059
530
72,395
Net position
(1)
3,289
3,272
6,561
-
(5,496)
(1,745)
(680)
(52)
6,509
Trading reverse repos
39,573
(16,257)
23,316
(664)
-
(22,461)
191
378
23,694
Trading repos
42,442
(16,257)
26,185
(664)
-
(25,520)
1
717
26,902
Net position
(2,869)
-
(2,869)
-
-
3,059
190
(339)
(3,208)
Non trading reverse repos
37,477
(9,646)
27,831
(5)
-
(27,826)
-
80
27,911
Non trading repos
23,605
(9,646)
13,959
(5)
-
(13,954)
-
3
13,962
Net position
13,872
-
13,872
-
-
(13,872)
-
77
13,949
2022
                 
Derivative assets
117,606
(18,730)
98,876
(77,365)
(14,079)
(4,571)
2,861
669
99,545
Derivative liabilities
115,177
(22,111)
93,066
(77,365)
(9,761)
(1,185)
4,755
981
94,047
Net position
(1)
2,429
3,381
5,810
-
(4,318)
(3,386)
(1,894)
(312)
5,498
Trading reverse repos
35,612
(14,510)
21,102
(2,445)
-
(18,458)
199
435
21,537
Trading repos
33,767
(14,510)
19,257
(2,445)
-
(16,812)
-
4,483
23,740
Net position
1,845
-
1,845
-
-
(1,646)
199
(4,048)
(2,203)
Non trading reverse repos
25,630
(5,702)
19,928
-
-
(19,928)
-
98
20,026
Non trading repos
16,977
(5,702)
11,275
-
-
(11,275)
-
-
11,275
Net position
8,653
-
8,653
-
-
(8,653)
-
98
8,751
(1)
Net IFRS offset balance of £3,272 million (2022 - £3,381 million) relates to variation margin netting reflected on other balance sheet lines.
Notes to the consolidated financial statements continued
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11 Financial instruments - valuation
Financial instruments recognised at fair value are revalued using techniques that can include observable inputs (pricing information that is readily available in the
market, for example UK Government securities), and unobservable inputs (pricing information that is not readily available, for example unlisted securities). Gains and
losses are recognised in the income statement and statement of comprehensive income as appropriate.
This note presents information on the valuation of financial
instruments.
The table below provides an overview of the various sections contained within the note.
Critical accounting policy: Fair value – financial
instruments
Financial instruments classified as mandatory fair value through
profit or loss; held-for-trading; designated fair value through profit
or loss; and fair value through other comprehensive income are
recognised in the financial statements at fair value. All derivatives
are measured at fair value.
Fair value is the price that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between market
participants at the measurement date. A fair value measurement
considers the characteristics of the asset or liability and the
assumptions that a market participant would consider when pricing
the asset or liability.
NatWest Group manages some portfolios of financial assets and
financial liabilities based on its net exposure to either market or
credit risk. In these cases, the fair value is derived from the net risk
exposure of that portfolio with portfolio level adjustments applied to
incorporate bid-offer spreads, counterparty credit risk, and funding
costs (refer to ‘Valuation Adjustments’).
Where the market for a financial instrument is not active, fair value
is established using a valuation technique. These valuation
techniques involve a degree of estimation, the extent of which
depends on the instrument’s complexity and the availability of
market-based data. The complexity and uncertainty in the financial
instrument’s fair value is categorised using the fair value hierarchy.
For accounting policy information refer to Accounting policies 2.2,
3.8 and 3.11.
Valuation
   
 
Page
Financial instruments
 
Critical accounting policy: Fair value
341
Valuation
 
Fair value hierarchy
(D)
342
Valuation techniques
(D)
342
Inputs to valuation models
(D)
342
Valuation control
(D)
343
Key areas of judgement
(D)
343
Assets and liabilities split by fair value hierarchy level
(T)
344
Valuation adjustments
 
Fair value adjustments made
(T)
345
Funding valuation adjustments (FVA)
(D)
345
Credit valuation adjustments (CVA)
(D)
345
Bid-offer
(D)
345
Product and deal specific
(D)
345
Own credit
(D)
345
Level 3 additional information
 
Level 3 ranges of unobservable inputs
(D)
346
Level 3 instruments, valuation techniques and inputs
(T)
346
Level 3 sensitivities
(D)
347
Alternative assumptions
(D)
347
Other considerations
(D)
347
High and low range of fair value of level 3 assets and liabilities
(T)
347
Movement in level 3 assets and liabilities over the reporting period
(D)
348
Movement in level 3 assets and liabilities
(T)
348
Fair value of financial instruments measured at amortised cost
 
Fair value of financial instruments measured at amortised cost on the balance sheet
 
balance sheet
349
(D) = Descriptive; (T) = Table
 
11 Financial instruments – valuation continued
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Fair value hierarchy
Financial instruments carried at fair value have been classified under the fair value
hierarchy. The classification ranges from level 1 to level 3, with more expert judgement
and price uncertainty for those classified at level 3.
The determination of an instrument’s level cannot be made at a global product level as a
single product type can be in more than one level. For example, a single name corporate
credit default swap could be in level 2 or level 3 depending on the level of market activity
for the referenced entity.
Level 1
– instruments valued using unadjusted quoted prices in active and liquid markets,
for identical financial instruments. Examples include government bonds, listed equity
shares and certain exchange-traded derivatives.
L
L
evel 2
- instruments valued using valuation techniques that have observable inputs.
Observable inputs are those that are readily available with limited adjustments required.
Examples include most government agency securities, investment-grade corporate
bonds, certain mortgage products - including collateralised loan obligations (CLOs), most
bank loans, repos and reverse repos, state and municipal obligations, most notes issued,
certain money market securities, loan commitments and most over the counter (OTC)
derivatives.
L
L
evel 3
- instruments valued using a valuation technique where at least one input which
could have a significant effect on the instrument’s valuation, is not based on observable
market data. Examples include non-derivative instrument’s which trade infrequently,
certain syndicated and commercial mortgage loans, private equity, and derivatives with
unobservable model inputs.
Valuation techniques
NatWest Group derives the fair value of its instruments differently depending on whether
the instrument is a non-modelled or a modelled product.
Non-modelled products
are valued directly from a price input, typically on a position-by-
position basis. Examples include equities and most debt securities.
Non-modelled products can fall into any fair value levelling hierarchy depending on the
observable market activity, liquidity, and assessment of valuation uncertainty of the
instruments. The assessment of fair value and the classification of the instrument to a fair
value level is subject to the valuation controls discussed in the Valuation control section.
Modelled products
valued using a pricing model range in complexity from comparatively
vanilla products such as interest rate swaps and options (e.g., interest rate caps and
floors) through to more complex derivatives (e.g., balance guarantee swaps).
For modelled products the fair value is derived using the model and the appropriate
model inputs or parameters, as opposed to a cash price equivalent. Model inputs are
taken either directly or indirectly from available data, where some inputs are also
modelled.
Fair value classification of modelled instruments is either level 2 or level 3, depending on
the product/model combination, the observability and quality of input parameters and
other factors. All these must be assessed to classify a position. The modelled product is
assigned to the lowest fair value hierarchy level of any significant input used in that
valuation.
Most derivative instruments, for example vanilla interest rate swaps, foreign exchange
swaps and liquid single name credit derivatives, are classified as level 2. This is because
they are vanilla products valued using standard market models and with observable
inputs. Level 2 products range from vanilla to more complex products, where more
complex products remain classified as level 2 due to the low materiality of any
unobservable inputs.
Inputs to valuation models
When using valuation techniques, the fair value can be significantly affected by the
choice of
valuation model
and underlying assumptions. Factors considered include the
cashflow amounts and timing of those cash flows, and application of appropriate discount
rates, incorporating both funding and credit risk. Values between and beyond available
data points are obtained by interpolation and extrapolation. The principal inputs to these
valuation techniques are as follows:
Bond prices
- quoted prices are generally available for government bonds, certain
corporate securities, and some mortgage-related products.
Credit spreads/margins
- these reflect credit default swap levels or the return required
over a benchmark rate or index to compensate for the referenced credit risk. Where
available, these are derived from the price of credit default swaps or other credit-based
instruments, such as debt securities. When direct prices are not available; credit
spreads/margins are determined with reference to available prices of entities with similar
characteristics.
Interest rates
- these are principally based on interest rate swap prices referencing
benchmark interest rates. Interest rates, include SONIA (Sterling Overnight Interbank
Average Rate) and other overnight rates. Other quoted interest rates may also be used
from both the bond, and futures markets.
F
F
oreign currency exchange rates
- there are observable prices both for spot and
forward contracts and futures in the world's major currencies.
E
E
quity and equity index prices
- quoted prices are generally readily available for equity
shares listed on the world's major stock exchanges and for major indices on such shares.
11 Financial instruments – valuation continued
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Price volatilities and correlations
- volatility is a measure of the tendency of a price to
change with time. Correlation measures the degree which two or more prices or
variables are observed to move together. Variables that move in the same direction
show positive correlation; those that move in opposite directions are negatively
correlated.
P
P
repayment rates
- are used to reflect how fast a pool of assets prepay. The fair value of
a financial instrument that can be prepaid by the issuer or borrower differs from that of
an instrument that cannot be prepaid. When valuing prepayable instruments, the value of
this prepayment option is considered.
R
R
ecovery rates/loss given default
- are used as an input to valuation models and
reserves for asset-backed securities and other credit products as an indicator of severity
of losses on default. Recovery rates are primarily sourced from market data providers,
the value of the underlying collateral or inferred from observable credit spreads.
Valuation control
NatWest Group's control environment for the determination of the fair value of financial
instruments includes formalised procedures for the review and validation of fair values.
The review of market prices and inputs is performed by an independent price verification
(IPV) team
IPV is a key element of the control environment. Valuations are first performed by the
business which entered into the transaction. These valuations are then reviewed by the
IPV team, independent of those trading the financial instruments, in light of available
pricing evidence.
Independent pricing data is collated from a range of sources. Each source is reviewed for
quality and the independent data applied in the IPV processes using a formalised input
quality hierarchy. Consensus services are one source of independent data and
encompass interest rate, currency, credit, and bond markets, providing comprehensive
coverage of vanilla products and a wide selection of exotic products.
Where measurement differences are identified through the IPV process these are
grouped by the quality hierarchy of the independent data. If the size of the difference
exceeds defined thresholds, an adjustment is made to bring the valuation to within the
independently calculated fair value range.
IPV takes place at least monthly, for all fair value financial instruments. The IPV control
includes formalised reporting and escalation of any valuation differences in breach of
established thresholds.
The quality and completeness of the information gathered in the IPV process gives an
indication as to the liquidity and valuation uncertainty of an instrument and forms part of
the information considered when determining fair value hierarchy classifications.
Initial fair value level classification of a financial instrument is carried out by the IPV team.
These initial classifications are subject to senior management review. Particular attention
is paid to instruments transferring from one level to another, new instrument classes or
products, instruments where the transaction price is significantly different from the fair
value and instruments where valuation uncertainty is high.
Valuation Committees are made up of valuation specialists and senior business
representatives from various functions and oversees pricing, reserving and valuations
issues. These committees meet monthly to review and ratify any methodology changes.
The Executive Valuation Committee meets quarterly to address key material and
subjective valuation issues, to review items escalated by Valuation Committees and to
discuss other relevant industry matters.
The Group model risk policy sets the policy for model documentation, testing and review.
Governance of the model risk policy is carried out by the Group model risk oversight
committee, which comprises model risk owners and independent model experts. All
models are required to be independently validated in accordance with the Model Risk
Policy.
Key areas of judgement
Over the years the business has simplified, with most products classified as level 1 or 2 of
the fair value hierarchy. However, the diverse range of products historically traded by
NatWest Group means some products remain classified as level 3. Level 3 indicates a
significant level of pricing uncertainty, where expert judgement is used. As such, extra
disclosures are required in respect of level 3 instruments.
In general, the degree of expert judgement used and hence valuation uncertainty
depends on the degree of liquidity of an instrument or input.
Where markets are liquid, little judgement is required. However, when the information
regarding the liquidity in a particular market is not clear, a judgement may need to be
made. For example, for an equity traded on an exchange, daily volumes of trading can
be seen, but for an OTC derivative, assessing the liquidity of the market with no central
exchange is more challenging.
A key related matter is where a market moves from liquid to illiquid or vice versa. Where
this movement is considered temporary, the fair value level is not changed. For example,
if there is little market trading in a product on a reporting date but at the previous
reporting date and during the intervening period the market has been liquid. In this case,
the instrument will continue to be classified at the same level in the hierarchy. This is to
provide consistency so that transfers between levels are driven by genuine changes in
market liquidity and do not reflect short term or seasonal effects. Material movements
between levels are reviewed quarterly by the business and IPV.
The breadth and depth of the IPV data allows for a rules-based quality assessment to be
made of market activity, liquidity, and pricing uncertainty, which assists with the process
of allocation to an appropriate level. Where suitable independent pricing information is
not readily available, the quality assessment will result in the instrument being assessed
as level 3.
11 Financial instruments – valuation continued
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The table below shows the assets and liabilities held by NatWest Group split by fair value hierarchy level. Level 1 are considered the most liquid instruments, and level 3 the most
illiquid, valued using expert judgement and so carry the most significant price uncertainty.
   
 
2023
2022
 
Level 1
Level 2
Level 3
Total
Level 1
Level 2
Level 3
Total
 
£m
£m
£m
£m
£m
£m
£m
£m
Assets
               
Trading assets
               
Loans
-
33,388
209
33,597
-
35,260
395
35,655
Securities
8,447
3,493
14
11,954
7,463
2,458
1
9,922
Derivatives
               
Interest rate
1
43,912
650
44,563
5
52,764
711
53,480
Foreign exchange
-
34,096
65
34,161
-
45,715
114
45,829
Other
-
72
108
180
-
54
182
236
Other financial assets
               
Loans
-
108
657
765
-
172
727
899
Securities
17,848
10,536
258
28,642
10,380
6,278
203
16,861
Total financial assets held at fair value
26,296
125,605
1,961
153,862
17,848
142,701
2,333
162,882
As a % of total fair value assets
17%
82%
1%
 
11%
88%
1%
 
Liabilities
               
Trading liabilities
               
Deposits
-
43,126
1
43,127
-
42,486
1
42,487
Debt securities in issue
-
706
-
706
-
797
-
797
Short positions
7,936
1,865
2
9,803
7,462
2,062
-
9,524
Derivatives
               
Interest rate
-
38,044
439
38,483
2
47,855
678
48,535
Foreign exchange
-
33,528
58
33,586
-
45,139
98
45,237
Other
-
138
188
326
-
76
199
275
Other financial liabilities
               
Debt securities in issue
-
1,605
3
1,608
-
1,327
-
1,327
Other deposits
-
1,280
-
1,280
-
1,050
-
1,050
Subordinated liabilities
-
237
-
237
-
345
-
345
Total financial liabilities held at fair value
7,936
120,529
691
129,156
7,464
141,137
976
149,577
As a % of total fair value liabilities
6%
93%
1%
 
5%
94%
1%
 
(1)
Transfers between levels are deemed to have occurred at the beginning of the quarter in which the instrument was transferred.
(2)
For an analysis of debt securities held at mandatory fair value through profit or loss by issuer as well as ratings and derivatives, by type and contract, refer to Risk and capital management – Credit risk.
11 Financial instruments – valuation continued
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Valuation adjustments
When valuing financial instruments in the trading book, adjustments are made to mid-
market valuations to cover bid-offer spread, funding and credit risk. These adjustments
are presented in the table below:
2023
2022
Adjustment
£m
£m
Funding valuation adjustments
132
173
Credit valuation adjustments
236
300
Bid-offer
86
130
Product and deal specific
103
141
Total
557
744
Funding valuation adjustments decreased during the year, primarily driven by changes in
GBP interest rates and funding spreads tightening.
The decrease in credit value adjustments was driven by credit spreads tightening and a
reduction in exposures, primarily due to portfolio ageing, partially offset by new trade
activity. Interest rates tightening, trade restructuring and trade specific valuation
adjustments were the drivers of the decrease in product and deal specific. The decrease
in bid-offer was driven by risk reduction.
Funding valuation adjustments (FVA)
FVA represents an estimate of the adjustment that a market participant would make to
incorporate funding costs and benefits that arise in relation to derivative exposures. FVA
is calculated as a portfolio level adjustment and can result in either a funding charge
(positive) or funding benefit (negative).
Funding levels are applied to estimated potential future exposures. For uncollateralised
derivatives, the exposure reflects the future valuation of the derivative. For collateralised
derivatives, the exposure reflects the difference between the future valuation of the
derivative and the level of collateral posted.
Credit valuation adjustments (CVA)
CVA represents an estimate of the adjustment to fair value that is made to incorporate
the counterparty credit risk inherent in derivative exposures. CVA is calculated on a
portfolio basis reflecting an estimate of the amount a third party would charge to assume
the credit risk.
Collateral held under a credit support agreement is factored into the CVA calculation. In
such cases where NatWest Group holds collateral against counterparty exposures, CVA
is held to the extent that residual risk remains.
FVA and CVA are actively managed by a credit and market risk hedging process, and
therefore movements in CVA and FVA are partially offset by trading revenue on the
hedges.
Bid-offer
Fair value positions are required to be marked to exit levels, represented by bid (long
positions) or offer (short positions) levels. Non-derivative positions are typically marked
directly to bid or offer prices. However derivative exposures are adjusted to exit levels by
taking bid-offer reserves calculated on a portfolio basis. The reserving approach is based
on current market bid-offer spreads and standard market bucketing of risk.
Bid-offer spreads vary by maturity and risk type to reflect different spreads in the
market. For positions where there is no observable quote, the bid-offer spreads are
widened in comparison to proxies to reflect reduced liquidity or observability.
Netting is applied on a portfolio basis to reflect the value at which NatWest Group
believes it could exit the net risk of the portfolio, rather than the sum of exit costs for
each of the portfolio’s individual trades. This is applied where the asset and liability
positions are managed as a portfolio for risk and reporting purposes.
Product and deal specific
On initial recognition of financial assets and liabilities valued using valuation techniques
which have a significant dependence on information other than observable market data,
any difference between the transaction price and that derived from the valuation
technique is deferred. Such amounts are recognised in the income statement over the
life of the transaction, when market data becomes observable, or when the transaction
matures or is closed out as appropriate. On 31 December 2023, net gains of £78 million
(2022 - £74 million) were carried forward. During the year, net gains of £119 million
(2022 - £97 million) were deferred and £115 million (2022 - £94 million) were recognised
in the income statement.
Where system-generated valuations do not accurately reflect market prices, manual
valuation adjustments are applied either at a position or portfolio level. Manual
adjustments are subject to the scrutiny of independent control teams and are subject to
monthly review by senior management.
Own credit
NatWest Group considers the effect of its own credit standing when valuing financial
liabilities recorded at fair value. Own credit spread adjustments are made when valuing
issued debt held at fair value, including issued structured notes. An own credit
adjustment is applied to positions where it is believed that counterparties would consider
NatWest Group’s creditworthiness when pricing trades.
11 Financial instruments – valuation continued
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Level 3 additional information
For illiquid assets and liabilities, classified as level 3, additional information is provided on the valuation techniques used and price sensitivity of the products to those inputs. This is to
enable the reader to gauge the level of uncertainty that arises from positions with significant unobservable inputs or modelling parameters.
Level 3 ranges of unobservable inputs
The table below provides additional information on level 3 instruments and inputs. This shows the valuation technique used for the fair value calculation, the unobservable input and
input range.
2023
20
22
Financial instrument
Valuation technique
Unobservable inputs
Units
Low
High
Low
High
Trading assets and Other financial assets
Loans
Price-based
Price
%
-
123
-
113
Discount cash flow
Credit spreads
bps
49
119
56
114
Discount cash flow
Discount margin
bps
174
228
174
222
Debt securities
Price-based
Price
%
-
119
-
255
Equity Shares
Price-based
Price
GBP
-
32,142
-
34,027
Price-based
Price
%
-
30
-
30
Discount cash flow
Discount margin
%
7
9
6
8
Net asset valuation
Fund NAV
%
80
120
80
120
Derivative assets and liabilities
Credit derivatives
Credit derivative pricing
Credit spreads
bps
13
600
7
530
Option pricing
Correlation
%
(15)
95
(15)
95
Volatility
%
30
80
30
80
Upfront points
%
-
99
-
99
Recovery rate
%
-
60
-
60
Interest rate & FX
Option pricing
Correlation
%
(50)
99
(50)
100
derivatives
Volatility
%
30
111
30
127
Constant Prepayment Rate
%
2
22
2
21
Mean Reversion
%
-
20
-
92
Inflation volatility
%
2
2
1
2
Inflation rate
%
2
3
2
3
(1)
Valuation for private equity investments may be estimated by looking at past prices of similar stocks and from valuation statements where valuations are usually derived from earnings measures such as EBITDA or net asset value (NAV). Similarly, for
equity or bond fund investments, prices may be estimated from valuation or credit statements using NAV or similar measures.
(2)
NatWest Group does not have any material liabilities measured at fair value that are issued with an inseparable third-party credit enhancement.
11 Financial instruments – valuation continued
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347
Level 3 sensitivities
The level 3 sensitivities presented below are calculated at a trade or low-level portfolio
basis rather than an overall portfolio basis. As individual sensitivities are aggregated with
no reflection of the correlated nature between instruments, the overall portfolio
sensitivity may not be accurately reflected. For example, some portfolios may be
negatively correlated to others, where a downwards movement in one asset would
produce an upwards movement in another. However, due to the additive presentation of
the above figures this correlation impact cannot be displayed. As such, the actual
potential downside sensitivity of the total portfolio may be less than the non-correlated
sum of the additive figures as shown in the below table.
Alternative assumptions
Reasonably plausible alternative assumptions of unobservable inputs are determined
based on a specified target level of certainty of 90%.
Alternative assumptions are determined with reference to all available evidence including
consideration of the following: quality of independent pricing information considering
consistency between different sources, variation over time, perceived tradability or
otherwise of available quotes; consensus service dispersion ranges; volume of trading
activity and market bias (e.g. one-way inventory); day 1 profit or loss arising on new
trades; number and nature of market participants; market conditions; modelling
consistency in the market; size and nature of risk; length of holding of position; and
market intelligence.
Other considerations
Whilst certain inputs used to calculate CVA, FVA and own credit adjustments are not
based on observable market data, the uncertainty of these inputs is not considered to
have a significant effect on the net valuation of the related derivative portfolios and
issued debt.
As such, the fair value levelling of the derivative portfolios and issued debt is not
determined by CVA, FVA or own credit inputs. In addition, any fair value sensitivity
driven by these inputs is not included in the level 3 sensitivities presented.
The table below shows the high and low range of fair value of the level 3 assets and liabilities. This range incorporates the range of fair value inputs as described in the previous table.
2023
2022
Level 3
Favourable
Unfavourable
Level 3
Favourable
Unfavourable
£m
£m
£m
£m
£m
£m
Assets
Trading assets
Loans
209
-
-
395
10
(10)
Securities
14
-
-
1
-
-
Derivatives
Interest rate
650
20
(20)
711
30
(30)
Foreign exchange
65
-
-
114
10
(10)
Other
108
10
(10)
182
10
(10)
Other financial assets
Loans
657
-
(40)
727
-
(10)
Securities
258
20
(50)
203
20
(30)
Total financial assets held at fair value
1,961
50
(120)
2,333
80
(100)
Liabilities
Trading liabilities
Deposits
1
-
-
1
-
-
Short positions
2
-
-
-
-
-
Derivatives
Interest rate
439
10
(10)
678
30
(30)
Foreign exchange
58
-
-
98
-
-
Other
188
10
(10)
199
-
-
Other financial liabilities - debt securities in issue
3
-
-
-
-
-
Total financial liabilities held at fair value
691
20
(20)
976
30
(30)
11 Financial instruments – valuation continued
Notes to the consolidated financial statements continued
NatWest Group
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Movement in level 3 assets and liabilities
The following table shows the movement in level 3 assets and liabilities in the year.
Other
Other
Other
Other
Derivatives
trading
financial
Total
Derivatives
trading
financial
Total
assets
assets (2)
assets (3)
assets
liabilities
liabilities (2)
liabilities
liabilities
2023
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January
1,007
396
930
2,333
975
1
-
976
Amounts recorded in the income statement
(1)
(156)
(88)
1
(243)
(313)
-
-
(313)
Amount recorded in the statement of
comprehensive income
-
-
32
32
-
-
-
-
Level 3 transfers in
6
15
16
37
7
2
-
9
Level 3 transfers out
(5)
(32)
(190)
(227)
(9)
(2)
-
(11)
Purchases/originations
180
8
275
463
195
2
3
200
Settlements/other decreases
(70)
(8)
(86)
(164)
(51)
-
-
(51)
Sales
(137)
(65)
(52)
(254)
(116)
-
-
(116)
Foreign exchange and other adjustments
(2)
(3)
(11)
(16)
(3)
-
-
(3)
At 31 December
823
223
915
1,961
685
3
3
691
Amounts recorded in the income statement
in respect of balances held at period end
- unrealised
67
(39)
1
29
(121)
-
-
(121)
2022
At 1 January
918
740
394
2,052
606
3
-
609
Amounts recorded in the income statement
(1)
126
31
(14)
143
382
(1)
-
381
Amount recorded in the statement of
comprehensive income
-
-
(20)
(20)
-
-
-
-
Level 3 transfers in
193
1
532
726
78
3
-
81
Level 3 transfers out
(122)
(147)
(68)
(337)
(61)
(3)
-
(64)
Purchases/originations
355
274
185
814
382
-
-
382
Settlements/other decreases
(40)
(75)
-
(115)
(41)
-
-
(41)
Sales
(423)
(434)
(101)
(958)
(376)
(2)
-
(378)
Foreign exchange and other adjustments
-
6
22
28
5
1
-
6
At 31 December
1,007
396
930
2,333
975
1
-
976
Amounts recorded in the income statement
in respect of balances held at period end
- unrealised
126
31
(16)
141
382
(1)
-
381
(1)
There were £69 million net gains on trading assets and liabilities (2022 – £224 million net losses) recorded in income from trading activities. Net gains on other instruments of £1 million (2022 – £14 million net losses) were recorded in other operating
income and interest income as appropriate.
(2)
Other trading assets and other trading liabilities comprise assets and liabilities held at fair value in trading portfolios.
(3)
Other financial assets comprise fair value through other comprehensive income, designated as at fair value through profit or loss and other fair value through profit or loss.
11 Financial instruments – valuation continued
Notes to the consolidated financial statements continued
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Fair value of financial instruments measured at amortised cost on the balance sheet
The following table shows the carrying value and fair value of financial instruments measured at amortised cost on the balance sheet.
   
           
Items where
           
fair value
 
Carrying
 
Fair value hierarchy level
approximates
 
value
Fair value
Level 1
Level 2
Level 3
carrying value
2023
£bn
£bn
£bn
£bn
£bn
£bn
Financial assets
           
Cash and balances at central banks
104.3
104.3
-
-
-
104.3
Settlement balances
7.2
7.2
-
-
-
7.2
Loans to banks
6.9
7.0
-
2.2
0.6
4.2
Loans to customers
381.4
373.2
-
27.5
345.7
-
Other financial assets - securities
21.7
21.6
4.0
6.6
11.0
-
   
2022
           
Financial assets
           
Cash and balances at central banks
144.8
144.8
-
-
-
144.8
Settlement balances
2.6
2.6
-
-
-
2.6
Loans to banks
7.1
7.1
-
4.2
2.8
0.1
Loans to customers
366.3
354.5
-
20.3
334.2
-
Other financial assets - securities
13.1
12.8
3.6
3.2
6.0
-
2023
           
Financial liabilities
           
Bank deposits
22.2
22.3
-
15.4
2.7
4.2
Customer deposits
431.4
431.0
-
30.7
48.8
351.5
Settlement balances
6.6
6.6
-
-
-
6.6
Other financial liabilities
           
- debt securities in issue
52.2
52.2
-
41.7
10.5
-
Subordinated liabilities
5.5
5.4
-
5.4
-
-
Notes in circulation
3.2
3.2
-
-
-
3.2
2022
           
Financial liabilities
           
Bank deposits
20.4
20.0
-
13.1
2.2
4.7
Customer deposits
450.3
450.3
-
12.7
30.6
407.0
Settlement balances
2.0
2.0
-
-
-
2.0
Other financial liabilities
           
- debt securities in issue
46.7
46.1
-
40.7
5.4
-
Subordinated liabilities
5.9
5.6
-
5.5
0.1
-
Notes in circulation
3.2
3.2
-
-
-
3.2
The assumptions and methodologies underlying the
calculation of fair values of financial instruments at the
balance sheet date are as follows:
Short-term financial instruments
For certain short-term financial instruments, including but
not limited to, cash and balances at central banks,
settlement balances, loans with short-term maturities, notes
in circulation and customer demand deposits, carrying
value is deemed a reasonable approximation of fair value.
Loans to banks and customers
In estimating the fair value of net loans to customers and
banks measured at amortised cost, NatWest Group’s loans
are segregated into appropriate portfolios reflecting the
characteristics of the constituent loans. Two principal
methods are used to estimate fair value:
(a)
(b)
Contractual cashflows that are discounted using a
market discount rate that incorporates the current
spread for the borrower or where this is not observable,
the spread for borrowers of a similar credit standing.
Expected cash flows (unadjusted for credit losses) are
discounted at the current offer rate for the same or
similar products. The current methodology caps all loan
values at par rather than modelling clients’ option to
repay loans early. This approach is adopted for lending
portfolios in Retail Banking, Ulster Bank RoI, Commercial
& Institutional (SME loans) and Private Banking in order
to reflect the homogeneous nature of these portfolios.
Debt securities and subordinated liabilities
Most debt securities are valued using quoted prices in
active markets or from quoted prices of similar financial
instruments. The remaining population is valued using
discounted cashflows at current offer rates.
Bank and customer deposits
Fair values of deposits are estimated using discounted cash
flow valuation techniques. Where required, methodologies
can be revised as additional information and valuation
inputs become available.
Notes to the consolidated financial statements continued
NatWest Group
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12 Financial instruments – maturity analysis
This note shows the maturity profile of NatWest Group’s financial assets and liabilities by contractual date of maturity and contractual cash flows.
Remaining maturity
The following table shows the residual maturity of financial instruments, based on contractual date of maturity.
   
 
2023
2022
 
Less than
More than
 
Less than
More than
 
 
12 months
12 months
Total
12 months
12 months
Total
 
£m
£m
£m
£m
£m
£m
Assets
           
Cash and balances at central banks
104,262
-
104,262
144,832
-
144,832
Trading assets
36,723
8,828
45,551
35,944
9,633
45,577
Derivatives
29,839
49,065
78,904
38,107
61,438
99,545
Settlement balances
7,231
-
7,231
2,572
-
2,572
Loans to banks - amortised cost
6,650
264
6,914
6,872
267
7,139
Loans to customers - amortised cost
87,663
293,770
381,433
84,289
282,051
366,340
Other financial assets
10,192
40,910
51,102
6,128
24,767
30,895
Liabilities
           
Bank deposits
8,954
13,236
22,190
7,799
12,642
20,441
Customer deposits
424,893
6,484
431,377
448,821
1,497
450,318
Settlement balances
6,645
-
6,645
2,012
-
2,012
Trading liabilities
45,349
8,287
53,636
42,760
10,048
52,808
Derivatives
30,721
41,674
72,395
39,331
54,716
94,047
Other financial liabilities
20,310
34,779
55,089
13,796
35,311
49,107
Subordinated liabilities
1,047
4,667
5,714
973
5,287
6,260
Notes in circulation
3,237
-
3,237
3,218
-
3,218
Lease liabilities
102
568
670
137
981
1,118
Assets and liabilities by contractual cash flows up to 20 years
The tables on the following page show the contractual undiscounted cash flows receivable and payable, up to a period of 20 years, including future receipts and payments of interest of
financial assets and liabilities by contractual maturity. The balances in the following tables do not agree directly with the consolidated balance sheet, as the tables include all cash flows
relating to principal and future coupon payments, presented on an undiscounted basis. The tables have been prepared on the following basis:
Financial assets have been reflected in the time band of the latest date on which they could be repaid, unless earlier repayment can be demanded by NatWest Group. Financial
liabilities are included at the earliest date on which the counterparty can require repayment, regardless of whether or not such early repayment results in a penalty. If the repayment of
a financial instrument is triggered by, or is subject to, specific criteria such as market price hurdles being reached, the asset is included in the time band that contains the latest date on
which it can be repaid, regardless of early repayment. The liability is included in the time band that contains the earliest possible date on which the conditions could be fulfilled, without
considering the probability of the conditions being met.
12 Financial instruments – maturity analysis continued
Notes to the consolidated financial statements continued
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For example, if a structured note is automatically prepaid when an equity index exceeds a certain level, the cash outflow will be included in the less than three months period, whatever
the level of the index at the year end. The settlement date of debt securities in issue, issued by certain securitisation vehicles consolidated by NatWest Group, depends on when cash
flows are received from the securitised assets. Where these assets are prepayable, the timing of the cash outflow relating to securities assumes that each asset will be prepaid at the
earliest possible date. As the repayments of assets and liabilities are linked, the repayment of assets in securitisations is shown on the earliest date that the asset can be prepaid, as
this is the basis used for liabilities.
The principal amounts of financial assets and liabilities that are repayable after 20 years or where the counterparty has no right to repayment of the principal are excluded from the
table, as are interest payments after 20 years.
The maturity of guarantees and commitments is based on the earliest possible date they would be drawn in order to evaluate NatWest Group’s liquidity position.
MFVTPL assets of £125.1 billion (2022 - £145.8 billion) and HFT liabilities of £125.8 billion (2022 - £146.7 billion) have been excluded from the following tables.
0-3 months
3-12 months
1-3 years
3-5 years
5-10 years
10-20 years
2023
£m
£m
£m
£m
£m
£m
Assets by contractual maturity up to 20 years
Cash and balances at central banks
104,262
-
-
-
-
-
Derivatives held for hedging
31
29
128
104
49
49
Settlement balances
7,231
-
-
-
-
-
Loans to banks - amortised cost
5,234
1,437
23
302
-
-
Loans to customers - amortised cost
52,175
46,894
81,445
61,465
96,577
114,806
Other financial assets
(1)
4,897
6,756
12,304
11,183
10,019
8,063
Finance lease
61
242
735
401
656
359
173,891
55,358
94,635
73,455
107,301
123,277
Liabilities by contractual maturity up to 20 years
Bank deposits
8,334
1,279
6,069
8,307
-
-
Customer deposits
393,363
31,900
6,464
11
14
19
Settlement balances
6,645
-
-
-
-
-
Derivatives held for hedging
71
175
366
192
92
8
Other financial liabilities
9,094
12,319
18,843
13,818
4,769
346
Subordinated liabilities
72
1,167
2,301
1,512
1,406
342
Other liabilities - Notes in circulation
3,237
-
-
-
-
-
Lease liabilities
30
79
172
111
175
132
420,846
46,919
34,215
23,951
6,456
847
Guarantees and commitments - notional amount
Guarantees
(2)
2,820
-
-
-
-
-
Commitments
(3)
112,807
-
-
-
-
-
115,627
-
-
-
-
-
For the notes to this table refer to the following page.
12 Financial instruments – maturity analysis continued
Notes to the consolidated financial statements continued
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0-3 months
3-12 months
1-3 years
3-5 years
5-10 years
10-20 years
2022
£m
£m
£m
£m
£m
£m
Assets by contractual maturity up to 20 years
           
Cash and balances at central banks
144,832
-
-
-
-
-
Derivatives held for hedging
130
345
28
41
(44)
43
Settlement balances
2,572
-
-
-
-
-
Loans to banks - amortised cost
5,254
1,621
17
288
-
-
Loans to customers - amortised cost
50,923
43,417
76,278
55,128
85,038
100,085
Other financial assets
(1)
2,771
4,507
8,391
7,835
5,706
2,524
Finance lease
96
267
857
482
549
296
 
206,578
50,157
85,571
63,774
91,249
102,948
Liabilities by contractual maturity up to 20 years
           
Bank deposits
6,690
1,445
5,662
8,503
89
-
Customer deposits
437,830
11,389
1,252
2
14
20
Settlement balances
2,012
-
-
-
-
-
Derivatives held for hedging
280
(371)
586
306
116
85
Other financial liabilities
6,720
6,640
18,833
13,906
7,361
294
Subordinated liabilities
96
1,073
2,690
1,897
1,541
328
Other liabilities - Notes in circulation
3,218
-
-
-
-
-
Lease liabilities
41
113
260
203
318
254
 
456,887
20,289
29,283
24,817
9,439
981
Guarantees and commitments - notional amount
           
Guarantees
(2)
3,150
-
-
-
-
-
Commitments
(3)
118,779
-
-
-
-
-
 
121,929
-
-
-
-
-
(1)
Other financial assets exclude equity shares.
(2)
NatWest Group is only called upon to satisfy a guarantee when the guaranteed party fails to meet its obligations. NatWest Group expects most guarantees it provides to expire unused.
(3)
NatWest Group has given commitments to provide funds to customers under undrawn formal facilities, credit lines and other commitments to lend subject to certain conditions being met by the counterparty. NatWest Group does not expect all facilities to
be drawn, and some may lapse before drawdown.
Notes to the consolidated financial statements continued
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353
13 Trading assets and liabilities
Trading assets and liabilities comprise assets and liabilities held at fair value and classified as held-for-trading. Financial instruments are classified as held-for-trading
if they are held for the purpose of selling or repurchasing them in the short term, to make a spread between purchase and sale price or held to take advantage of
movements in prices and yields.
For accounting policy information refer to Accounting policy 3.8.
   
 
2023
2022
Assets
£m
£m
Loans
   
Reverse repos
23,694
21,537
Collateral given
9,141
13,005
Other loans
762
1,113
Total loans
33,597
35,655
Securities
   
Central and local government
   
- UK
2,729
2,205
- US
2,600
2,345
- Other
3,062
2,799
Financial institutions and corporate
3,563
2,573
Total securities
11,954
9,922
Total
45,551
45,577
Liabilities
   
Deposits
   
Repos
26,902
23,740
Collateral received
15,075
17,680
Other deposits
1,150
1,067
Total deposits
43,127
42,487
Debt securities in issue
706
797
Short positions
   
Central and local government
   
- UK
1,893
2,313
- US
2,071
1,293
- Other
4,049
3,936
Financial institutions and Corporate
1,790
1,982
Total short positions
9,803
9,524
Total
53,636
52,808
Notes to the consolidated financial statements continued
NatWest Group
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14 Derivatives
Derivative is a term covering a wide range of financial instruments that derive their
fair value from an underlying rate or price, for example interest rates or exchange
rates (the underlying). NatWest Group uses derivatives as a part of its trading activities, to manage its own risks such as interest rate, foreign exchange, or credit risk
and in certain customer transactions. This note
shows contracted volumes of derivatives, how they are used for hedging purposes and more specifically the effects of
the application of hedge accounting.
For accounting policy information refer to Accounting policies 3.8 and 3.11.
   
 
Notional
Asset
Liability
 
Traded on
   
Traded on
   
Traded on
   
 
recognised
Traded over
 
recognised
Traded over
 
recognised
Traded over
 
 
exchanges
the counter
Total
exchanges
the counter
Total
exchanges
the counter
Total
2023
£bn
£bn
£bn
£m
£m
£m
£m
£m
£m
Interest rate
819
9,449
10,268
48
44,515
44,563
34
38,449
38,483
- Swaps
-
6,533
6,533
-
33,807
33,807
-
27,424
27,424
- Options
510
1,674
2,184
48
10,708
10,756
34
11,025
11,059
- Forwards and futures
309
1,242
1,551
-
-
-
-
-
-
Exchange rate
1
3,119
3,120
-
34,161
34,161
-
33,586
33,586
- Swaps
-
449
449
-
8,173
8,173
-
7,370
7,370
- Options
1
674
675
-
4,181
4,181
-
4,197
4,197
- Spot, forwards and futures
-
1,996
1,996
-
21,807
21,807
-
22,019
22,019
Credit
-
15
15
-
180
180
-
326
326
Equity and commodity
-
-
-
-
-
-
-
-
-
Total
820
12,583
13,403
48
78,856
78,904
34
72,361
72,395
2022
                 
Interest rate
707
10,035
10,742
113
53,367
53,480
33
48,502
48,535
- Swaps
-
7,201
7,201
-
39,039
39,039
-
32,992
32,992
- Options
296
1,418
1,714
113
14,328
14,441
33
15,510
15,543
- Forwards and futures
411
1,416
1,827
-
-
-
-
-
-
Exchange rate
2
3,166
3,168
-
45,829
45,829
-
45,237
45,237
- Swaps
-
438
438
-
11,840
11,840
-
10,430
10,430
- Options
2
835
837
-
6,375
6,375
-
6,647
6,647
- Spot, forwards and futures
-
1,893
1,893
-
27,614
27,614
-
28,160
28,160
Credit
-
15
15
-
236
236
-
275
275
Equity and commodity
-
-
-
-
-
-
-
-
-
Total
709
13,216
13,925
113
99,432
99,545
33
94,014
94,047
Included in the table above is the notional amount of £7,280 billion (2022 - £8,065 billion) of interest rate derivatives that are traded over the counter and settled through central
clearing counterparties. NatWest Group has no other type of derivatives that are settled through central counterparties.
14 Derivatives continued
Notes to the consolidated financial statements continued
NatWest Group
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NatWest Group applies hedge accounting to reduce the accounting mismatch caused in
the income statement by using derivatives to hedge the following risks: interest rate,
foreign exchange and the foreign exchange risk associated with net investment in
foreign operations.
NatWest Group’s interest rate hedging relates to the management of NatWest Group’s
non-trading structural interest rate risk, caused by the mismatch between fixed interest
rates and floating interest rates on its financial instruments. NatWest Group manages
this risk within approved limits. Residual risk positions are hedged with derivatives,
principally interest rate swaps.
Cash flow hedges of interest rate risk relate to exposures to the variability in future
interest payments and receipts due to the movement of interest rates on forecast
transactions and on financial assets and financial liabilities. This variability in cash flows is
hedged by interest rate swaps, which convert variable cash flows into fixed. For these
cash flow hedge relationships, the hedged items are actual and forecast variable interest
rate cash flows arising from financial assets and financial liabilities with interest rates
linked to the relevant interest rates, most notably SOFR, EURIBOR, the European Central
Bank deposit rate, SONIA and the Bank of England Official Bank Rate. The variability in
cash flows due to movements in the relevant interest rate is hedged; this risk component
is identified using the risk management systems of NatWest Group and encompasses the
majority of cash flow variability risk.
Suitable larger fixed rate financial instruments are subject to fair value hedging in line
with documented risk management strategies.
Fair value hedges of interest rate risk involve interest rate swaps transforming the fixed
interest rate risk in financial assets and financial liabilities to floating. The hedged risk is
the risk of changes in the hedged item’s fair value attributable to changes in the interest
rate risk component of the hedged item. The significant interest rates identified as risk
components are SOFR, EURIBOR, ESTR and SONIA. These risk components are
identified using the risk management systems of NatWest Group and encompass the
majority of the hedged item’s fair value risk.
Hedge accounting using derivatives
NatWest Group hedges the exchange rate risk of its net investment in foreign currency
denominated operations with currency borrowings and forward foreign exchange
contracts.
NatWest Group reviews the value of the investments’ net assets, executing hedges
where appropriate to reduce the sensitivity of capital ratios to foreign exchange rate
movement. Hedge accounting relationships will be designated where required.
Exchange rate risk also arises in NatWest Group where payments are denominated in
currencies other than the functional currency. Residual risk positions are hedged with
foreign exchange derivatives, fixing the exchange rate the payments will be settled in.
The derivatives are documented as cash flow hedges.
For all cash flow hedging, fair value hedge relationships and net investment hedging,
NatWest Group determines that there is an economic relationship between the hedged
item and hedging instrument via assessing the initial and ongoing effectiveness by
comparing movements in the fair value of the expected highly probable forecast interest
cash flows/ fair value of the hedged item attributable to the hedged risk with movements
in the fair value of the expected changes in cash flows from the hedging instrument. The
method used for comparing movements is either regression testing, or the dollar offset
method. The method for testing effectiveness and the period over which the test is
performed depends on the applicable risk management strategy and is applied
consistently to each risk management strategy. Hedge effectiveness is assessed on a
cumulative basis and the determination of effectiveness is in line with the requirements of
IAS 39.
NatWest Group uses either the actual ratio between the hedged item and hedging
instrument(s) or one that minimises hedge ineffectiveness to establish the hedge ratio for
hedge accounting. Hedge ineffectiveness is measured in line with the requirements of IAS
39 and recognised in the income statement as it arises.
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Derivatives in hedge accounting relationships
Included in the table below are derivatives held for hedging purposes as follows.
2023
2022
Changes in fair value used for
Changes in fair value used for
Notional
Assets
Liabilities
hedge ineffectiveness (1)
Notional
Assets
Liabilities
hedge ineffectiveness (1)
£bn
£m
£m
£m
£bn
£m
£m
£m
Fair value hedging
Interest rate contracts
(2)
67.6
1,139
2,607
406
58.7
1,554
3,009
482
Cash flow hedging
Interest rate contracts
140.0
1,924
4,970
1,211
167.6
2,681
6,207
(3,342)
Exchange rate contracts
16.9
112
254
(12)
6.3
142
112
(3)
Net investment hedging
Exchange rate contracts
0.3
2
7
(3)
0.5
1
9
4
224.8
3,177
7,838
1,602
233.1
4,378
9,337
(2,859)
IFRS netting and clearing house settlements
(3,063)
(7,568)
(4,235)
(9,205)
114
270
143
132
(1)
The change in fair value used for hedge ineffectiveness includes instruments that were derecognised in the year.
(2)
The hedged risk includes inflation risk.
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Hedge ineffectiveness
Hedge ineffectiveness recognised in other operating income comprises.
2023
2022
2021
£m
£m
£m
Fair value hedging
Loss on hedged items attributable to the hedged risk
(364)
(442)
(846)
Gain on the hedging instruments
406
482
897
Fair value hedging ineffectiveness
42
40
51
Cash flow hedging
Interest rate risk
10
(60)
(26)
Cash flow hedging ineffectiveness
10
(60)
(26)
Total
52
(20)
25
The main sources of ineffectiveness for interest rate risk hedge accounting relationships are:
The effect of the counterparty credit risk on the fair value of the interest rate swap which is not reflected in the fair value of the hedged item attributable to the change in interest
rate (fair value hedge).
Differences in the repricing basis between the hedging instrument and hedged cash flows (cash flow hedge); and
Upfront present values on the hedging derivatives where hedge accounting relationships have been designated after the trade date (cash flow hedge and fair value hedge).
14 Derivatives continued
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Maturity of notional hedging contracts
The following table shows the period in which the notional of hedging contract ends.
0-3 months
3-12 months
1-3 years
3-5 years
5-10 years
Over 10 years
Total
2023
£bn
£bn
£bn
£bn
£bn
£bn
£bn
Fair value hedging
Interest rate risk
(1)
Hedging assets
0.1
1.7
7.1
9.0
5.9
4.7
28.5
Hedging liabilities
2.7
3.3
13.4
11.3
7.7
0.7
39.1
2022
Fair value hedging
Interest rate risk
(1)
Hedging assets
0.5
1.9
4.7
4.9
4.2
3.6
19.8
Hedging liabilities
1.0
2.9
14.6
10.3
9.6
0.5
38.9
2023
Cash flow hedging
Interest rate risk
Hedging assets
3.9
14.5
33.9
22.8
10.1
-
85.2
Hedging liabilities
0.8
3.9
39.1
10.1
0.3
0.6
54.8
Exchange rate risk
Hedging assets
0.3
0.7
1.6
-
-
-
2.6
Hedging liabilities
8.4
0.8
2.4
2.5
0.2
-
14.3
2022
Cash flow hedging
Interest rate risk
Hedging assets
6.6
9.4
46.5
21.9
10.1
-
94.5
Hedging liabilities
17.3
26.8
15.7
5.1
7.5
0.7
73.1
Exchange rate risk
Hedging assets
0.1
-
-
-
-
-
0.1
Hedging liabilities
-
1.1
2.8
2.1
0.2
-
6.2
(1)
The hedged risk includes inflation risk.
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Average fixed interest rates
The following table shows average fixed rate for cash flow hedges, interest rate risk.
0-3 months
3-12 months
1-3 years
3-5 years
5-10 years
Over 10 years
Total
2023
%
%
%
%
%
%
%
Average fixed interest rate
Hedging assets
1.16
2.46
1.19
3.30
1.77
3.12
2.04
Hedging liabilities
0.93
2.54
4.36
2.28
2.36
4.50
3.79
2022
Average fixed interest rate
Hedging assets
1.36
1.98
1.71
2.04
1.02
3.12
1.72
Hedging liabilities
1.27
0.95
2.75
1.03
2.68
4.55
1.63
Average foreign exchange rates
For cash flow hedging of exchange rate risk, the average foreign exchange rates applicable across the relationships were as below for the main currencies hedged.
2023
2022
INR/GBP
105.03
100.54
USD/GBP
1.28
1.29
CHF/GBP
1.08
1.15
JPY/GBP
170.54
132.89
JPY/USD
129.75
128.29
NOK/USD
9.21
9.21
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Analysis of hedged items and related hedging instruments
The table below analyses assets and liabilities subject to hedging derivatives.
Changes in fair value
Carrying value of
Impact on hedged items
used as a basis to
hedged assets and liabilities
included in carrying value
determine ineffectiveness (1)
2023
£m
£m
£m
Fair value hedging - interest rate
(2)
Loans to banks and customers - amortised cost
5,663
(316)
167
Other financial assets - securities
22,896
174
636
Total
(3)
28,559
(142)
803
Bank and customer deposits
745
(3)
(6)
Other financial liabilities - debt securities in issue
36,305
(1,151)
(1,023)
Subordinated liabilities
5,346
(320)
(138)
Total
42,396
(1,474)
(1,167)
2022
Fair value hedging - interest rate
(2)
Loans to banks and customers - amortised cost
5,764
(526)
(1,236)
Other financial assets - securities
12,897
(922)
(2,525)
Total
(3)
18,661
(1,448)
(3,761)
Bank and customer deposits
565
(3)
3
Other financial liabilities - debt securities in issue
35,856
(2,222)
2,790
Subordinated liabilities
5,504
(547)
526
Total
41,925
(2,772)
3,319
For the notes to this table refer to the following page.
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Changes in fair value
Carrying value of
used as a basis to
hedged assets and liabilities
determine ineffectiveness (1)
2023
£m
£m
Cash flow hedging - interest rate
Loans to banks and customers - amortised cost
(4)
84,583
(2,796)
Other financial assets - securities
623
(22)
Total
85,206
(2,818)
Bank and customer deposits
54,675
1,610
Other financial liabilities - debt securities in issue
156
7
Total
54,831
1,617
Cash flow hedging - exchange rate
Loans to banks and customers - amortised cost
(4)
583
-
Other financial assets - securities
1,839
-
Total
2,422
-
Other financial liabilities - debt securities in issue
11,460
9
Subordinated liabilities
-
-
Other
201
3
Total
11,661
12
2022
Cash flow hedging - interest rate
Loans to banks and customers - amortised cost
(4)
93,212
5,263
Other financial assets - securities
1,176
73
Total
94,388
5,336
Bank and customer deposits
72,610
(2,008)
Other financial liabilities - debt securities in issue
571
(46)
Total
73,181
(2,054)
Cash flow hedging - exchange rate
Loans to banks and customer - amortised cost
(4)
-
-
Other financial assets - securities
-
-
Total
-
-
Other financial liabilities - debt securities in issue
4,141
(2)
Subordinated liabilities
-
-
Other
204
5
Total
4,345
3
(1)
The change in fair value used for hedge ineffectiveness includes instruments that were derecognised in the year.
(2)
The hedged risk includes inflation risk.
(3)
Carrying values include £57 million (2022 - £61 million) adjustment for discontinued fair value hedges.
(4)
Includes cash and balances at central banks.
14 Derivatives continued
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Analysis of cash flow and foreign exchange hedge reserve
The following table shows an analysis of the pre-tax cash flow hedge reserve and foreign exchange hedge reserve.
 
2023
2022
  
Foreign
 
Foreign
 
Cash flow
exchange
Cash flow
exchange
 
hedge reserve
hedge reserve
hedge reserve
hedge reserve
 
£m
£m
£m
£m
Continuing
    
Interest rate risk
(2,330)
-
(3,576)
-
Foreign exchange risk
1
(18)
16
(85)
De-designated
    
Interest rate risk
(304)
-
(297)
-
Foreign exchange risk
4
(771)
20
(880)
Total
(2,629)
(789)
(3,837)
(965)
 
2023
2022
  
Foreign
 
Foreign
 
Cash flow
exchange
Cash flow
exchange
 
hedge reserve
hedge reserve
hedge reserve
hedge reserve
 
£m
£m
£m
£m
Amount recognised in equity
    
Interest rate risk
137
-
(2,997)
(64)
Foreign exchange risk
50
107
24
(202)
Total
187
107
(2,973)
(266)
Amount transferred from equity to earnings
    
Interest rate risk to net interest income
1,112
-
(252)
-
Interest rate risk to non interest income
(1)
(10)
-
(21)
-
Interest rate risk to operating expenses
-
-
(14)
-
Foreign exchange risk to net interest income
(74)
-
(29)
-
Foreign exchange risk to non interest income
(9)
69
15
7
Foreign exchange risk to operating expenses
2
-
(3)
-
Total
1,021
69
(304)
7
(1)
There was £10 million (2022 - £21 million) reclassified with the cash flow reserve to earnings due to forecasted cash flows that are no longer expected to occur.
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15 Loan impairment provisions
There is a risk that customers and counterparties fail to meet their contractual obligation to settle outstanding amounts, known as expected credit losses (ECL). The
calculation of ECL considers historic, current and forward-looking information to determine the amount we do not expect to recover. ECL is recognised on current and
potential exposures, and contingent liabilities.
For accounting policy information refer to Accounting policy 2.3. Further disclosures on credit risk and information on ECL methodology are shown from page 186.
Loan exposure and impairment metrics
The table below summarises loans and credit impairment measures within the scope of IFRS 9 Expected credit losses
framework.
 
2023
2022
 
£m
£m
Loans - amortised cost and FVOCI
   
Stage 1
348,586
325,224
Stage 2
37,891
46,833
Stage 3
5,563
5,096
Of which: individual
1,031
1,121
Of which: collective
4,532
3,975
 
392,040
377,153
ECL provisions
(1)
   
- Stage 1
709
632
- Stage 2
976
1,043
- Stage 3
1,960
1,759
Of which: individual
332
287
Of which: collective
1,628
1,472
 
3,645
3,434
ECL provision coverage
(2)
   
- Stage 1 (%)
0.20
0.19
- Stage 2 (%)
2.58
2.23
- Stage 3 (%)
35.23
34.52
 
0.93
0.91
Continuing operations
   
Impairment (releases)/losses
   
ECL (release)/charge
(3,4)
578
337
Stage 1
(397)
(290)
Stage 2
645
393
Stage 3
330
234
Of which: individual
89
54
Of which: collective
241
180
Amounts written off
319
482
Of which: individual
42
168
Of which: collective
277
314
(1)
Includes loans to customers and banks.
(2)
Includes £9 million (2022 - £3 million) related to assets classified as FVOCI and
£0.1 billion (2022 - £0.1 billion) related to off-balance sheet exposures.
(3)
ECL provisions coverage is calculated as ECL provisions divided by loans –
amortised cost and FVOCI. It is calculated on loans and total ECL provisions,
including ECL for other (non-loan) assets and unutilised exposure. Some
segments with a high proportion of debt securities or unutilised exposure may
result in a not meaningful coverage ratio.
(4)
Includes a £16 million release (2022 - £3 million charge) related to other
financial assets, of which £6 million charge (2022 - nil) related to assets
classified as FVOCI; and £9 million release (2022 - £5 million release) related to
contingent liabilities.
(5)
The table shows gross loans only and excludes amounts that are outside the
scope of the ECL framework. Refer to Financial instruments within the scope of
the IFRS 9 ECL framework for further details. Other financial assets within the
scope of the IFRS 9 ECL framework were cash and balances at central banks
totalling £103.1 billion (2022 – £143.3 billion) and debt securities of £50.1 billion
(2022 – £29.9 billion).
15 Loan impairment provisions continued
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Credit risk enhancement and mitigation
For information on Credit risk enhancement and mitigation held as security, refer to Risk and capital management – Credit risk enhancement and mitigation section.
Critical accounting policy: Loan impairment provisions
Accounting policy 2.3 sets out how the expected loss approach is applied. At 31 December 2023, customer loan impairment provisions amounted to £3,645 million (2022 - £3,434
million). A loan is impaired when there is objective evidence that the cash flows will not occur in the manner expected when the loan was advanced. Such evidence includes, changes in
the credit rating of a borrower, the failure to make payments in accordance with the loan agreement, significant reduction in the value of any security, breach of limits or covenants,
and observable data about relevant macroeconomic measures.
The impairment loss is the difference between the carrying value of the loan and the present value of estimated future cash flows at the loan's original effective interest rate.
The measurement of credit impairment under the IFRS expected loss model depends on management’s assessment of any potential deterioration in the creditworthiness of the
borrower, its modelling of expected performance and the application of economic forecasts. All three elements require judgements that are potentially significant to the estimate of
impairment losses. For further information and sensitivity analysis, refer to Risk and capital management – Measurement uncertainty and ECL sensitivity analysis section.
IFRS 9 ECL model design principles
Refer to Credit risk – IFRS 9 ECL model design principles section for further details.
Approach for multiple economic scenarios (MES)
The base scenario plays a greater part in the calculation of ECL than the approach to MES. Refer to Credit risk – Economic loss drivers - Probability weightings of scenarios section for
further details.
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16 Other financial assets
Other financial assets consist of debt securities, equity shares and loans that are not held for trading. Balances consist of local and central government securities, a
component part of NatWest Group’s liquidity portfolio.
For accounting policy information refer to Accounting policy 3.8.
 
Debt securities
     
 
Central and local government
         
 
UK
US
Other
Other debt
Total
Equity shares
Loans
Total
2023
£m
£m
£m
£m
£m
£m
£m
£m
Mandatory fair value through profit or loss
-
-
-
1
1
2
700
703
Designated at fair value
-
-
3
2
5
-
-
5
Fair value through other comprehensive income
(1)
6,441
5,517
5,738
10,627
28,323
311
65
28,699
Amortised cost
2,889
647
35
18,124
21,695
-
-
21,695
Total
9,330
6,164
5,776
28,754
50,024
313
765
51,102
2022
               
Mandatory fair value through profit or loss
-
-
-
2
2
3
782
787
Designated at fair value
-
-
-
-
-
-
-
-
Fair value through other comprehensive income
(1)
802
7,175
1,757
6,765
16,499
357
117
16,973
Amortised cost
2,562
937
54
9,582
13,135
-
-
13,135
Total
3,364
8,112
1,811
16,349
29,636
360
899
30,895
(1)
Upon initial recognition, NatWest Group occasionally irrevocably
designates some of its equity investments as equity instruments at FVOCI when they meet the definition of equity under IAS 32 Financial instruments: presentation, are not held for trading or
they are held for strategic purposes. Such classification is determined on an instrument-by-instrument basis. Gains and losses on these equity instruments are not recycled to the income statement and dividends are recognised in profit or loss except when
they represent a recovery of part of the cost of the instrument, in which case such gains are recorded in OCI. Equity instruments at FVOCI are not subject to an impairment assessment.
There were no significant acquisitions of equity shares in the year. In 2022, NatWest Group acquired £146 million of equity shares in Permanent TSB p.l.c as part consideration on the
sale of certain assets and £26 million of equity shares in Vodeno Limited.
NatWest Group disposed of equity shares in Permanent TSB p.l.c of £47 million and UBS Equity Funds of £35 million in the year. In 2022, NatWest Group disposed of equity shares in
Visa Inc. of £99 million and UBS Equity Funds of £69 million. There were no significant dividends on equity shares held at FVOCI in either year.
Notes to the consolidated financial statements continued
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17 Intangible assets
Intangible assets, such as internally generated software and goodwill generated on business combinations, are not physical in nature. This note presents the cost of
the assets, which is the amount NatWest Group initially paid or incurred, additions and disposals during the year, and any amortisation or impairment. Amortisation is
a charge that reflects the usage of the asset and impairment is a reduction in value arising from specific events identified during the year.
For accounting policy information refer to Accounting policies 3.4 and 3.5.
 
2023
2022
 
Goodwill
Other (1)
Total
Goodwill
Other (1)
Total
Cost
£m
£m
£m
£m
£m
£m
At 1 January
9,931
3,763
13,694
9,939
3,050
12,989
Currency translation and other adjustments
-
-
-
(8)
(3)
(11)
Acquisitions of companies and businesses
159
37
196
-
-
-
Additions
-
762
762
-
743
743
Disposals and write-off of fully amortised assets
-
(115)
(115)
-
(27)
(27)
At 31 December
10,090
4,447
14,537
9,931
3,763
13,694
Accumulated amortisation and impairment
           
At 1 January
4,409
2,169
6,578
4,417
1,849
6,266
Currency translation and other adjustments
-
-
-
(8)
(4)
(12)
Disposals and write-off of fully amortised assets
-
(116)
(116)
-
(17)
(17)
Impairment of intangible assets
1
22
23
-
-
-
Amortisation charge for the year
-
438
438
-
341
341
At 31 December
4,410
2,513
6,923
4,409
2,169
6,578
Net book value at 31 December
5,680
1,934
7,614
5,522
1,594
7,116
(1)
Principally consists of internally generated software.
Intangible assets and goodwill are reviewed for indicators of impairment. Intangible
assets were impaired by £23 million in 2023 (2022 – nil).
NatWest Group’s goodwill acquired in business combinations is reviewed for impairment
annually at 31 December by cash-generating unit (CGU): 2023 - Retail Banking £2,607
million (2022 - £2,607 million), Ring-Fenced Bank Commercial & Institutional £2,605
million (2022 - £2,606 million), Private Banking £9 million (2022 - £9 million), RBS
International £300 million (2022 - £300 million), and Cushon £159 million (2022 - nil). Our
CGUs represent the smallest group of assets to which we have allocated goodwill and
reflect the lowest level at which we monitor goodwill post acquisition. For Cushon and
RBS International this is at an entity level which represents the lowest level applicable to
the business combination and their cash flows are independent of other CGUs. Analysis
by reportable segment is in Note 4 Segmental analysis.
Impairment testing involves the comparison of the carrying value of each CGU with its
recoverable amount. The carrying values of the segments reflect the equity allocations
made by management, which are consistent with NatWest Group’s capital targets.
Recoverable amount is the higher of fair value less costs of disposal and value in use. Fair
value is the price that would be received to sell an asset in an orderly transaction
between market participants. Value in use is the present value of expected future cash
flows from the CGU.
The recoverable amounts for all CGUs at 31 December 2023 were based on value in
use, using management's latest five-year revenue and cost forecasts. These are
discounted cash flow projections over five years. The forecast is then extrapolated in
perpetuity using a long-term growth rate to compute a terminal value, which comprises
the majority of the value in use. The long-term growth rates have been based on
expected growth of the CGUs (2022 and 2023 – 1.4%). The 2023 pre-tax risk discount
rates are based on those observed to be applied to businesses regarded as peers of the
CGUs: Retail Banking – 16% (2022 - 15.3%), Ring-Fenced Bank Commercial &
Institutional – 16% (2022 - 15.3%), Private Banking – 16% (2022 - 15.3%), Cushon –
15.3% (2022 – nil), RBS International – 14.6% (2022 – 14%).
Notes to the consolidated financial statements continued
NatWest Group
2023 Annual Report and Accounts
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
367
18 Other assets
Other assets are not financial assets and reflect a grouping of assets that are not large enough to present separately on the balance sheet.
.
 
2023
2022
 
£m
£m
Interests in associates
(1)
668
688
Property, plant and equipment
(2)
4,227
4,240
Pension schemes in net surplus (Note 5)
201
318
Prepayments
350
340
Accrued income
292
327
Tax recoverable
49
279
Deferred tax (Note 7)
1,894
2,178
Acceptances
575
237
Other
504
569
Other assets
8,760
9,176
(1)
Includes interest in Business Growth Fund £658 million (2022 - £677 million).
(2)
The estimated useful lives of NatWest Group’s property, plant and equipment are: freehold buildings and long leasehold 50 years, short leaseholds for unexpired period of lease, property adaptation costs 10 to 15 years, computer equipment up to 5 years
and other equipment 4 to 15 years.
19 Other financial liabilities
Other financial liabilities consist of customer deposits designated at fair value and debt securities in issue.
For accounting policy information refer to Accounting policies 3.8 and 3.10.
 
2023
2022
 
£m
£m
Customer deposits - designated as at fair value through profit or loss
1,280
1,050
Debt securities in issue
   
- MRELs
21,660
22,265
- Other medium term notes
17,843
16,419
- Commercial paper and certificates of deposit
11,321
5,672
- Covered bonds
2,122
2,842
- Securitisation
863
859
Total
55,089
49,107
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
368
20 Subordinated liabilities
Subordinated liabilities are debt securities that, in the event of winding up or bankruptcy, rank below other liabilities for interest payments and repayment.
For accounting policy information refer to Accounting policies 3.8 and 3.10.
 
2023
2022
 
£m
£m
Dated loan capital
5,573
5,968
Undated loan capital
22
173
Preference shares
119
119
 
5,714
6,260
Certain preference shares issued by the company are classified as liabilities; these securities remain subject to the capital maintenance rules of the Companies Act 2006.
  
First call
Maturity
Capital
2023
2022
Dated loan capital
 
date
date
treatment
£m
£m
NatWest Group plc
      
$2,250 million
5.125% notes
-
May-24
Tier 2
418
706
$2,000 million
6.000% notes
-
Dec-23
Tier 2
-
536
£1,000 million
3.622% notes
May-25
Aug-30
Tier 2
985
964
£1,000 million
2.105% notes
Aug-26
Nov-31
Tier 2
1,000
1,001
$1,000 million
6.100% notes
-
Jun-23
Tier 2
-
126
$850 million
3.032% notes
Aug-30
Nov-35
Tier 2
541
555
€750 million
1.043% notes
Jun-27
Sep-32
Tier 2
652
665
$750 million
3.754% notes
Nov-24
Nov-29
Tier 2
592
626
€700 million
5.763% notes
Nov-28
Feb-34
Tier 2
636
 
£650 million
7.416% notes
Mar-28
Jun-33
Tier 2
657
641
     
5,481
5,820
Other subsidiaries
      
€170 million
Floating rate notes
-
Feb-41
Not applicable
237
223
$150 million
7.125% notes
-
Oct-93
Not applicable
17
18
€145.6 million
Floating rate notes
-
Apr-23
Tier 2
-
122
$136 million
7.750% notes
-
May-23
Not applicable
-
83
     
5,735
6,266
Fair value hedging
    
(162)
(298)
     
5,573
5,968
20 Subordinated liabilities continued
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
369
  
First call
Maturity
Capital
2023
2022
Undated loan capital
 
date
date
treatment
£m
£m
Other subsidiaries
      
£35 million
11.500%
notes
Dec-22
-
Not applicable
-
72
£31 million
7.380% notes
-
-
Not applicable
1
2
€31 million
11.375% notes
-
-
Tier 2
-
48
£16 million
5.630% notes
Sep-26
-
Not applicable
18
18
£11 million
11.750% notes
-
-
Tier 2
-
25
£4.9 million
2.500% fixed notes
-
-
Not applicable
3
6
£1.1 million
SONIA + 2.827% notes
-
-
Tier 2
-
2
     
22
173
Preference shares
      
Other subsidiaries
      
£140 million
Non-cumulative preference shares of £1
-
-
Not applicable
119
119
     
119
119
Total
    
5,714
6,260
(1)
Notes redeemed before call date as tax and regulatory benefits discontinued.
21 Other liabilities
Other liabilities are amounts due to third parties that are not financial liabilities including lease liabilities, amounts due for goods and services that have been received
but not invoiced,
tax due to HMRC, and retirement benefit liabilities. Liabilities which have a level of uncertainty regarding their timing or the future cost to settle them
are included in other liabilities as provisions for liabilities and charges.
 
2023
2022
Other liabilities
£m
£m
Lease liabilities
670
1,118
Provisions for liabilities and charges
990
1,138
Retirement benefit liabilities (Note 5)
99
98
Accruals
1,411
1,407
Deferred income
402
355
Current tax
332
55
Deferred tax (Note 7)
141
227
Acceptances
575
237
Other liabilities
(1)
582
711
Total
5,202
5,346
(1)
Other liabilities include liabilities of disposal groups of £3 million (2022 - £15 million). Refer to Note 8 for further information.
21 Other liabilities continued
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
370
Provisions for liabilities and charges
   
Litigation and
 
Commitments
   
 
Customer redress
other regulatory
Property
and guarantees
Other (1)
Total
 
£m
£m
£m
£m
£m
£m
At 1 January 2023
431
240
154
87
226
1,138
Expected credit loss impairment release
-
-
-
(9)
-
(9)
Currency translation and other movements
(5)
(9)
-
-
(6)
(20)
Charge to income statement
276
21
41
-
136
474
Release to income statement
(36)
(33)
(64)
-
(28)
(161)
Provisions utilised
(180)
(63)
(32)
-
(157)
(432)
At 31 December 2023
486
156
99
78
171
990
(1)
Other materially comprises provisions relating to restructuring costs.
Provisions are liabilities of uncertain timing or amount and are recognised when there is
a present obligation as a result of a past event, the outflow of economic benefit is
probable and the outflow can be estimated reliably. Any difference between the final
outcome and the amounts provided will affect the reported results in the period when
the matter is resolved.
For accounting policy information refer to Accounting policy 2.4.
Critical accounting policy: Provisions for liabilities
The key judgement is involved in determining whether a present obligation exists. There
is often a high degree of uncertainty and judgement is based on the specific facts and
circumstances relating to individual events in determining whether there is a present
obligation. Judgement is also involved in estimation of the probability, timing and amount
of any outflows. Where NatWest Group can look to another party such as an insurer to
pay some or all of the expenditure required to settle a provision, any reimbursement is
recognised when, and only when, it is virtually certain that it will be received.
E
E
stimates
-
Provisions are liabilities of uncertain timing or amount and are recognised
when there is a present obligation as a result of a past event, the outflow of economic
benefit is probable and the outflow can be estimated reliably.
Any difference between the final outcome and the amounts provided will affect the
reported results in the period when the matter is resolved.
Customer redress: Provisions reflect the estimated cost of redress attributable to
claims where it is determined that a present obligation exists.
Litigation and other regulatory: NatWest Group is engaged in various legal
proceedings, both in the UK and in overseas jurisdictions, including the US. For
further information in relation to legal proceedings and discussion of the associated
uncertainties, refer to Note 26.
Property: This includes provision for contractual costs associated with vacant
properties.
Other provisions: These materially comprise provisions for onerous contracts and
restructuring costs. Onerous contract provisions comprise an estimate of the costs
involved in fulfilling the terms and conditions of contracts net of any expected
benefits to be received. This includes provision for contractual costs associated with
vacant properties. Redundancy and restructuring provisions comprise the estimated
cost of restructuring, including redundancy costs where an obligation exists.
Background information for all material provisions is given in Note 26.
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
371
22 Share capital and other equity
Share capital consists of ordinary shares and preference shares and is measured as the number of shares allotted and fully paid, multiplied by the nominal value of a
share. Other equity includes paid-in equity, merger reserve, capital redemption reserve and own shares held.
For accounting policy information refer to Accounting policy 3.10.
     
Number of shares
 
2023
2022
2023
2022
Allotted, called up and fully paid
£m
£m
000s
000s
Ordinary shares of £1.0769
(1)
9,683
10,539
8,991,737
9,786,024
Cumulative preference shares of £1
0.5
0.5
483.0
483.0
(1)
The nominal value of ordinary shares without rounding is £1.076923076923077 per share.
Movement in allotted, called up and fully paid
 
Number of shares
ordinary shares
£m
000s
At 1 January 2022
11,468
11,467,982
Share cancellation
(929)
(929,188)
Share consolidation
-
(752,770)
At 31 December 2022
10,539
9,786,024
Share cancellation
(856)
(794,287)
At 31 December 2023
9,683
8,991,737
Ordinary shares
There is no authorised share capital under the company’s constitution. At 31 December
2023, the directors had authority granted at the 2023 Annual General Meeting (AGM) to
issue up to £520,573,270 nominal of ordinary shares other than by pre-emption to
existing shareholders.
On-market purchases
At the AGM in 2022, shareholders authorised the company to make market purchases of
up to 1,122,905,024 ordinary shares. The authority was amended at the General
Meeting held on 25 August 2022 to preserve the position as if the August 2022 share
consolidation had not taken place.
The directors used the authority obtained at the 2022 AGM (2022 Authority) to carry out
a share buyback programme (Programme) of up to £800 million, as announced to the
market on 17 February 2023. The Programme’s purpose is to reduce the ordinary share
capital of NatWest Group. The maximum number of ordinary shares that could be
purchased under the Programme was 966,284,391. This number reflects the impact on
the 2022 Authority of the reduction in issued share capital following the off-market
buyback announced on 28 March 2022.
The Programme commenced on 20 February 2023 and completed on 16 June 2023.
The company purchased 301,380,053 ordinary shares (nominal value £324,563,134) at
an average price of 265.4456 pence per ordinary share, for the total consideration of
£799,999,997.76. All of the purchased ordinary shares were cancelled, representing
3.16% of the company’s issued ordinary share capital. At the AGM in 2023, shareholders
renewed the authority for the company to make market purchases of up to 966,778,930
ordinary shares.
The directors used the authority obtained at the 2023 AGM (2023 Authority) to carry out
a Programme of up to £500 million, as announced to the market on 28 July 2023. The
maximum number of ordinary shared that can be purchased under the Programme is
919,858,922. This number reflects the impact on the 2023 Authority of the reduction in
issued share capital following the off-market buyback announced on 22 May 2023.
The Programme commenced on 31 July 2023 and will end no later than 14 March 2024.
As at 31 December 2023 158,956,435 ordinary shares (nominal
value £171,183,853)
had been purchased by the company at an average price of 217.6375 pence per
ordinary share for the total consideration of £345,948,738. All of the purchased ordinary
shares were cancelled, representing 1.75% of the company’s issued ordinary share
capital.
Shareholders will be asked to renew the authority for the company to make market
purchases of ordinary shares at the AGM in 2024.
Off-market purchases
At a General Meeting held on 6 February 2019, shareholders approved a special
resolution authorising the company to make off-market purchases of up to 4.99% of its
issued ordinary share capital in any 12-month period from HMT
(or its nominee). Full
details are set out
in the Circular and Notice of General Meeting available at
natwestgroup.com. Amendments to the Directed Buyback Contract were approved by
the shareholders at a General Meeting on 25 August 2022. The authority for the
company to make off-market purchases of its ordinary shares from HMT (or its nominee)
under the terms of the Directed Buyback Contract was renewed at the AGM in 2023.
The company used the authority obtained at the 2023 AGM
to make an off-market
purchase of 469,200,081 ordinary shares (nominal value £505,292,395) in the company
from HMT on 22 May 2023, at a price of 268.4 pence per ordinary share for the total
consideration of £1,259,333,017, representing 4.95% of
the company’s issued ordinary
share capital. The company cancelled 336,200,081 of the purchased ordinary shares and
transferred the remaining 133,000,000 ordinary shares to own shares held.
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
372
22 Share capital and other equity continued
Shareholders will be asked to renew the authority for the company to make off-market
purchases of its ordinary shares from HMT
(or its nominee) at the AGM in 2024.
Dividends
In 2023 NatWest Group paid an interim dividend of £491 million, or 5.5 pence per
ordinary share (2022 – £364 million, or 3.5 pence per ordinary share).
The
company has announced that the directors have recommended a final dividend of
£1.0 billion, or 11.5 pence per ordinary share
(2022 – £1.0 billion, or 10.0 pence per
ordinary share). The final dividend recommended by directors is subject to shareholders’
approval at the AGM on 23 April 2024. If approved, payment will be made on 29 April
2024 to shareholders on the register at the close of business on 15 March 2024. The ex-
dividend date will be 14 March 2024.
Cumulative preference shares
At the AGM in 2023, shareholders renewed the authority for the company to make an
off-market purchase of its preference shares. Shareholders will be asked to renew the
authority at the AGM in 2024.
Other equity
 
2023
2022
2021
 
£m
£m
£m
Additional Tier 1 notes
     
US$1.15 billion 8.000% notes callable August 2025
(1)
735
735
735
US$1.50 billion 6.000% notes callable
     
December 2025 - June 2026
(2)
1,220
1,220
1,220
GBP£1.00 billion 5.125% notes callable May - November 2027
(3)
998
998
998
GBP£0.40 billion – March 2028 callable
(4)
399
399
399
US$0.75 billion – June 2031 callable
(5)
538
538
538
 
3,890
3,890
3,890
(1)
Issued in August 2015. In the event of conversion, converted into ordinary shares at a price of $3.314 per share.
(2)
Issued in June 2020. In the event of conversion, converted into ordinary shares at a price of $2.191 (translated at
applicable exchange rate) per share.
(3)
Issued in November 2020. In the event of conversion, converted into ordinary shares at a price of £1.764 per share.
(4)
Issued in March 2021. In the event of conversion, converted into ordinary shares at a price of £1.764 per share.
(5)
Issued in June 2021. In the event of conversion, converted into ordinary shares at a price of $2.462 (translated at
applicable exchange rate) per share.
Paid-in equity
-
comprises equity instruments issued by the company other than those
legally constituted as shares.
Additional Tier 1 instruments issued by NatWest Group plc having the legal form of debt
are classified as equity under IFRS. The coupons on these instruments are non-
cumulative and payable at the company’s discretion. In the event NatWest Group’s CET1
ratio falls below 7% any outstanding instruments will be converted into ordinary shares at
a fixed price.
Capital recognised for regulatory purposes cannot be redeemed without Prudential
Regulation Authority consent. This includes ordinary shares, preference shares and
additional Tier 1
instruments.
M
M
erger reserve
-
the merger reserve comprises the premium on shares issued to
acquire NatWest Bank Plc less goodwill amortisation charged under previous GAAP.
C
C
apital redemption reserve -
under UK companies legislation, when shares are
redeemed or purchased wholly or partly out of the company's profits, the amount by
which the company's issued share capital is diminished must be transferred to the capital
redemption reserve. The capital maintenance provisions of UK companies legislation
apply to the capital redemption reserve as if it were part of the company’s paid up share
capital. The nominal value of the shares bought back from HMT in March 2023 and via
the Programme during 2023 have been transferred to the Capital redemption reserve.
Own shares held
-
at 31 December 2023, 12 million ordinary shares of £1.0769 each of
the company (2022 - 13 million) were held by employee share trusts in respect of share
awards and options granted to employees. During 2023, the employee share trusts
purchased no ordinary shares and delivered 1 million ordinary shares in satisfaction of
the exercise of options and the vesting of share awards under the employee share plans.
The company retains the flexibility to use newly issued shares, shares purchased by the
NatWest Group Employee Share Ownership Trust and any available treasury shares to
satisfy obligations under its employee share plans.
The company does not use
performance conditions or targets based on earnings per share (EPS), total shareholder
return (TSR), and net asset value (NAV) in connection with its employee share plans.
As part of the shares bought back from HMT in March 2021 and May 2023, the
company transferred 200 million ordinary shares and 133 million ordinary shares,
respectively, to own shares held. The company has used a total of 146 million treasury
shares to satisfy the exercise of options and the vesting of share awards under the
employee share plans. The balance of ordinary shares held in treasury as at 31
December 2023 was 187 million.
NatWest Group plc optimises capital efficiency by maintaining reserves in subsidiaries,
including regulated entities. Certain preference shares and subordinated debt are also
included within regulatory capital. The remittance of reserves to the company or the
redemption of shares or subordinated capital by regulated entities may be subject to
maintaining the capital resources required by the relevant regulator.
UK law prescribes that only the reserves of the company are taken into account for the
purpose of making distributions and in determining permissible applications of the share
premium account.
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
373
23 Structured entities
A structured entity (SE) is an entity that has been designed such that voting or similar rights are not the dominant factor in deciding who controls the entity, for
example when any voting rights relate to administrative tasks only and the relevant activities are directed by means of contractual arrangements. SEs are usually
established for a specific, limited purpose. They do not carry out a business or trade and typically have no employees.
Securitisations
In a securitisation, assets, or interests in a pool of assets, are transferred, or the credit
risk is transferred via a derivative or financial guarantee to a SE which then issues
liabilities to third party investors.
NatWest Group’s involvement in client securitisations takes a number of forms. It may
provide secured finance to, or purchase asset-backed notes from, client sponsored SEs
secured on assets transferred by the client entity; purchase asset backed securities
issued by client sponsored SEs in the primary or secondary markets; or provide liquidity
facilities to client sponsored SEs. In addition, NatWest Group arranges or acts as lead
manager or placement agent in client primary markets securitisations. NatWest Group
provides portfolio structured derivative hedging solutions to clients. NatWest Group
undertakes own-asset securitisations to transfer the credit risk on portfolios of financial
assets.
Other credit risk transfer securitisations
NatWest Group transfers credit risk on originated loans and mortgages without the
transfer of assets to a SE. As part of this, NatWest Group enters into credit derivative
and financial guarantee contracts with consolidated SEs. At 31 December 2023, debt
securities in issue by such SEs (and held by third parties) were £863 million (2022 - £859
million). The associated loans and mortgages at 31 December 2023 were £2,687 million
(2022 - £4,361 million).
At 31 December, ECL in relation to non-defaulted assets was reduced by £11 million
(2022 - £20 million) as a result of financial guarantee contracts with consolidated SEs.
Covered debt programme
Group companies have assigned loans to customers and debt investments to bankruptcy
remote limited liability partnerships to provide security for issues of debt securities.
NatWest Group retains all of the risks and rewards of these assets and continues to
recognise them. The partnerships are consolidated by NatWest Group and the related
covered bonds included within other financial liabilities. At 31 December 2023, £11,067
million (2022 - £8,156 million) of loans to customers provided security for debt securities
in issue and other borrowing of £3,619 million (2022 - £4,132 million).
Lending of own issued securities
NatWest Group has issued, retained, and lent debt securities under securities lending
arrangements. Under standard terms in the UK and US markets, the recipient has an
unrestricted right to sell or repledge collateral, subject to returning equivalent securities
on maturity of the transaction.
NatWest Group retains all of the risks and rewards of own
issued liabilities lent under such arrangements and does not recognise them. At 31
December 2023, £2,312 million (2022 - £2,419 million) of secured own issued liabilities
have been retained and lent under securities lending arrangements. At 31 December
2023, £2,414 million (2022 - £2,244 million) of loans and other debt instruments provided
security for secured own issued liabilities that have been retained and lent under
securities lending arrangements.
Unconsolidated structured entities
The term ‘unconsolidated structured entities’ refers to structured entities not controlled
by NatWest Group, and which are established either by NatWest Group or a third party.
An interest in a structured entity is any form of contractual or non-contractual
involvement which creates variability in returns for NatWest Group arising from the
performance of the entity. Such interests include holdings of debt or equity securities,
derivatives that transfer financial risks from the entity to NatWest Group, provision of
lending and loan commitments, financial guarantees and investment management
agreements. NatWest Group enters into transactions with unconsolidated structured
entities in the normal course of business to facilitate customer transactions, to provide
risk management services and for specific investment opportunities. Structured entities
may take the form of funds, trusts, partnerships, securitisation vehicles, and private
investment companies. NatWest Group considers itself to be the sponsor of a structured
entity where it is primarily involved in the set up and design of the entity and where
NatWest Group transfers assets to the entity, markets products associated with the
entity in its own name, and/or provides guarantees in relation to the performance of the
entity.
The nature and extent of NatWest Group’s interests in structured entities is summarised
in the following table.
Notes to the consolidated financial statements continued
23 Structured entities continued
 
2023
2022
 
Asset-backed
Investment
 
Asset-backed
Investment
 
 
securitisation
funds
 
securitisation
funds
 
 
vehicles
and other
Total
vehicles
and other
Total
 
£m
£m
£m
£m
£m
£m
Assets
           
Trading assets
303
311
614
616
137
753
Derivatives
134
-
134
343
-
343
Loans to customers
2,701
999
3,700
2,431
648
3,079
Other financial assets
13,096
1,062
14,158
6,334
849
7,183
Total
16,234
2,372
18,606
9,724
1,634
11,358
Liabilities
           
Derivatives
213
17
230
388
22
410
Total
213
17
230
388
22
410
Off balance sheet
           
Liquidity facilities/loan
           
commitments
1,873
396
2,269
1,723
320
2,043
Guarantees
-
127
127
-
107
107
Total
1,873
523
2,396
1,723
427
2,150
Maximum exposure
17,894
2,878
20,772
11,059
2,039
13,098
24 Asset transfers
This note provides an overview of assets that have been transferred but where
the NatWest Group retains substantially all the risks and rewards of the
transferred assets and therefore continues to recognize them on
its
balance
sheet.
Transfers that do not qualify for derecognition
NatWest Group enters into securities repurchase, lending and total return transactions in
accordance with normal market practice which includes the provision of additional
collateral if necessary. Under standard terms in the UK and US markets, the recipient
has an unrestricted right to sell or repledge collateral, subject to returning equivalent
securities on settlement of the transaction.
Securities sold under repurchase transactions and transactions with the substance of
securities repurchase agreements are not derecognised if NatWest Group retains
substantially all the risks and rewards of ownership. The fair value (and carrying value) of
securities transferred under such transactions included on the balance sheet, are set out
below. All of these securities could be sold or repledged by the holder.
 
2023
2022
The following assets have failed derecognition
(1)
£m
£m
Trading assets
7,907
6,668
Loans to bank - amortised cost
10
16
Loans to customers - amortised cost
281
398
Other financial assets
8,764
2,901
Total
16,962
9,983
(1)
Associated liabilities were £16,522 million (2022 – £9,501 million).
Assets pledged as collateral
NatWest Group pledges collateral with its counterparties in respect of derivative liabilities,
bank and stock borrowings and other transactions.
 
2023
2022
Assets pledged against liabilities
£m
£m
Trading assets
10,976
15,062
Loans to banks - amortised cost
63
66
Loans to customers - amortised cost
21,611
17,493
Other financial assets
(1)
6,506
3,351
Total
39,156
35,972
(1)
Includes assets pledged for pension derivatives and £482 million of debt securities under the continuing control of NWB
Plc. This follows the agreement between NWB Plc and the Group Pension Fund to establish a bankruptcy remote
reservoir trust to hold these assets. Refer to Note 5 for additional information.
As part of the covered debt programme £11,067 million of loans to customers and other
debt instruments (2022 – £8,156 million) have been transferred to bankruptcy remote
limited liability partnerships within the NatWest Group to provide collateral for issues of
debt securities and other borrowing by the NatWest Group of £3,619 million (2022 –
£4,132 million). Refer to Note 23.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
374
Notes to the consolidated financial statements continued
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REPORT
FINANCIAL
REVIEW
GOVERNANCE
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MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
375
25 Capital resources
NatWest Group’s regulatory capital is assessed against minimum requirements that are set out under the UK Capital Requirements Regulation to determine the
strength of its capital base. This note shows a reconciliation of shareholders’ equity to regulatory capital.
 
2023
2022
 
£m
£m
Shareholders’ equity (excluding non-controlling interests)
  
Shareholders’ equity
37,157
36,488
Other equity instruments
(3,890)
(3,890)
 
33,267
32,598
Regulatory adjustments and deductions
  
Own credit
(10)
(58)
Defined benefit pension fund adjustment
(143)
(227)
Cash flow hedging reserve
1,899
2,771
Deferred tax assets
(979)
(912)
Prudential valuation adjustments
(279)
(275)
Goodwill and other intangible assets
(7,614)
(7,116)
Foreseeable ordinary dividends
(1,013)
(967)
Adjustment for trust assets
(1)
(365)
(365)
Foreseeable charges
(525)
(800)
Adjustment under IFRS 9 transitional arrangements
202
361
Insufficient coverage for non-performing exposures
-
(18)
 
(8,827)
(7,606)
CET1 capital
24,440
24,992
Additional Tier 1 (AT1) capital
  
Qualifying instruments and related share premium
3,875
3,875
AT1 capital
3,875
3,875
Tier 1 capital
28,315
28,867
Qualifying Tier 2 capital
  
Qualifying instruments and related share premium
5,189
4,953
Qualifying instruments issued by subsidiaries and held by third parties
-
82
Other regulatory adjustments
128
18
Tier 2 capital
5,317
5,053
Total regulatory capital
33,632
33,920
(1)
Prudent deduction in respect of agreement with the pension fund to establish legal structure to remove dividend linked contribution. Refer Notes 5 and 33.
It is NatWest Group policy to maintain a strong capital base,
to expand it as appropriate and to utilise it efficiently
throughout its activities to optimise the return to shareholders
while maintaining a prudent relationship between the capital
base and the underlying risks of the business. In carrying out
this policy, NatWest Group has regard to the supervisory
requirements of the PRA. The PRA uses capital ratios as a
measure of capital adequacy in the UK banking sector,
comparing a bank's capital resources with its risk-weighted
assets (the assets and off-balance sheet exposures are
weighted to reflect the inherent credit and other risks); by
international agreement, the Pillar 1 capital ratios should be
not less than 8% with a Common Equity Tier 1 component of
not less than 4.5%. NatWest Group has complied with the
PRA’s capital requirements throughout the year.
A number of subsidiaries and sub-groups within NatWest
Group, principally banking entities, are subject to various
individual regulatory capital requirements in the UK and
overseas. Furthermore, the payment of dividends by
subsidiaries and the ability of members of NatWest Group to
lend money to other members of NatWest Group may be
subject to restrictions such as local regulatory or legal
requirements, the availability of reserves and financial and
operating performance.
Notes to the consolidated financial statements continued
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GOVERNANCE
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MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
376
26 Memorandum items
Contingent liabilities and commitments
NatWest Group provides its customers with a variety of services to support
their businesses, such as guarantees. These are reported as
commitments.
Contingent liabilities are possible obligations dependent on a
future event or present obligations which are either not probable or cannot
be measured reliably.
For accounting policy information refer to Accounting policy 2.4.
The amounts shown in the table below are intended only to provide an indication of the
volume of business outstanding at 31 December 2023. Although NatWest Group is
exposed to credit risk in the event of a customer’s failure to meet its obligations, the
amounts shown do not, and are not intended to, provide any indication of NatWest
Group's expectation of future losses.
 
2023
2022
 
£m
£m
Contingent liabilities and commitments
   
Guarantees
2,810
3,150
Other contingent liabilities
1,380
1,855
Standby facilities, credit lines and other commitments
115,441
121,576
Total
119,631
126,581
Banking commitments and contingent obligations, which have been entered into on
behalf of customers and for which there are corresponding obligations from customers,
are not included in assets and liabilities. NatWest Group's maximum exposure to credit
loss, in the event of its obligation crystallising and all counterclaims, collateral or security
proving valueless, is represented by the contractual nominal amount of these
instruments included in the table above. These commitments and contingent obligations
are subject to NatWest Group's normal credit approval processes.
Guarantees
NatWest Group gives guarantees on behalf of customers. A financial
guarantee represents an irrevocable undertaking that NatWest Group will meet a
customer's specified obligations to a third party if the customer fails to do so. The
maximum amount that NatWest Group could be required to pay under a guarantee is its
principal amount as disclosed in the table above. NatWest Group expects most
guarantees it provides to expire unused.
O
O
ther contingent liabilities
- these include standby letters of credit, supporting customer
debt issues and contingent liabilities relating to customer trading activities such as those
arising from performance and customs bonds, warranties and indemnities.
Standby facilities and credit lines
- under a loan commitment, NatWest Group agrees to
make funds available to a customer in the future. Loan commitments, which are usually
for a specified term, may be unconditionally cancellable or may persist, provided all
conditions in the loan facility are satisfied or waived. Commitments to lend include
commercial standby facilities and credit lines, liquidity facilities to commercial paper
conduits and unutilised overdraft facilities.
O
O
ther commitments
- these include documentary credits, which are commercial letters
of credit providing for payment by NatWest Group to a named beneficiary against
presentation of specified documents, forward asset purchases, forward deposits placed
and undrawn note issuance and revolving underwriting facilities, and other short-term
trade related transactions.
Contractual obligations for future expenditure not provided for in the accounts
The following table shows contractual obligations for future expenditure not provided for
in the accounts at the year end.
 
2023
2022
 
 
£m
£m
Capital expenditure on property, plant and equipment
38
8
Contracts to purchase goods or services
(1)
1,121
677
 
1,159
685
(1)
Of which due within 1 year: £379 million (2022 – £321 million).
Trustee and other fiduciary activities
In its capacity as trustee or other fiduciary role, NatWest Group may hold or place assets
on behalf of individuals, trusts, companies, pension schemes and others. The assets and
their income are not included in NatWest Group's financial statements. NatWest Group
earned fee income of £264 million (2022 - £266 million; 2021 - £280 million) from these
activities.
The Financial Services Compensation Scheme
The Financial Services Compensation Scheme (FSCS), the UK's statutory fund of last
resort for customers of authorised financial services firms, pays compensation if a firm is
unable to meet its obligations. The FSCS funds compensation for customers by raising
management expenses levies and compensation levies on the industry. In relation to
protected deposits, each deposit-taking institution contributes towards these levies in
proportion to their share of total protected deposits on 31 December of the year
preceding the scheme year (which runs from 1 April to 31 March), subject to annual
maxima set by the Prudential Regulation Authority. In addition, the FSCS has the power
to raise levies on a firm that has ceased to participate in the scheme and is in the
process of ceasing to be authorised for the costs that it would have been liable to pay
had the FSCS made a levy in the financial year it ceased to be a participant in the
scheme.
Notes to the consolidated financial statements continued
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
377
Litigation and regulatory matters
NatWest Group plc and certain members of NatWest Group are party to various legal
proceedings and are involved in, or subject to, various regulatory matters, including as
the subject of investigations and other regulatory and governmental action (Matters) in
the United Kingdom (UK), the United States (US), the European Union (EU) and other
jurisdictions.
NatWest Group recognises a provision for a liability in relation to these Matters when it is
probable that an outflow of economic benefits will be required to settle an obligation
resulting from past events, and a reliable estimate can be made of the amount of the
obligation.
In many of the Matters, it is not possible to determine whether any loss is probable, or to
estimate reliably the amount of any loss, either as a direct consequence of the relevant
proceedings and regulatory matters or as a result of adverse impacts or restrictions on
NatWest Group’s reputation, businesses and operations. Numerous legal and factual
issues may need to be resolved, including through potentially lengthy discovery and
document production exercises and determination of important factual matters, and by
addressing novel or unsettled legal questions relevant to the proceedings in question,
before the probability of a liability, if any, arising can reasonably be estimated in respect
of any Matter. NatWest Group cannot predict if, how, or when such claims will be
resolved or what the eventual settlement, damages, fine, penalty or other relief, if any,
may be, particularly for Matters that are at an early stage in their development or where
claimants seek substantial or indeterminate damages.
There are situations where NatWest Group may pursue an approach that in some
instances leads to a settlement agreement. This may occur in order to avoid the
expense, management distraction or reputational implications of continuing to contest
liability, or in order to take account of the risks inherent in defending or contesting
Matters, even for those for which NatWest Group believes it has credible defences and
should prevail on the merits. The uncertainties inherent in all Matters affect the amount
and timing of any potential economic outflows for both Matters with respect to which
provisions have been established and other contingent liabilities in respect of any such
Matter.
It is not practicable to provide an aggregate estimate of potential liability for our Matters
as a class of contingent liabilities.
The future economic outflow in respect of any Matter may ultimately prove to be
substantially greater than, or less than, the aggregate provision, if any, that NatWest
Group has recognised in respect of such Matter. Where a reliable estimate of the
economic outflow cannot be reasonably made, no provision has been recognised.
NatWest Group expects that in future periods, additional provisions and economic
outflows relating to Matters that may or may not be currently known by NatWest Group
will be necessary, in amounts that are expected to be substantial in some instances.
Refer to Note 21 for information on material provisions.
Matters which are, or could be, material, either individually or in aggregate, having
regard to NatWest Group, considered as a whole, in which NatWest Group is currently
involved are set out below. We have provided information on the procedural history of
certain Matters, where we believe appropriate, to aid the understanding of the Matter.
For a discussion of certain risks associated with NatWest Group’s litigation and
regulatory matters (including the Matters), refer to the Risk Factor relating to legal,
regulatory and governmental actions and investigations set out on pages 4
39
to 4
41
.
Litigation
London Interbank Offered Rate (LIBOR) and other rates litigation
NWM Plc and certain other members of NatWest Group, including NatWest Group plc,
are defendants in a number of class actions and individual claims pending in the United
States District Court for the Southern District of New York (SDNY) with respect to the
setting of LIBOR and certain other benchmark interest rates. The complainants allege
that certain members of NatWest Group and other panel banks violated various federal
laws, including the US commodities and antitrust laws, and state statutory and common
law, as well as contracts, by manipulating LIBOR and prices of LIBOR-based derivatives
in various markets through various means.
Several purported class actions relating to USD LIBOR, as well as more than two dozen
non-class actions concerning USD LIBOR and involving NatWest Group companies, are
part of a co-ordinated proceeding in the SDNY. The class actions include claims on
behalf of persons who purchased LIBOR-linked instruments from defendants, bonds
issued by defendants, persons who transacted futures and options on exchanges, and
lenders who made LIBOR-based loans. The coordinated proceeding is currently in the
discovery phase. NatWest Group companies’ previously disclosed settlement of a class
action on behalf of bondholder plaintiffs has received final court approval. The amount of
the settlement was covered by an existing provision.
The non-class claims filed in the SDNY include claims that the FDIC is asserting on behalf
of certain failed US banks. In July 2017, the FDIC, on behalf of 39 of those failed US
banks, commenced substantially similar claims against NatWest Group companies and
others in the High Court of Justice of England and Wales. The action alleges collusion
with regard to the setting of USD LIBOR and that the defendants breached UK and
European competition law, as well as asserting common law claims of fraud under US
law. The defendant banks consented to a request by the FDIC for discontinuance of the
claim in respect of 20 failed US banks, leaving 19 failed US banks as claimants. The trial
is currently anticipated to commence in Q1 2026.
In addition to the USD LIBOR cases described above, there is a class action relating to
derivatives allegedly tied to JPY LIBOR and Euroyen TIBOR, which was dismissed by the
SDNY in relation to NWM Plc and other NatWest Group companies in September 2021.
That dismissal may be the subject of a future appeal. The SDNY’s dismissal of another
class action, which related to Euroyen TIBOR futures contracts, was affirmed by the
United States Court of Appeals for the Second Circuit (US Court of Appeals) in October
2022. The plaintiffs filed a petition with the United States Supreme Court seeking review
of the dismissal, but that petition was denied in October 2023.
Two other IBOR-related class actions involving NWM Plc, concerning alleged
manipulation of Euribor and Pound Sterling LIBOR, were previously dismissed by the
SDNY for various reasons. The plaintiffs’ appeals in those two cases remain pending.
Notes to the consolidated financial statements continued
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STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
378
Litigation and regulatory matters continued
NWM Plc’s previously disclosed settlement of a class action relating to Swiss Franc
LIBOR has received final court approval. The settlement amount has been paid by NWM
Plc and was covered in full by an existing provision.
In August 2020, a complaint was filed in the United States District Court for the Northern
District of California by several United States retail borrowers against the USD ICE
LIBOR panel banks and their affiliates (including NatWest Group plc, NWM Plc, NWMSI
and NWB Plc), alleging (i) that the very process of setting USD ICE LIBOR amounts to
illegal price-fixing; and (ii) that banks in the United States have illegally agreed to use
LIBOR as a component of price in variable retail loans. In September 2022, the district
court dismissed the complaint. The plaintiffs filed an amended complaint but in October
2023, the district court dismissed that complaint as well, and indicated that further
amendment would not be permitted. The plaintiffs have commenced an appeal to the
United States Court of Appeals for the Ninth Circuit which is currently pending.
NWM Plc is also named as a defendant in a motion to certify a class action relating to
LIBOR in the Tel Aviv District Court in Israel. NWM Plc filed a motion for cancellation of
service outside the jurisdiction, which was granted in July 2020. The claimants appealed
that decision and in November 2020 the appeal was refused and the claim dismissed by
the Appellate Court. The claim could in future be recommenced depending on the
outcome of an appeal to Israel’s Supreme Court in respect of the dismissal of the
substantive case against banks that had a presence in Israel.
Foreign exchange litigation
NWM Plc, NWMSI and/or NatWest Group plc are defendants in several cases relating to
NWM Plc’s foreign exchange (FX) business.
An FX-related class action, on behalf of ‘consumers and end-user businesses’, was
proceeding in the SDNY against NWM Plc and others. In March 2023, the court granted
summary judgment in favour of the defendants, dismissing the plaintiffs’ claims. The
plaintiffs have commenced an appeal of that decision as well as a prior decision denying
class certification in the case.
In May 2019, a cartel class action was filed in the Federal Court of Australia against
NWM Plc and four other banks on behalf of persons who bought or sold currency
through FX spots or forwards between 1 January 2008 and 15 October 2013 with a
total transaction value exceeding AUD $0.5 million. The claimant has alleged that the
banks, including NWM Plc, contravened Australian competition law by sharing
information, coordinating conduct, widening spreads and manipulating FX rates for
certain currency pairs during this period. NatWest Group plc and NWMSI have been
named in the action as ‘other cartel participants’, but are not respondents. The claim
was served in June 2019 and NWM Plc filed its defence in March 2022.
In July and December 2019, two separate applications seeking opt-out collective
proceedings orders were filed in the UK Competition Appeal Tribunal (CAT) against
NatWest Group plc, NWM Plc and other banks. Both applications were brought on behalf
of persons who, between 18 December 2007 and 31 January 2013, entered into a
relevant FX spot or outright forward transaction in the EEA with a relevant financial
institution or on an electronic communications network. In March 2022, the CAT declined
to certify as collective proceedings either of the applications, which was appealed by the
applicants, and the subject of an application for judicial review.
In its amended judgment in November 2023, the Court of Appeal allowed the appeal and
decided that the claims should proceed on an opt-out basis. Separately, the court
determined which of the two competing applicants can proceed as class representative,
and dismissed the application for judicial review of the CAT’s decision. The case has been
remitted to the CAT for further case management and the banks have sought
permission to appeal directly to the UK Supreme Court.
Two motions to certify FX-related class actions were filed in the Tel Aviv District Court in
Israel in September and October 2018, and were subsequently consolidated into one
motion. The consolidated motion to certify, which names The Royal Bank of Scotland plc
(now NWM Plc) and several other banks as defendants, was served on NWM Plc in May
2020. The applicants have sought the court’s permission to amend their motions to
certify the class actions. NWM Plc has filed a motion challenging the permission granted
by the court for the applicants to serve the consolidated motion outside the Israeli
jurisdiction. That NWM Plc motion remains pending.
In December 2021, a summons was served in the Netherlands against NatWest Group
plc, NWM Plc and NWM N.V. by Stichting FX Claims on behalf of a number of parties,
seeking declarations from the court concerning liability for anti-competitive FX market
conduct described in decisions of the European Commission (EC) of 16 May 2019, along
with unspecified damages. The claimant amended its claim to also refer to a 2 December
2021 decision by the EC, which described anti-competitive FX market conduct. NatWest
Group plc, NWM Plc and other defendants contested the jurisdiction of the Dutch court.
In March 2023, the district court in Amsterdam accepted that it has jurisdiction to hear
claims against NWM N.V. but refused jurisdiction to hear any claims against the other
defendant banks (including NatWest Group plc and NWM Plc) brought on behalf of the
parties represented by the claimant that are domiciled outside of the Netherlands. The
claimant is appealing that decision and the defendant banks have brought cross-appeals
which seek a ruling that the Dutch court has no jurisdiction to hear any claims against
the defendant banks domiciled outside of the Netherlands, including claims brought on
behalf of the parties represented by the claimant that are domiciled in the Netherlands.
In September 2023, second summonses were served by Stichting FX Claims on NWM
N.V., NatWest Group plc and NWM Plc, for claims on behalf of a new group of parties
that have now been brought before the district court in Amsterdam. The summonses
seek declarations from the Dutch court concerning liability for anti-competitive FX
market conduct described in the above referenced decisions of the EC of 16 May 2019
and 2 December 2021, along with unspecified damages.
Certain other foreign exchange transaction related claims have been or may be
threatened. NatWest Group cannot predict whether all or any of these claims will be
pursued.
Notes to the consolidated financial statements continued
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MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
379
Litigation and regulatory matters continued
Government securities antitrust litigation
NWMSI and certain other US broker-dealers are defendants in a consolidated antitrust
class action in the SDNY on behalf of persons who transacted in US Treasury securities
or derivatives based on such instruments, including futures and options. The plaintiffs
allege that the defendants rigged the US Treasury securities auction bidding process to
deflate prices at which they bought such securities and colluded to increase the prices at
which they sold such securities to the plaintiffs. In March 2022, the SDNY dismissed the
complaint, without leave to re-plead. In February 2024, the US Court of Appeals affirmed
the SDNY’s decision dismissing the complaint.
Class action antitrust claims commenced in March 2019 are pending in the SDNY
against NWM Plc, NWMSI and other banks in respect of Euro-denominated bonds issued
by various European central banks (European government bonds or EGBs). The
complaint alleges a conspiracy among dealers of EGBs to widen the bid-ask spreads they
quoted to customers, thereby increasing the prices customers paid for the EGBs or
decreasing the prices at which customers sold EGBs. The class consists of those who
purchased or sold EGBs in the US between 2007 and 2012. Previously, in March 2022,
the SDNY dismissed the claims against NWM Plc and NWMSI on the ground that the
complaint’s conspiracy allegations were insufficient. However, in September 2023, the
SDNY ruled that new allegations which plaintiffs have included in an amended complaint
are sufficient to bring those NatWest entities back into the case as defendants.
Swaps antitrust litigation
NWM Plc and other members of NatWest Group, including NatWest Group plc, as well as
a number of other interest rate swap dealers, are defendants in several cases pending in
the SDNY alleging violations of the US antitrust laws in the market for interest rate
swaps. There is a consolidated class action complaint on behalf of persons who entered
into interest rate swaps with the defendants, as well as non-class action claims by three
swap execution facilities (TeraExchange, Javelin, and trueEx). The plaintiffs allege that
the swap execution facilities would have successfully established exchange-like trading of
interest rate swaps if the defendants had not unlawfully conspired to prevent that from
happening through boycotts and other means. Discovery in these cases is complete. In
December 2023, the SDNY denied the plaintiffs’ motion for class certification. The
plaintiffs have filed a petition requesting that the US Court of Appeals review the denial
of class certification.
In June 2021, a class action antitrust complaint was filed against a number of credit
default swap dealers, in New Mexico federal court on behalf of persons who, from 2005
onwards, settled credit default swaps in the United States by reference to the ISDA
credit default swap auction protocol. The complaint alleges that the defendants
conspired to manipulate that benchmark through various means in violation of the
antitrust laws and the Commodity Exchange Act. The defendants filed a motion to
dismiss the complaint and, in June 2023, such motion was denied as regards NWMSI and
other financial institutions, but granted as regards to NWM Plc on the ground that the
court lacks jurisdiction over that entity. As a result, the case entered the discovery phase
as against the non-dismissed defendants. In January 2024, the SDNY issued an order
barring the plaintiffs in the New Mexico case from pursuing claims based on conduct
occurring before 30 June 2014 on the ground that such claims were extinguished by a
2015 settlement agreement that resolved a prior class action relating to credit default
swaps.
O
O
dd lot corporate bond trading antitrust litigation
In October 2021, the SDNY granted the defendants’ motion to dismiss the class action
antitrust complaint alleging that from August 2006 onwards various securities dealers,
including NWMSI, conspired artificially to widen spreads for odd lots of corporate bonds
bought or sold in the United States secondary market and to boycott electronic trading
platforms that would have allegedly promoted pricing competition in the market for such
bonds. The plaintiffs have filed an appeal.
Spoofing litigation
In December 2021, three substantially similar class actions complaints were filed in
federal court in the United States against NWM Plc and NWMSI alleging Commodity
Exchange Act and common law unjust enrichment claims arising from manipulative
trading known as spoofing. The complaints refer to NWM Plc’s December 2021 spoofing-
related guilty plea (described below under “US investigations relating to fixed-income
securities”) and purport to assert claims on behalf of those who transacted in US
Treasury securities and futures and options on US Treasury securities between 2008 and
2018. In July 2022, defendants filed a motion to dismiss these claims, which have been
consolidated into one matter in the United States District Court for the Northern District
of Illinois.
Madoff
NWM N.V. was named as a defendant in two actions filed by the trustee for the bankrupt
estates of Bernard L. Madoff and Bernard L. Madoff Investment Securities LLC, in
bankruptcy court in New York, which together seek to clawback more than US$298
million that NWM N.V. allegedly received from certain Madoff feeder funds and certain
swap counterparties. The claims were previously dismissed, but as a result of an August
2021 decision by the US Court of Appeals, they will now proceed in the bankruptcy
court, where they have been consolidated into one action, subject to NWM N.V.’s legal
and factual defences. In May 2022, NWM N.V. filed a motion to dismiss the amended
complaint in the consolidated action and such motion was denied in March 2023. As a
result, the case has now entered the discovery phase.
EUA trading litigation
NWM Plc was a named defendant in civil proceedings before the High Court of Justice of
England and Wales brought in 2015 by ten
companies (all in liquidation) (the ‘Liquidated
Companies’) and their respective liquidators (together, ‘the Claimants’). The Liquidated
Companies previously traded in European Union Allowances (EUAs) in 2009 and were
alleged to be VAT defaulting traders within (or otherwise connected to) EUA supply
chains of which NWM Plc was a party. In March 2020, the court held that NWM Plc and
Mercuria Energy Europe Trading Limited (‘Mercuria’) were liable for dishonestly assisting
and knowingly being a party to fraudulent trading during a seven business day period in
2009.
Notes to the consolidated financial statements continued
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
380
Litigation and regulatory matters continued
In October 2020, the High Court quantified total damages against NWM Plc and
Mercuria at £45 million plus interest and costs, and permitted the defendants to appeal
to the Court of Appeal. In May 2021 the Court of Appeal set aside the High Court’s
judgment and ordered that a retrial take place before a different High Court judge. In
January 2024, NWM Plc entered into an agreement to resolve the claim against it. The
settlement amount paid by NWM Plc was covered in full by an existing provision.
Offshoring VAT assessments
HMRC issued protective tax assessments in 2018 against NatWest Group plc totalling
£143 million relating to unpaid VAT in respect of the UK branches of two NatWest Group
companies registered in India. NatWest Group formally requested reconsideration by
HMRC of their assessments, and this process was completed in November 2020. HMRC
upheld their original decision and, as a result, NatWest Group plc lodged an appeal with
the Tax Tribunal and an application for judicial review with the High Court of Justice of
England and Wales, both in December 2020. In order to lodge the appeal with the Tax
Tribunal, NatWest Group plc was required to pay £143 million to HMRC, and payment
was made in December 2020. The appeal and the application for judicial review have
both been stayed pending resolution of separate cases involving other banks.
US Anti-Terrorism Act litigation
NWM N.V. and certain other financial institutions are defendants in several actions filed
by a number of US nationals (or their estates, survivors, or heirs), most of whom are or
were US military personnel, who were killed or injured in attacks in Iraq between 2003
and 2011. NWM Plc is also a defendant in some of these cases.
According to the plaintiffs’ allegations, the defendants are liable for damages arising from
the attacks because they allegedly conspired with and/or aided and abetted Iran and
certain Iranian banks to assist Iran in transferring money to Hezbollah and the Iraqi
terror cells that committed the attacks, in violation of the US Anti-Terrorism Act, by
agreeing to engage in ‘stripping’ of transactions initiated by the Iranian banks so that the
Iranian nexus to the transactions would not be detected.
The first of these actions, alleging conspiracy claims but not aiding and abetting claims,
was filed in the United States District Court for the Eastern District of New York in
November 2014. In September 2019, the district court dismissed the case, finding that
the claims were deficient for several reasons, including lack of sufficient allegations as to
the alleged conspiracy and causation. In January 2023, the US Court of Appeals affirmed
the district court’s dismissal of this case. The plaintiffs filed a petition with the United
States Supreme Court seeking review of the dismissal of their claims and that petition
was denied in October 2023. It is anticipated that the plaintiffs will file a motion to re-
open the case to assert aiding and abetting claims that they previously did not assert.
Another action, filed in the SDNY in 2017, which asserted both conspiracy and aiding
and abetting claims, was dismissed by the SDNY in March 2019 on similar grounds as
the first case, but remains subject to appeal to the US Court of Appeals. Other follow-on
actions that are substantially similar to those described above are pending in the same
courts.
1
1
MDB litigation
A Malaysian court claim was served in Switzerland in November 2022 by 1MDB, a
Sovereign Wealth Fund, in which Coutts & Co Ltd was named, along with six others, as a
defendant in respect of losses allegedly incurred by 1MDB. It is claimed that Coutts & Co
Ltd is liable as a constructive trustee for having dishonestly assisted the directors of
1MDB in the breach of their fiduciary duties by failing (amongst other alleged claims) to
undertake due diligence in relation to a customer of Coutts & Co Ltd, through which
funds totalling c.US$1 billion were received and paid out between 2009 and 2011. The
claimant seeks the return of that amount plus interest. Coutts & Co Ltd filed an
application in January 2023 challenging the validity of service and the Malaysian court’s
jurisdiction to hear the claim. Before that application was heard, in April 2023, the
claimant filed a notice of discontinuance of its claim against certain defendants including
Coutts & Co Ltd. The claimant subsequently indicated that it intended to issue further
replacement proceedings. Coutts & Co Ltd challenged the claimant’s ability to take that
step. In August 2023, the court disallowed the discontinuation of the claim by the
claimant (a decision that the claimant has appealed) and directed that the application by
Coutts & Co Ltd challenging the validity of the proceedings should proceed to a hearing,
which took place in February 2024. Judgment is awaited.
Coutts & Co Ltd (a subsidiary of RBS Netherlands Holdings B.V., which in turn is a
subsidiary of NWM Plc) is a company registered in Switzerland and is in wind-down
following the announced sale of its business assets in 2015.
Regulatory matters (including investigations and customer redress programmes)
NatWest Group’s businesses and financial condition can be affected by the actions of
various governmental and regulatory authorities in the UK, the US, the EU and
elsewhere. NatWest Group has engaged, and will continue to engage, in discussions with
relevant governmental and regulatory authorities, including in the UK, the US, the EU
and elsewhere, on an ongoing and regular basis, and in response to informal and formal
inquiries or investigations, regarding operational, systems and control evaluations and
issues including those related to compliance with applicable laws and regulations,
including consumer protection, investment advice, business conduct, competition/anti-
trust, VAT recovery, anti-bribery, anti-money laundering and sanctions regimes.
NatWest Group expects government and regulatory intervention in financial services to
be high for the foreseeable future, including increased scrutiny from competition and
other regulators in the retail and SME business sectors.
Any matters discussed or identified during such discussions and inquiries may result in,
among other things, further inquiry or investigation, other action being taken by
governmental and regulatory authorities, increased costs being incurred by NatWest
Group, remediation of systems and controls, public or private censure, restriction of
NatWest Group’s business activities and/or fines. Any of the events or circumstances
mentioned in this paragraph or below could have a material adverse effect on NatWest
Group, its business, authorisations and licences, reputation, results of operations or the
price of securities issued by it, or lead to material additional provisions being taken.
NatWest Group is co-operating fully with the matters described below.
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
381
Litigation and regulatory matters continued
US investigations relating to fixed-income securities
In December 2021, NWM Plc pled guilty in the United States District Court for the District
of Connecticut to one count of wire fraud and one count of securities fraud in connection
with historical spoofing conduct by former employees in US Treasuries markets between
January 2008 and May 2014 and, separately, during approximately three months in
2018. The 2018 trading occurred during the term of a non-prosecution agreement (NPA)
between NWMSI and the United States Attorney's Office for the District of Connecticut
(USAO CT), under which non-prosecution was conditioned on NWMSI and affiliated
companies not engaging in criminal conduct during the term of the NPA. The relevant
trading in 2018 was conducted by two NWM traders in Singapore and breached that
NPA. The plea agreement reached with the US Department of Justice and the USAO CT
resolved both the spoofing conduct and the breach of the NPA.
As required by the resolution and sentence imposed by the court, NWM Plc is subject to
a three-year period of probation scheduled to end in December 2024. The plea
agreement also imposes an independent corporate monitor. In addition, NWM Plc has
committed to compliance programme reviews and improvements and agreed to
reporting and co-operation obligations.
Other material adverse collateral consequences may occur as a result of this matter, as
further described in the Risk Factor relating to legal, regulatory and governmental
actions and investigations set out on pages 43
9
to 44
1
.
RBSI inspection report and referral to enforcement
Following an inspection by the Isle of Man Financial Services Authority (IOMFSA) in 2021
into The Royal Bank of Scotland International Limited’s (RBSI’s) compliance with the
Financial Services Rule Book 2016, the Anti-Money Laundering and Countering the
Financing of Terrorism Code 2015 (the “2015 Code”) and the Anti-Money Laundering
and Countering the Financing of Terrorism Code 2019, RBSI and the IOMFSA entered
into a settlement agreement in February 2024 with an agreed public statement that RBSI
had contravened paragraph 7 of the 2015 Code. RBSI did not complete its updated
Customer Risk Assessment process following the introduction of the 2015 Code until
2018, resulting in 2,239 non-personal customers (on-boarded to its Isle of Man branches
between 2015 and 2018, and not rated as high risk) being on-boarded using Customer
Risk Assessments in line with earlier legislation. This constituted less than 3% of the total
customer population of the Isle of Man branches. RBSI was fined £1.0 million (after a
discount for co-operation), which was covered in full by an existing provision.
RBSI reliance regime and referral to enforcement
In January 2023, the Jersey Financial Services Commission notified RBSI that it had been
referred to its Enforcement Division in relation to RBSI’s operation of the reliance regime.
The reliance regime is specific to certain Crown Dependencies and enables the bank to
rely on regulated third parties for specific due diligence information.
I
I
nvestment advice review
In October 2019, the FCA notified NatWest Group of its intention to appoint a Skilled
Person under section 166 of the Financial Services and Markets Act 2000 to conduct a
review of whether NatWest Group’s past business review of investment advice provided
during 2010 to 2015 was subject to appropriate governance and accountability and led
to appropriate customer outcomes. The Skilled Person’s review has concluded and, after
discussion with the FCA, NatWest Group is undertaking additional review / remediation
work.
Reviews into customer account closures
In July 2023, NatWest Group plc commissioned an independent review by the law firm
Travers Smith LLP into issues that had arisen from treatment of a customer in
connection with an account closure decision that attracted significant public attention
and certain related interactions with the media. NatWest Group plc has received reports
in connection with that review (and in October and December 2023 published summaries
of the key findings and recommendations).
In addition, NatWest Group plc is conducting internal reviews with respect to certain
governance processes, policies, systems and controls of NatWest Group entities,
including with respect to customer account closures.
The FCA is conducting supervisory work into how the governance, systems and controls
of NatWest Group and Coutts & Company are working, to identify and address any
significant shortcomings.
Review and investigation of treatment of tracker mortgage customers in Ulster Bank
Ireland DAC
In December 2015, correspondence was received from the Central Bank of Ireland
setting out an industry examination framework in respect of the sale of tracker
mortgages from approximately 2001 until the end of 2015. The redress and
compensation process has now largely concluded, although certain cases remain
outstanding.
UBIDAC customers have lodged tracker mortgage complaints with the Financial Services
and Pensions Ombudsman (FSPO). UBIDAC challenged three FSPO adjudications in the
Irish High Court. In June 2023, the High Court found in favour of the FSPO in all matters
and a provision was recognised. UBIDAC was granted leave to appeal that decision and
an appeal hearing has been scheduled to take place in the Court of Appeal.
Other customer remediation in Ulster Bank Ireland DAC
UBIDAC has identified other legacy issues leading to the establishment of remediation
requirements and progress is ongoing to conclude activities.
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
382
27 Non-cash and other items
This note shows non-cash items adjusted for in the cash flow statement and movement in operating assets and liabilities.
 
2023
2022
2021
 
£m
£m
£m
Impairment losses/(releases)
572
266
(1,335)
Depreciation and amortisation
934
833
923
Change in fair value taken to profit or loss of other financial assets
(584)
1,267
1,771
Change in fair value taken to profit or loss on other financial liabilities and subordinated liabilities
831
(2,400)
(1,083)
Foreign exchange recycling (gains)/losses
(484)
(5)
10
Elimination of foreign exchange differences
312
10
2,446
Income receivable on other financial assets
(1,415)
(585)
(378)
Loss/(profit) on sale of other financial assets
44
172
(118)
Profit on sale of subsidiaries and associates
-
-
(48)
Share of loss/(profit) of associates
9
30
(216)
Loss on sale of other assets and net assets and liabilities
125
154
23
Interest payable on MRELs and subordinated liabilities
1,352
1,103
964
(Gain)/loss on redemption of own debt
(3)
161
145
Charges and releases on provisions
313
248
478
Change in fair value of cash flow hedges
1,021
(304)
(161)
Other non-cash items
59
48
(13)
Defined benefit pension schemes
122
205
215
Non-cash and other items
3,208
1,203
3,623
Change in operating assets and liabilities
     
Change in trading assets
327
14,991
7,751
Change in derivative assets
20,826
3,621
59,697
Change in settlement balance assets
(4,659)
(431)
156
Change in loans to banks
752
(202)
(252)
Change in loans to customers
(15,626)
(7,628)
2,721
Change in other financial assets
132
(328)
(128)
Change in other assets
(213)
(255)
(57)
Change in assets of disposal groups
412
(4,117)
(9,015)
Change in bank deposits
1,749
(5,838)
5,673
Change in customer deposits
(18,964)
(29,492)
48,071
Change in settlement balance liabilities
4,633
(56)
(350)
Change in trading liabilities
828
(11,790)
(7,658)
Change in derivative liabilities
(21,652)
(6,788)
(59,870)
Change in other financial liabilities
6,564
989
938
Change in notes in circulation
19
171
392
Change in other liabilities
(807)
(1,294)
(1,463)
Change in operating assets and liabilities
(25,679)
(48,447)
46,606
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
383
28 Analysis of the net investment in business interests and intangible assets
This note shows cash flows relating to obtaining or losing control of associates or subsidiaries and net assets and liabilities purchased and sold.
These cash flows are presented as investing activities on the cash flow statement.
 
2023
2022
2021
 
£m
£m
£m
Fair value given for business acquired
(139)
-
-
Acquisition of interest in associates
-
(1)
-
Additional investment in associates
(5)
-
(51)
Net assets and liabilities purchased
-
-
(3,128)
Net outflow of cash in respect of acquisitions
(144)
(1)
(3,179)
Disposal of net assets and liabilities
5,560
6,270
114
(Loss)/profit on disposal of net assets and liabilities
(87)
(106)
55
Net inflow of cash in respect of disposals
5,473
6,164
169
Dividends received from associate
16
-
-
Net cash expenditure on intangible assets
(744)
(743)
(479)
Net inflow/(outflow) of cash
4,601
5,420
(3,489)
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
384
29 Analysis of changes in financing during the year
This note shows cash flows and non-cash movements relating to the financing activities of the Group. These activities reflect movements in share capital, share
premium, paid-in equity, subordinated liabilities and MRELs.
 
Share capital, share premium,
           
   
and paid-in equity
 
Subordinated liabilities
MRELs
 
2023
2022
2021
2023
2022
2021
2023
2022
2021
 
£m
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January
15,590
16,519
18,239
6,260
8,429
9,962
22,265
23,423
20,873
Issue of paid-in equity
-
-
937
           
Issue of subordinated liabilities
     
611
648
1,634
     
Issue of MRELs
           
3,973
3,721
3,383
Redemption of subordinated liabilities
     
(1,250)
(3,693)
(4,765)
     
Interest paid on subordinated liabilities
     
(439)
(374)
(321)
     
Maturity and redemption of MRELs
           
(4,236)
(4,992)
-
Interest paid on MRELs
           
(844)
(703)
(647)
Net cash flows from financing activities
-
-
937
(1,078)
(3,419)
(3,452)
(1,107)
(1,974)
2,736
Ordinary shares issued
-
-
87
           
Shares repurchased
(856)
(929)
(698)
           
Effects of foreign exchange
     
(166)
597
(18)
(987)
1,889
(190)
Changes in fair value of subordinated liabilities and MRELs
     
230
(594)
(434)
601
(1,806)
(649)
Preference shares reclassified to subordinated liabilities
     
-
750
-
     
Paid-in equity reclassified to subordinated liabilities
-
-
(2,046)
-
-
1,915
     
(Gain)/loss on redemption of own debt
     
(3)
161
145
 
-
-
Interest payable on subordinated liabilities and MRELs
     
464
370
311
888
733
653
Other
-
-
-
7
(34)
-
-
-
-
At 31 December
14,734
15,590
16,519
5,714
6,260
8,429
21,660
22,265
23,423
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
385
30 Analysis of cash and cash equivalents
Non-cash and other add back items and movements in operating assets and liabilities are adjusted for in the cash flow statement. Loans to banks and treasury bills with
an original maturity of less than three months that are readily convertible to known amounts of cash and subject to insignificant risk of change in value.
 
2023
2022
2021
 
£m
£m
£m
Cash and balances at central banks
104,262
144,832
177,757
Trading assets
8,851
8,551
7,137
Other financial assets
139
19
16
Loans to banks
(1)
5,572
5,047
5,796
Cash and cash equivalents
118,824
158,449
190,706
(1)
Includes cash collateral posted with bank counterparties in respect of derivative liabilities of £4,434 million (2022 - £4,895 million; 2021 - £4,293 million).
Certain members of NatWest Group are required by law or regulation to maintain balances with the central banks in the jurisdictions in which they operate. NatWest Markets N.V.
had
mandatory reserve deposits with
De Nederlandsche Bank N.V.
of €132 million (2022 - €64 million, 2021 - €60 million).
The Royal Bank of Scotland International Limited had balances
with Central Bank of Luxembourg of £135 million (2022 - £108 million, 2021 - £123 million).
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
386
31 Directors’ and key management remuneration
Directors and key management are remunerated for services rendered in the
period. The executive directors may participate in the company's long-term
incentive plans, executive share option and sharesave schemes and details of
their interests in the company's shares arising from their participation are
given in the directors' remuneration report. Details of the remuneration
received by each director are also given in the directors' remuneration report.
Key management comprises members of the NatWest Group plc and NWH Ltd Boards,
members of the NatWest Group plc and NWH Ltd Executive Committees, and the Chief
Executives of NatWest Markets Plc and RBS International (Holdings) Limited. This is on
the basis that these individuals have been identified as Persons Discharging Managerial
Responsibilities of NatWest Group plc under the new governance structure.
 
2023
2022
Directors' remuneration
£000
£000
Non-executive directors emoluments
1,574
1,685
Chairman and executive directors emoluments
6,408
5,804
 
7,982
7,489
Amounts receivable under long-term incentive plans
   
and share option plans
2,708
542
Total
10,690
8,031
Compensation of key management
The aggregate remuneration of directors and other members of key management during
the year was as follows:
 
2023
2022
 
£000
£000
Short-term benefits
21,098
22,175
Post-employment benefits
741
732
Share-based payments
7,264
2,547
 
29,103
25,454
Short term benefits include benefits expected to be settled wholly within twelve months
of balance sheet date. Post-employment benefits include defined benefit contributions for
active members and pension funding to support contributions to the defined contribution
schemes. Share-based payments include awards vested under rewards schemes.
32 Transactions with directors and key management
This note presents information relating to any transactions with directors and
key management. Key management comprises directors of the company and
Persons Discharging Managerial Responsibilities (PDMRs) of NatWest Group
plc.
For the purposes of IAS 24 Related party disclosures, key management comprises
directors of the company and PDMRs of NatWest Group plc. Key management have
banking relationships with NatWest Group entities which are entered into in the normal
course of business and on substantially the same terms, including interest rates and
security, as for comparable transactions with other persons of a similar standing or,
where applicable, with other employees. These transactions did not involve more than
the normal risk of repayment or present other unfavourable features.
Amounts in the table below are attributed to each person at their highest level of
NatWest Group key management, and relate to those who were key management at
any time during the financial period.
 
At 31 December
 
2023
2022
 
£000
£000
Loans to customers - amortised cost
11,406
12,137
Customer deposits
55,254
47,866
At 31 December 2023, amounts outstanding in relation to transactions, arrangements
and agreements entered into by authorised institutions in NatWest Group, as defined in
UK legislation, were £8,397,763 in respect of loans to 9 persons who were directors of
the company at any time during the financial period.
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
387
33 Related parties
A related party is a person or entity that is related to the entity that is preparing its financial statements. This includes subsidiaries, associates, joint ventures, post-
employment benefits plans, Key management personnel and their close family members and entities controlled by them. Transactions between an entity and any
related party are disclosed in the financial statements in accordance with both accounting standards and relevant listing rules to ensure readers are aware of how
financial statements may be affected by these transactions.
UK Government
Group
through
NatWest
of
shareholder
controlling
the
is
Treasury
HM
Government
UK
Government’s shareholding is managed by UK
UK
plc as per UK listing rules. The
Government. At
Government Investments Limited, a company wholly owned by the UK
31 December 2023 HM Treasury’s holding in the company’s ordinary shares was
37.97%. As a result the UK Government and UK Government-controlled bodies are
related parties of the Group.
NatWest Group enters into transactions with many of these bodies. Transactions include
the payment of: taxes – principally UK corporation tax (Note 7) and value added tax;
national insurance contributions; local authority rates; and regulatory fees and levies
(including the bank levy Note 3) and FSCS levy (Note 26) - together with banking
transactions such as loans and deposits undertaken in the normal course of banker-
customer relationships.
Bank of England facilities
NatWest Group may participate in a number of schemes operated by the Bank of
England in the normal course of business.
Members of NatWest Group that are UK authorised institutions are required to maintain
non-interest bearing (cash ratio) deposits with the Bank of England amounting to 0.382%
of their average eligible liabilities in excess of £600 million. They also have access to Bank
of England reserve accounts: sterling current accounts that earn interest at the Bank of
England Base rate.
NatWest Group provides guarantees for certain subsidiaries, liabilities to the Bank of
England.
Other Related Parties
In accordance with IAS 24, transactions or balances between NatWest Group entities
that have been eliminated on consolidation are not reported.
The primary financial statements of the parent company include transactions and
balances with its subsidiaries which have been further disclosed in the relevant notes.
Associates, joint ventures (JVs) and equity investments
In their roles as
of finance, NatWest Group companies provide
providers
development
capital support
investments
of
businesses.
types
other
to
are made in the
These
and
of
course
NatWest
normal
partnerships,
strategic
Group
further
To
may
business.
seek
in
to invest
hold
of
subsidiary
a
in
third
interest
minority
a
to
parties
third
allow
or
parties
disclose
We
Group.
NatWest
and
ventures
joint
and
associates
for
parties
related
as
where equity interest are over 10%. Ongoing business transactions with these entities
are on normal commercial terms.
Amounts included in the NatWest Group financial statements, in aggregate, by category
of related party are as follows:
 
Associates and Joint
Equity
 
 
Ventures
Shares (1)
Total
31 December 2023
£m
£m
£m
Investments
668
145
813
Loans to customers - amortised cost
-
13
13
Customer deposits
2
10
12
Settlement balances
-
-
-
Other comprehensive income
-
(8)
(8)
Other operating income
(11)
-
(11)
31 December 2022
   
Investments
688
149
837
Loans to customers - amortised cost
-
-
-
Customer deposits
1
4
5
Settlement balances
-
34
34
Other comprehensive income
-
11
11
Other operating income
(30)
-
(30)
(1)
Represents investments in entities where ownership is more than 10%
33 Related parties continued
Notes to the consolidated financial statements continued
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
388
Post employment benefits
NatWest Group recharges NatWest Group Pension Fund with the cost of pension
management services incurred by it. NatWest Group Pension Fund holds bank accounts
held with the NatWest Group plc. At 31 December 2023 these balances amounted to
£36.2 million (2022 - £61.7 million).
NatWest Group Pension fund also holds certain interest rate swaps, inflation swaps,
credit derivatives, cross currency swaps and forward exchange rate agreements where
subsidiaries of NatWest Group act as counterparties. These transactions are on
commercial terms and carried out on an arms-length basis.
During February 2023, NatWest Group has entered into an agreement to establish a
new legal structure to hold assets, consolidated on NatWest Group’s balance sheet, to
meet potential future contributions required by the Main section of the Group’ Pension
Fund. This transaction required transfer of £471 million to the Reservoir Trust after the
final dividend for 2022 approved by shareholders. This transaction does not create a
pension liability with the Main section of the Group Pension Fund. Refer to
details in Note
5 and in Material contracts information on page 444.
34 Post balance sheet events
A post balance sheet event is an event that takes place between the reporting
date and the date of approval of the financial statements. Significant events
are included in the financial statements either to provide new information
about conditions that existed at 31 December 2023 (reporting date), including
estimates used to prepare the financial statements (known as an adjusting
event) or to provide new information about conditions that did not exist at 31
December 2023 (non-adjusting events). This note provides information relating
to material non-adjusting events.
As part of the ongoing on-market share buyback programme, NatWest Group plc has
repurchased and cancelled a further 63.9 million shares since December 2023 for a total
consideration (excluding fees) of £136.9 million.
Other than as disclosed in the accounts, there have been no other significant events
subsequent to 31 December 2023 which would require a change or additional disclosure.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
389
Parent company financial statements and notes
Balance sheet as at 31 December 2023
2023
2022
Note
£m
£m
Assets
Derivatives with subsidiaries
458
827
Amounts due from subsidiaries
4
24,192
25,981
Investments in Group undertakings
8
52,592
52,816
Other assets
83
42
Total assets
77,325
79,666
Liabilities
Amounts due to subsidiaries
4
117
30
937
1,380
21,767
22,229
7
5,481
5,820
Derivatives
Other financial liabilities
Subordinated liabilities
Other liabilities
88
95
Total liabilities
28,390
29,554
Owners’ equity
48,935
50,112
Total liabilities and equity
77,325
79,666
Owners’ equity of NatWest Group plc as at 31 December
2023 includes the profit for the year of £2,842 million (2022 -
£8,111 million).
As permitted by section 408(3) of the Companies Act 2006,
the primary financial statements of the company do not
include an income statement or a statement of
comprehensive income.
The accompanying notes on pages 393 to 406 form an
integral part of these financial statements.
The accounts were approved by the Board of directors on 15
February 2024 and signed on its behalf by:
Howard Davies
Chairman
John-Paul Thwaite
Group Chief Executive Officer
Katie Murray
Group Chief Financial Officer
NatWest Group plc
Registered No. SC45551
STRATEGIC
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NatWest Group
2023 Annual Report and Accounts
390
Parent company financial statements and notes continued
Statement of changes in equity for the year ended 31 December 2023
Share capital
Other statutory
Other reserves
and share premium
Paid-in equity
reserves (6)
Retained earnings
Cash flow hedging
Total equity
£m
£m
£m
£m
£m
£m
At 1 January 2023
11,700
3,875
1,388
33,134
15
50,112
Profit attributable to ordinary shareholders and other equity owners
2,842
2,842
Other comprehensive income
Amounts recognised in equity
(6)
(6)
Amount transferred from equity to earnings
Tax
-
(19)
(19)
6
6
Total comprehensive income
2,842
(19)
2,823
Transactions with owners
Ordinary share dividends paid
(1,456)
(1,456)
Paid-in equity dividends paid
(242)
(242)
Shares repurchased during the period
(1,2)
(856)
856
(2,057)
(2,057)
Shares vested under employee share schemes
114
114
Own shares acquired
(2)
(359)
(359)
At 31 December 2023
10,844
3,875
1,999
32,221
(4)
48,935
At 1 January 2022
12,629
3,875
350
31,015
36
47,905
Profit attributable to ordinary shareholders and other equity owners
8,111
8,111
Other comprehensive income
Amounts recognised in equity
3
3
Amount transferred from equity to earnings
Tax
-
(31)
(31)
7
7
Total comprehensive income
8,111
(21)
8,090
Transactions with owners
Ordinary share dividends paid
(1,205)
(1,205)
Special dividends paid
(1,746)
(1,746)
Paid-in equity dividends paid
(249)
(249)
Shares repurchased during the period
(929)
929
(2,054)
(2,054)
Redemption of preference shares
(5)
(750)
(750)
Employee share schemes
12
12
Shares vested under employee share schemes
-
109
109
At 31 December 2022
11,700
3,875
1,388
33,134
15
50,112
For the notes to this table refer to the following page.
Parent company financial statements and notes continued
Statement of changes in equity for the year ended 31 December 2023 continued
Share capital
Other statutory
Other reserves
and statutory
Paid-in equity
reserves (6)
Retained earnings
Cash flow hedging
Total equity
£m
£m
£m
£m
£m
£m
At 1 January 2021
13,240
4,979
26,178
42
44,439
Profit attributable to ordinary shareholders and other equity owners
7,147
7,147
Other comprehensive income
Amounts recognised in equity
8
8
Amount transferred from equity to earnings
(12)
(12)
Tax
-
(2)
(2)
Total comprehensive income
7,147
(6)
7,141
Transactions with owners
Ordinary share dividends paid
(693)
(693)
Equity preference dividends paid
(19)
(19)
Paid-in equity dividends paid
(299)
(299)
Shares repurchased during the period
(698)
698
(1,423)
(1,423)
Shares and securities issued during the period
87
933
-
1,020
Reclassification of paid-in equity
(3)
(2,037)
125
(1,912)
Employee share schemes
(1)
(1)
Shares vested under employee share schemes
37
37
Own shares acquired
(385)
(385)
At 31 December 2021
12,629
3,875
350
31,015
36
47,905
(1)
NatWest Group plc repurchased and cancelled 460.3 million (2022 - 379.3 million, 2021 - 310.8 million) shares, of which 2.3 million were settled in January 2024. The total consideration for these shares excluding fees was £1,151.7 million (2022 - £829.3
million, 2021 £676.2 million), of which £4.9 million were settled in January 2024, as part of the On Market Share Buyback Programmes. The nominal value of the share cancellations has been transferred to the capital redemption reserve.
(2)
In May 2023, there was an agreement to buy 469.2 million (March 2022 - 549.9 million, March 2021 - 591.0 million) ordinary shares of the Company from UK Government Investments Ltd (UKGI) at 268.4 pence per share (March 2022 - 220.5 pence per
share, March 2021 - 190.5 pence per share) for the total consideration of £1.3 billion (2022 - £1.2 billion, 2021 - £1.1 billion). NatWest Group cancelled 336.2 million of the purchased ordinary shares, amounting to £906.9 million excluding fees and held the
remaining 133.0 million shares as Own Shares Held, amounting to £358.8 million excluding fees. The nominal value of the share cancellation has been transferred to the capital redemption reserve
(3)
In July 2021, paid-in equity reclassified to liabilities as the result of a call in August 2021 of US$2.65 billion AT1 capital notes.
(4)
The total distributable reserves for NatWest Group plc is £32,217 million (2022 – £33,134 million, 2021 - £31,015 million).
(5)
Following an announcement of a Regulatory Call in February 2022, the Series U preference shares were reclassified to liabilities. A £254 million loss was recognised in P&L reserves as a result of foreign exchange.
(6)
Other statutory reserves consist of Capital redemption reserves of £2,483 million (2022 - £1,627 million, 2021 - £698 million) and Own shares held reserves of £484 million (2022 - £239 million, 2021 - £348 million).
The accompanying notes on pages 393 to 406 form an integral part of these financial statements
STRATEGIC
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NatWest Group
2023 Annual Report and Accounts
391
Parent company financial statements and notes continued
Cash flow statement for the year ended 31 December 2023
2023
2022
2021
Note
£m
£m
£m
Cash flows from operating activities
Operating profit before tax from continuing
operations
2,796
7,963
7,133
Adjustments for:
Non-cash and other items
9
(3,602)
(7,844)
(7,365)
Change in operating assets and liabilities
9
3,699
4,103
(2,045)
Income taxes received
-
38
97
Net cash flows from operating activities
(
(
1
1
)
)
2,893
4,260
(2,180)
Cash flows from investing activities
Sale and maturity of other financial assets
-
3
-
Additional investments in Group undertakings
(260)
(1,059)
(940)
Disposals of investments in Group undertakings
-
999
911
Dividends received from subsidiaries
3,542
4,842
4,872
Net cash flows from investing activities
3,282
4,785
4,843
Cash flows from financing activities
Ordinary shares issued
-
-
87
Issue of paid-in equity
-
-
933
Issue of subordinated liabilities
611
648
1,634
Redemption of subordinated liabilities
(907)
(3,990)
(3,598)
Interest paid on subordinated liabilities
(314)
(281)
(292)
Issue of MRELs
43
2,285
598
Maturity and redemption of MRELs
(1,409)
(1,455)
1,082
Interest paid on MRELs
(333)
(158)
(149)
Share repurchased
(2,416)
(2,054)
(1,808)
Dividends paid
(1,698)
(3,200)
(1,011)
Net cash flows from financing activities
10
(6,423)
(8,205)
(2,524)
Effects of exchange rate changes on cash and cash
equivalents
(10)
27
4
Net (decrease)/increase in cash and cash equivalents
(258)
867
143
Cash and cash equivalents at 1 January
1,198
331
188
Cash and cash equivalents at 31 December
(
(
2
2
)
)
940
1,198
331
(1)
Includes interest received of £541 million (2022 - £282 million, 2021 - £183 million) and interest paid of £1,073 million
(2022 - £713 million, 2021 - £551 million)
(2)
Cash and cash equivalents comprise intragroup loans and advances with a maturity of less than 3 months for 2023,
2022 and 2021.
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FINANCIAL
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
392
Parent company financial statements and notes continued
1 Presentation of financial statements
The accounting policies applied to the parent company financial statements are the same
as those applied in the consolidated financial statements except investment in group
undertaking (subsidiaries) are stated at cost less impairment and that it has no policy
regarding consolidation.
The directors have prepared the financial statements on a going concern basis based on
the directors’ assessment that the parent company will continue in operational existence
for a period of twelve months from the date the financial statements are approved (refer
to the Report of the directors).
2 Critical accounting policies and sources of estimation
uncertainty
The reported results of the parent company are sensitive to the accounting policies,
assumptions and estimates that underlie the preparation of its financial statements. The
judgements and assumptions involved in the parent company’s accounting policies that
are considered by the Board to be the most important to the portrayal of its financial
condition are those involved in assessing the impairment, if any, in its investment in
group undertakings, refer to Note 8.
3 Derivatives with subsidiaries – designated hedges
Fair value hedging is used to hedge loans and other financial liabilities, and cash flow
hedging is used to hedge other financial liabilities and subordinated liabilities.
For accounting policy information refer to Accounting policies 3.8 and 3.11.
The following table shows derivatives held for hedging purposes.
2023
2022
Notional
Assets
Liabilities
Notional
Assets
Liabilities
£bn
£m
£m
£bn
£m
£m
Fair value hedging -
interest rate contracts
14.8
25
570
19.8
93
829
Cash flow hedging -
exchange rate contracts
1.4
-
16
1.4
-
13
Total
16.2
25
586
21.2
93
842
4 Financial instruments – classification
The following tables analyse NatWest Group plc’s financial assets and liabilities in
accordance with the categories of financial instruments in IFRS 9.
For accounting policy information refer to Accounting policies 3.8, 3.9 and 3.11.
MFVTPL
Amortised
cost
Other
assets
Total
Assets
£m
£m
£m
£m
Derivatives with subsidiaries
458
458
Amounts due from subsidiaries
15,702
8,416
74
24,192
Investment in Group undertakings
52,592
52,592
Other assets
83
83
31 December 2023
16,160
8,416
52,749
77,325
Derivatives with subsidiaries
827
827
Amounts due from subsidiaries
15,243
10,667
71
25,981
Investment in Group undertakings
52,816
52,816
Other assets
42
42
31 December 2022
16,070
10,667
52,929
79,666
Held-for-
trading
DFV
Amortised
cost
Other
liabilities
Total
Liabilities
£m
£m
£m
£m
£m
Amounts due to subsidiaries
-
-
17
100
117
Derivatives with subsidiaries
937
937
Other financial liabilities
(1)
-
11,034
10,733
21,767
Subordinated liabilities
-
5,481
5,481
Other liabilities
88
88
31 December 2023
937
11,034
16,231
188
28,390
Amounts due to subsidiaries
-
-
18
12
30
Derivatives with subsidiaries
1,380
1,380
Other financial liabilities
(1)
-
8,311
13,918
22,229
Subordinated liabilities
-
5,820
5,820
Other liabilities
95
95
31 December 2022
1,380
8,311
19,756
107
29,554
(1)
Other financial liabilities are MRELs.
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GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
393
Parent company financial statements and notes continued
4 Financial instruments – classification - continued
The following table shows amounts due to/from subsidiaries of NatWest Group plc.
2023
2022
£m
£m
Assets
Trading assets
735
811
Loans to banks and customers - amortised cost
8,416
10,667
Other financial assets
14,967
14,432
Other assets
74
71
Amounts due from subsidiaries
24,192
25,981
Derivatives
(1)
458
827
Liabilities
Other liabilities
100
12
Subordinated liabilities
17
18
Amounts due to subsidiaries
117
30
Derivatives
(1)
937
1,380
(1)
Intercompany derivatives are included within derivative classification on the balance sheet.
5 Financial instruments - fair value of financial instruments
not carried at fair value
The following table shows the carrying value and fair value of financial instruments
carried at amortised cost on the balance sheet.
2023
2022
Carrying
Fair
Carrying
Fair
value
value
value
value
£bn
£bn
£bn
£bn
Financial assets
Amounts due from subsidiaries
(1)
8.4
8.2
10.7
10.3
Financial liabilities
Other financial liabilities
- debt securities in issue
(2)
10.7
10.9
13.9
14.0
Subordinated liabilities
(2)
5.5
5.4
5.8
5.5
(1)
Fair value hierarchy level 2 - £5.7 billion (2022 - £5.5 billion) and level 3 - £2.5 billion (2022 - £4.8 billion).
(2)
Fair value hierarchy level 2.
6 Financial instruments - maturity analysis
R
R
e
e
m
m
a
a
i
i
n
n
i
i
n
n
g
g
m
m
a
a
t
t
u
u
r
r
i
i
t
t
y
y
The following table shows the residual maturity of financial instruments based on
contractual date of maturity.
2023
2022
Less than
More than
Less than
More than
12 months
12 months
Total
12 months
12 months
Total
£m
£m
£m
£m
£m
£m
Assets
Derivatives with subsidiaries
97
361
458
190
637
827
Amounts due from subsidiaries
(1)
3,934
20,184
24,118
5,756
20,154
25,910
Liabilities
Amounts due to subsidiaries
(2)
-
17
17
-
18
18
Derivatives with subsidiaries
155
782
937
66
1,314
1,380
Other financial liabilities
3,125
18,642
21,767
4,568
17,661
22,229
Subordinated liabilities
1,062
4,419
5,481
693
5,127
5,820
(1)
Amounts due from subsidiaries relating to non-financial instruments of £74 million (2022 - £71 million) have been
excluded from the table.
(2)
Amounts due to subsidiaries relating to non-financial instruments of £100 million (2022 - £12 million) have been excluded
from the table.
STRATEGIC
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GOVERNANCE
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MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
394
Parent company financial statements and notes continued
6 Financial instruments - maturity analysis
continued
F
F
i
i
n
n
a
a
n
n
c
c
i
i
a
a
l
l
l
l
i
i
a
a
b
b
i
i
l
l
i
i
t
t
i
i
e
e
s
s
:
:
c
c
o
o
n
n
t
t
r
r
a
a
c
c
t
t
u
u
a
a
l
l
m
m
a
a
t
t
u
u
r
r
i
i
t
t
y
y
The following table shows undiscounted cash flows payable up to 20 years from the
balance sheet date, including future interest payments.
Held-for-trading liabilities amounting to £0.4 billion (2022 - £0.5 billion) have been
excluded from the table.
0-3
3-12
1-3
3-5
5-10
10-20
months
months
years
years
years
years
2023
£m
£m
£m
£m
£m
£m
Liabilities by contractual maturity
Amounts due to subsidiaries
(1)
-
1
3
3
7
14
Derivatives held for hedging
134
197
178
76
38
-
Other financial liabilities
2,533
1,163
8,269
9,192
4,311
-
Subordinated liabilities
53
1,156
2,280
1,491
1,351
-
2,720
2,517
10,730
10,762
5,707
14
2022
Liabilities by contractual maturity
Amounts due to subsidiaries
(1)
-
1
3
3
7
14
Derivatives held for hedging
82
270
398
106
53
-
Other financial liabilities
2,213
2,081
7,259
8,278
6,850
-
Subordinated liabilities
18
853
2,660
1,849
1,468
-
2,313
3,205
10,320
10,236
8,378
14
(1)
Amounts due from subsidiaries relating to non-financial instruments have been excluded from the table.
7 Subordinated liabilities
2023
2022
£m
£m
Dated loan capital
5,481
5,820
5,481
5,820
For details of subordinated liabilities, refer to Note 20 to the consolidated financial
statements and notes.
For accounting policy information refer to Accounting policies 3.8 and 3.10.
8 Investments in Group undertakings
C
C
r
r
i
i
t
t
i
i
c
c
a
a
l
l
a
a
c
c
c
c
o
o
u
u
n
n
t
t
i
i
n
n
g
g
p
p
o
o
l
l
i
i
c
c
y
y
:
:
I
I
n
n
v
v
e
e
s
s
t
t
m
m
e
e
n
n
t
t
s
s
i
i
n
n
G
G
r
r
o
o
u
u
p
p
u
u
n
n
d
d
e
e
r
r
t
t
a
a
k
k
i
i
n
n
g
g
s
s
At each reporting date, the parent company assesses whether there is any indication
that its investment in its Group undertakings is impaired. If any such indication exists, the
parent company undertakes an impairment test by comparing the carrying value of the
investment in its Group undertakings with its estimated recoverable amount. The key
judgement is in determining the recoverable amount. The recoverable amount of an
investment in its Group undertakings is the higher of its fair value less cost to sell and its
value in use, being an assessment of the discounted future cash flows of the entity.
Impairment testing inherently involves a number of judgements: the five-year cash flow
forecast, the choice of appropriate discount and growth rates, and the estimation of fair
value. For accounting policy information refer to Accounting policies 3.4 and 3.5.
Investments in Group undertakings are carried at cost less impairment losses.
Movements during the year were as follows:
2023
2022
£m
£
£
m
At 1 January
52,816
48,835
Additional investments in Group undertakings
260
1,059
Disposals of investments in Group undertakings
-
(1,000)
Net (impairment)/reversal of impairment of investments
(484)
3,922
At 31 December
52,592
52,816
The recoverable amount of investments in Group undertakings is the higher of net asset
value as a proxy for fair value less cost to sell or value in use. Where recoverable value is
based on net asset value, the fair value measurement is categorised as Level 3 of the fair
value hierarchy. The carrying value of Investments in Group undertakings at 31
December 2023 is supported by the respective recoverable values of the entities.
In 2023 the parent company invested additional capital of £145 million in its subsidiary
RBS AA Holdings and £115 million in its subsidiary NatWest Markets Plc.
In 2023, impairment of investments is a £484 million impairment of the investment in
NatWest Markets Plc (recoverable amount £6.2 billion), due to a decline in its net asset
value mainly driven by losses incurred by the business. The net reversal of impairment of
investments in 2022 was mainly related to a reversal of earlier impairments of the parent
company’s investment in NatWest Holdings Limited.
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
395
Parent company financial statements and notes continued
8 Investments in Group undertakings
continued
The impact of reasonably possible changes to the more significant variables in the value in use calculations for Natwest Holdings Limited is presented below. This reflects the sensitivity
of the value in use to each variable on its own. In all cases this would result in an impairment of NatWest Group’s investment in NatWest Holdings Limited. It is possible that more than
one change may occur at the same time. The value in use calculations use 16% as a pre-tax discount rate and 1.4% as a long term growth rate.
Assumptions
Impact of adverse movement
Pre-tax
Terminal
Recoverable amount
1% increase in
1% decrease in
5% decrease in
Carrying value
discount rate
growth rate
exceeded carrying value
discount rate
terminal growth rate
forecast income (1)
3
1
1
D
D
e
e
c
c
e
e
m
m
b
b
e
e
r
r
2
2
0
0
2
2
3
3
£bn
%
%
£bn
£bn
£bn
£bn
NatWest Holdings Ltd
42.6
16.0
1.4
-
(3.9)
(1.6)
(5.0)
31 December 2022
NatWest Holdings Ltd
42.6
15.3
1.4
14.1
(5.6)
(2.9)
(5.5)
(1)
5% income sensitivity has been applied to each year in the value in use calculation. The impact on the value in use shown above is however nonlinear as the majority of the value in use is derived in the terminal year.
The principal subsidiary undertakings of the parent company are shown below. Their capital consists of ordinary shares, preference shares and additional Tier 1 notes which are
unlisted with the exception of certain preference shares listed by NWB Plc. All of these subsidiaries are included in NatWest Group’s consolidated financial statements and have an
accounting reference date of 31 December.
(1)
The parent company does not hold any of the preference shares in issue.
(2)
Coutts & Company is incorporated with unlimited liability.
(3)
Owned via NatWest Holdings Limited.
(4)
Owned via NatWest Markets Plc.
(5)
Owned via The Royal Bank of Scotland International (Holdings) Limited.
For full information on all related undertakings, refer to Note 12.
Nature of business
Country of incorporation and principal area of operation
Group interest
National Westminster Bank Plc
(1,3)
Banking
Great Britain
100%
The Royal Bank of Scotland plc
(3)
Banking
Great Britain
100%
Coutts & Company
(2,3)
Banking
Great Britain
100%
NatWest Markets Plc
Banking
Great Britain
100%
NatWest Markets N.V.
(4)
Banking
Netherlands
100%
The Royal Bank of Scotland International Limited
(5)
Financial Institution
Jersey
100%
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NatWest Group
2023 Annual Report and Accounts
396
Parent company financial statements and notes continued
9 Non-cash and other items
This note shows non-cash items adjusted for in the cashflow statement and movement in operating assets and liabilities.
2023
2022
2021
£m
£m
£m
Impairment releases on intercompany loans to banks
(2)
-
(6)
Net impairment/(reversal) of investments in Group undertakings
484
(3,922)
(2,600)
Change in fair value taken to profit or loss on other financial
liabilities and subordinated liabilities
(683)
(845)
(440)
Elimination of foreign exchange differences
(485)
960
(14)
Other non-cash items
(11)
(32)
(12)
Dividends receivable from subsidiaries
(3,542)
(4,842)
(4,872)
Loss on sale of investments in Group undertakings
-
1
22
Interest payable on MRELs and subordinated liabilities
644
485
447
(Gain)/loss on redemption of own debt
(7)
351
113
Charges and releases on provisions
-
-
(3)
Non-cash and other items
(3,602)
(7,844)
(7,365)
C
h
h
a
a
n
n
g
g
e
e
i
i
n
n
o
o
p
p
e
e
r
r
a
a
t
t
i
i
n
n
g
g
a
a
s
s
s
s
e
e
t
t
s
s
a
a
n
n
d
d
l
l
i
i
a
a
b
b
i
i
l
l
i
i
t
t
i
i
e
e
s
s
Change in derivative assets
363
150
614
Change in amounts due from subsidiaries
3,688
2,794
(1,825)
Change in other assets
6
655
(87)
Change in amounts due to subsidiaries
549
(253)
(347)
Change in derivative liabilities
(443)
676
(398)
Change in other financial liabilities
(462)
-
-
Change in other liabilities
(2)
81
(2)
Change in operating assets and liabilities
3,699
4,103
(2,045)
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
397
Parent company financial statements and notes continued
10 Analysis of changes in financing during the year
Share capital, share premium,
and paid-in equity
Subordinated liabilities (1)
MRELs (2)
2023
2022
2021
2023
2022
2021
2023
2022
2021
£m
£m
£m
£m
£m
£m
£m
£m
£m
At 1 January
15,575
16,504
18,219
5,838
7,853
8,055
8,950
8,158
6,655
Ordinary shares issued
-
-
87
Issue of paid-in equity
-
-
933
Issue of subordinated liabilities
611
648
1,634
Redemption of subordinated liabilities
(907)
(3,990)
(3,598)
Interest paid on subordinated liabilities
(314)
(281)
(292)
Issue of MRELs
43
2,285
598
Maturity and redemption of MRELs
(1,409)
(1,455)
1,082
Interest paid on MRELs
(333)
(158)
(149)
Net cash flows from financing activities
-
-
1,020
(610)
(3,623)
(2,256)
(1,699)
672
1,531
Effects of foreign exchange
-
-
-
(160)
574
44
(335)
413
(54)
Changes in fair value of subordinated
liabilities and MRELs
91
(354)
(309)
(774)
(491)
(131)
Paid-in equity reclassified to subordinated liabilities
-
-
(2,037)
-
-
1,915
-
-
-
Preference shares reclassified to subordinated
liabilities
-
750
-
(Gain)/loss on redemption of own debt
(7)
351
114
-
-
-
Interest payable on subordinated liabilities and MREL
340
287
290
304
198
157
Shares repurchased
(856)
(929)
(698)
-
-
-
-
-
-
Others
-
-
-
6
-
-
-
-
At 31 December
14,719
15,575
16,504
5,498
5,838
7,853
6,446
8,950
8,158
(1)
Subordinated liabilities include intercompany subordinated liabilities.
(2)
MREL balances are shown net of the effect of down streaming funding to subsidiary companies. This includes RBSI International Limited where MREL resolution rules are under consultation in Jersey.
11 Directors’ and key management remuneration
Directors’ remuneration is disclosed in Note 31 to the consolidated accounts. The directors had no other reportable related party transactions or balances with the company.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
398
Parent company financial statements and notes continued
12 Related undertakings
L
L
e
e
g
g
a
a
l
l
e
e
n
n
t
t
i
i
t
t
i
i
e
e
s
s
a
a
n
n
d
d
a
a
c
c
t
t
i
i
v
v
i
i
t
t
i
i
e
e
s
s
a
a
t
t
3
3
1
1
D
D
e
e
c
c
e
e
m
m
b
b
e
e
r
r
2
2
0
0
2
2
3
3
In accordance with the Companies Act 2006, the company’s related undertakings and the accounting treatment for each are listed below. All undertakings are wholly-owned by the
company or subsidiaries of the company and are consolidated by reason of contractual control (Section 1162(2) CA 2006), unless otherwise indicated. NatWest Group interest refers to
ordinary shares of equal values and voting rights unless further analysis is provided in the notes. Activities are classified in accordance with Annex I to the Capital Requirements
Directive (CRD V) and the definitions in Article 4 of the UK Capital Requirements Regulation.
Active related undertakings incorporated in the UK which are 100% owned by NatWest Group and fully consolidated for accounting purposes
Regulatory
Entity name
Activity
treatment
Notes
280 Bishopsgate Finance Ltd
INV
FC
1
Better With Money Ltd
BF
DE
57
Caledonian Sleepers Rail Leasing Ltd
BF
FC
1
Care Homes 2 Ltd
BF
FC
1
Care Homes 3 Ltd
BF
FC
1
Care Homes Holdings Ltd
BF
FC
1
Coutts & Company
CI
FC
15
Coutts Finance Co
BF
FC
15
Creative Auto-Enrolment Ltd
BF
DE
57
Creative Benefit Solutions Ltd
BF
DE
57
Cushon Group Ltd
BF
DE
57
Cushon Holdings Ltd
BF
DE
57
Cushon Money Ltd
BF
FC
57
Cushon MT Ltd
BF
DE
57
Cushon MT NI Ltd
BF
DE
58
Esme Loans Ltd
BF
FC
1
FreeAgent Central Ltd
SC
FC
25
FreeAgent Holdings Ltd
SC
FC
25
Gatehouse Way Developments Ltd
INV
DE
1
ITB1 Ltd
BF
FC
3
ITB2 Ltd
BF
FC
3
KUC Properties Ltd
BF
DE
3
Land Options (West) Ltd
INV
DE
3
Lombard & Ulster Ltd
BF
FC
14
Lombard Business Leasing Ltd
BF
FC
1
Lombard Corporate Finance (6) Ltd
BF
FC
1
Lombard Corporate Finance (11) Ltd
BF
FC
1
Lombard Corporate Finance (June 2) Ltd
BF
FC
1
Lombard Corporate Finance (December 1) Ltd
BF
FC
1
Lombard Corporate Finance (December 2) Ltd
BF
FC
1
Lombard Discount Ltd
BF
FC
1
Lombard Finance Ltd
BF
FC
1
Lombard Industrial Leasing Ltd
BF
FC
1
Lombard Lease Finance Ltd
BF
FC
1
Lombard Leasing Company Ltd
BF
FC
1
Lombard Leasing Contracts Ltd
BF
FC
1
For the notes to these tables refer to pages 405 to 406.
Regulatory
Entity name
Activity
treatment
Notes
Lombard Lessors Ltd
BF
FC
1
Lombard Maritime Ltd
BF
FC
1
Lombard North Central Leasing Ltd
BF
FC
1
Lombard North Central PLC
BF
FC
1
Lombard Property Facilities Ltd
BF
FC
1
Lombard Technology Services Ltd
BF
FC
1
Mettle Ventures Ltd
OTH
FC
1
National Westminster Bank Plc
CI
FC
1
National Westminster Home Loans Ltd
BF
FC
1
NatWest Group Plc
BF
FC
21
NatWest Holdings Ltd
INV
FC
1
Natwest Invoice Finance Ltd
OTH
FC
1
NatWest Markets Plc
CI
FC
21
NatWest Markets Secretarial Services Ltd
SC
FC
1
NatWest Markets Secured Funding LLP
BF
FC
16
NatWest Property Investments Ltd
INV
DE
1
NatWest RT Holdings Ltd
OTH
FC
1
NatWest Trustee and Depositary Services Ltd
INV
FC
1
NatWest Ventures Investments Ltd
BF
FC
1
Patalex Productions Ltd
BF
FC
1
Pittville Leasing Ltd
BF
FC
1
Premier Audit Company Ltd
BF
FC
1
Price Productions Ltd
BF
FC
1
Priority Sites Ltd
INV
DE
1
R.B. Capital Leasing Ltd
BF
FC
1
R.B. Equipment Leasing Ltd
BF
FC
1
R.B. Leasing (September) Ltd
BF
FC
1
R.B. Leasing Company Ltd
BF
FC
3
R.B. Quadrangle Leasing Ltd
BF
FC
1
RB Investments 3 Ltd
OTH
FC
1
RBOS (UK) Ltd
BF
FC
1
RBS AA Holdings (UK) Ltd
BF
FC
1
RBS Asset Management Holdings
BF
FC
15
RBS Collective Investment Funds Ltd
BF
FC
11
RBS HG (UK) Ltd
BF
FC
1
RBS Invoice Finance Ltd
BF
FC
1
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
399
Parent company financial statements and notes continued
12 Related undertakings continued
Regulatory
Entity name
Activity
treatment
Notes
RBS Management Services (UK) Ltd
SC
FC
1
RBS Mezzanine Ltd
BF
FC
3
RBS Property Developments Ltd
INV
FC
3
RBS Property Ventures Investments Ltd
BF
FC
3
RBS SME Investments Ltd
BF
FC
1
RBSG Collective Investments Holdings Ltd
BF
FC
11
RBSG International Holdings Ltd
BF
FC
3
RBSSAF (2) Ltd
BF
FC
1
RBSSAF (25) Ltd
BF
FC
1
Royal Bank Investments Ltd
BF
FC
3
Royal Bank Leasing Ltd
BF
FC
3
Royal Bank of Scotland (Industrial Leasing) Ltd
BF
FC
3
Royal Bank Ventures Investments Ltd
BF
FC
3
Royal Scot Leasing Ltd
BF
FC
3
RoyScot Trust Plc
BF
FC
1
Regulatory
Entity name
Activity
treatment
Notes
SIG 1 Holdings Ltd
BF
FC
3
SIG Number 2 Ltd
BF
FC
3
Silvermere Holdings Ltd
BF
FC
3
The One Account Ltd
BF
FC
1
The Royal Bank of Scotland Group Independent Financial Services Ltd
BF
FC
3
The Royal Bank of Scotland plc
CI
FC
21
Ulster Bank Ltd
CI
FC
14
Ulster Bank Pension Trustees Ltd
TR
DE
14
Walton Lake Developments Ltd
INV
DE
1
West Register (Hotels Number 3) Ltd
INV
DE
3
West Register (Property Investments) Ltd
BF
DE
3
West Register (Realisations) Ltd
INV
DE
3
Winchcombe Finance Ltd
BF
FC
1
World Learning Ltd
BF
FC
1
Active related undertakings incorporated outside the UK which are 100% owned by NatWest Group and fully consolidated for accounting purpose.
Regulatory
Entity name
Activity
treatment
Notes
Airside Properties AB
BF
FC
2
Alcover A.G.
BF
DE
45
Alternative Investment Fund B.V.
BF
FC
12
Arenarena AS
BF
FC
59
Arkivborgen KB
BF
FC
2
Artul Koy
BF
FC
4
BD Lagerhus AS
BF
FC
5
Bilfastighet i Akalla AB
BF
FC
2
Bilfastighet i Avesta AB
BF
FC
2
Bilfastighet i Bollnas AB
BF
FC
2
Bilfastighet i Hemlingby AB
BF
FC
2
Bilfastighet i Hudiksvall AB
BF
FC
2
Bilfastighet i Ludvika AB
BF
FC
2
Bilfastighet i M!rsta AB
BF
FC
2
Bilfastighet i Mora AB
BF
FC
2
Bilfastighet i Uppsala KB
BF
FC
2
Bilfastighet Kista AB
BF
FC
2
Brodmagasinet KB
BF
FC
2
Candlelight Acquisition LLC
BF
FC
6
For the notes to these tables refer to pages 405 to 406.
Regulatory
Entity name
Activity
treatment
Notes
Coutts & Co Ltd
CI
FC
44
Coutts General Partner (Cayman) V Ltd
BF
FC
41
Eiendomsselskapet Apteno La AS
BF
FC
5
Espeland Naering AS
BF
FC
5
Eurohill 4 KB
BF
FC
2
Fab Ekenäs Formanshagen 4
BF
FC
4
Fastighets AB Flojten i Norrkoping
BF
FC
2
Fastighets Aktiebolaget Sambiblioteket
BF
FC
2
Fastighetsbolaget Elmotorgatan AB
BF
FC
2
Fastighetsbolaget Holma i Hoor AB
BF
FC
2
Financial Asset Securities Corp.
BF
FC
6
First Active Ltd
BF
FC
7
Forskningshöjden KB
BF
FC
2
Forvaltningsbolaget Dalkyrkan KB
BF
FC
2
Forvaltningsbolaget Kloverbacken Skola KB
BF
FC
2
Fyrs!te Fastighets AB
BF
FC
2
Grinnhagen KB
BF
FC
2
Hatros 1 AS
BF
FC
5
Horrsta 4:38 KB
BF
FC
2
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
400
Parent company financial statements and notes continued
12 Related undertakings continued
Regulatory
Entity name
Activity
treatment
Notes
IR Fastighets AB
BF
FC
2
IR IndustriRenting AB
BF
FC
2
Kallebäck Institutfastigheter AB
BF
FC
2
KB Eurohill
BF
FC
2
KB Lagermannen
BF
FC
2
KB Likriktaren
BF
FC
2
KEB Investors, L.P.
BF
FC
36
Kiinteist Oy Turun Mustionkatu 6
BF
FC
17
Koy Harkokuja 2
BF
FC
17
Kiinteisto Oy Lohjan Ojamonharjuntie 61
BF
FC
17
Koy Pennalan Johtotie 2
BF
FC
4
Kiinteisto Oy Vantaan Rasti IV
BF
FC
17
Koy Helsingin Mechelininkatu 1
BF
FC
4
Koy Helsingin Osmontie 34
BF
FC
4
Koy Helsingin Panuntie 11
BF
FC
4
Koy Helsingin Panuntie 6
BF
FC
4
Koy Iisalmen Kihlavirta
BF
FC
4
Koy Jamsan Keskushovi
BF
FC
4
Koy Jasperintie 6
BF
FC
17
Koy Kokkolan Kaarlenportti Fab
BF
FC
4
Koy Kouvolan Oikeus ja Poliisitalo
BF
FC
4
Koy Millennium
BF
FC
4
Koy Nummelan Portti
BF
FC
4
Koy Nuolialan päiväkoti
BF
FC
4
Koy Peltolantie 27
BF
FC
17
Koy Porkkanakatu 2
BF
FC
17
Koy Puotikuja 2 Vaasa
BF
FC
4
Koy Raision Kihlakulma
BF
FC
4
Koy Ravattulan Kauppakeskus
BF
FC
4
Koy Tapiolan Louhi
BF
FC
4
Koy Vapaalan Service-Center
BF
FC
4
Kvam Eiendom AS
BF
FC
5
Lakten 1 KB
BF
FC
2
Leiv Sand Eiendom AS
BF
FC
5
LerumsKrysset KB
BF
FC
2
Limstagården KB
BF
FC
2
Lombard Finance (CI) Ltd
BF
FC
13
Lothbury Insurance Company Ltd
BF
DE
43
Lundbyfilen 5 AB
BF
FC
2
Maja Finance S.R.L.
BF
FC
35
Narmovegen 455 AS
BF
FC
5
National Westminster International Holdings B.V.
BF
FC
3
NatWest Bank Europe GmbH
BF
FC
26
Regulatory
Entity name
Activity
treatment
Notes
NatWest Digital Services India Private Ltd
SC
FC
33
NatWest Innovation Services Inc.
OTH
FC
6
NatWest Markets Group Holdings Corporation
BF
FC
6
NatWest Markets N.V.
CI
FC
12
NatWest Markets Securities Inc.
INV
FC
6
NatWest Markets Securities Japan Ltd
INV
FC
50
NatWest Services (Switzerland) Ltd
SC
FC
39
NatWest Services Inc.
SC
FC
6
Nordisk Renting AB
BF
FC
2
Nordisk Renting AS
BF
FC
37
Nordisk Renting OY
BF
FC
4
Nordisk Specialinvest AB
BF
FC
2
Nordiska Strategifastigheter Holding AB
BF
FC
2
Nybergflata 5 AS
BF
FC
5
OFH Eiendom AS
BF
FC
60
Optimus KB
BF
FC
2
R.B. Leasing BDA One Ltd
BF
FC
47
Random Properties Acquisition Corp. III
INV
FC
6
RBS (Gibraltar) Ltd
BF
FC
40
RBS AA Holdings (Netherlands) B.V.
BF
FC
12
RBS Acceptance Inc.
BF
FC
6
RBS Commercial Funding Inc.
BF
FC
6
RBS Deutschland Holdings GmbH
BF
FC
26
RBS Employment (Guernsey) Ltd
SC
FC
61
RBS Financial Products Inc.
BF
FC
6
RBS Group (Australia) Pty Ltd
BF
FC
22
RBS Holdings III (Australia) Pty Ltd
BF
FC
22
RBS Holdings N.V.
BF
FC
12
RBS Holdings USA Inc.
BF
FC
6
RBS Hollandsche N.V.
BF
FC
12
RBS International Depositary Services S.A.
CI
FC
31
RBS Investments (Ireland) Ltd
BF
FC
7
RBS Netherlands Holdings B.V.
BF
FC
12
RBS Nominees (Hong Kong) Ltd
BF
FC
50
RBS Nominees (Ireland) Ltd
BF
FC
7
RBS Polish Financial Advisory Services Sp. Z o.o.
BF
FC
38
RBS Prime Services (India) Private Ltd
OTH
FC
29
Rigedalen 44 Eiendom AS
BF
FC
5
Ringdalveien 20 AS
BF
FC
5
Sandmoen Naeringsbygg AS
BF
FC
5
SFK Kommunfastigheter AB
BF
FC
2
Sjöklockan KB
BF
FC
2
Skinnarängen KB
BF
FC
2
For the notes to these tables refer to pages 405 to 406.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
401
Parent company financial statements and notes continued
12 Related undertakings continued
Regulatory
Entity name
Activity
treatment
Notes
Sletta Eiendom II AS
BF
FC
5
Snipetjernveien 1 AS
BF
FC
5
Solbanken KB
BF
FC
2
Solnorvika AS
BF
FC
5
Strand European Holdings AB
BF
FC
2
Svenskt Fastighetskapital AB
BF
FC
2
Svenskt Energikapital AB
BF
FC
2
Svenskt Fastighetskapital Holding AB
BF
FC
2
The RBS Group Ireland Retirement Savings Trustee Ltd
TR
DE
7
The Royal Bank of Scotland International (Holdings) Ltd
BF
FC
13
Regulatory
Entity name
Activity
treatment
Notes
The Royal Bank of Scotland International Ltd
CI
FC
13
Tygverkstaden 1 KB
BF
FC
2
Ulster Bank (Ireland) Holdings Unlimited Company
INV
FC
7
Ulster Bank Dublin Trust Company Unlimited Company
TR
FC
7
Ulster Bank Holdings (ROI) Ltd
BF
FC
7
Ulster Bank Ireland Designated Activity Company
CI
FC
7
Ulster Bank Pension Trustees (R.I.) Ltd
TR
DE
7
Ulydien Trust Company Ltd
OTH
FC
7
Fastighets AB Stockmakaren
BF
FC
2
Nordisk Renting Facilities Management AB
BF
FC
2
Related undertakings which are 100% owned by NatWest Group ownership but are not consolidated for accounting purposes
Regulatory
Entity name
Activity
treatment
Notes
AD Aggregator Platform Ltd
OTH
DE
48
Bioenergie Dargun Immobilien GmbH
OTH
DE
10
Bioenergie Jessen Immobilien GmbH
OTH
DE
10
Bioenergie Wiesenburg GmbH & Co. KG
INV
DE
10
Bioenergie Wiesenburg Verwaltungs GmbH
OTH
DE
10
Bioenergie Zittau GmbH
OTH
DE
10
Bioenergie Zittau Immobilien GmbH
OTH
DE
10
Capulet Homes Florida LLC
OTH
DE
6
Crook Hill Properties Ltd
OTH
DE
52
DBV Deutsche Bioenergie Verbinder GmbH
OTH
DE
10
East Grove Holding Ltd
INV
DE
49
European Investments (Crook Hill) Ltd
OTH
DE
53
German Biogas Holdco Ltd
INV
DE
48
Montague Homes Florida LLC
OTH
DE
6
RBS International Employees' Pension Trustees Ltd
BF
DE
13
Reaps Moss Ltd
OTH
DE
52
Reppinichen Dritte Biogas Betriebs GmbH
OTH
DE
10
Reppinichen Erste Biogas Betriebs GmbH
OTH
DE
10
Reppinichen Zweite Biogas Betriebs GmbH
OTH
DE
10
Romeo Homes Florida LLC
OTH
DE
6
Romeo Homes Georgia LLC
OTH
DE
6
Romeo Homes Indiana LLC
OTH
DE
6
Regulatory
Entity name
Activity
treatment
Notes
Romeo Homes Kansas LLC
OTH
DE
6
Romeo Homes Nevada LLC
OTH
DE
6
Romeo Homes North Carolina LLC
OTH
DE
6
Romeo Homes Oklahoma LLC
OTH
DE
6
Romeo Homes Tennessee LLC
OTH
DE
6
Romeo Homes Texas LLC
OTH
DE
6
Ventus Investments Ltd
OTH
DE
53
West Granite Homes Inc.
INV
DE
6
WGH Development LLC
OTH
DE
6
WGH Florida LLC
OTH
DE
6
WGH Georgia LLC
OTH
DE
6
WGH Indiana LLC
OTH
DE
6
WGH Kansas LLC
OTH
DE
6
WGH Nevada LLC
OTH
DE
6
WGH North Carolina LLC
OTH
DE
6
WGH Oklahoma LLC
OTH
DE
6
WGH Texas LLC
OTH
DE
6
Wiesenburg Dritte Biogas Betriebs GmbH
OTH
DE
10
Wiesenburg Erste Biogas Betriebs GmbH
OTH
DE
10
Wiesenburg Zweite Biogas Betriebs GmbH
OTH
DE
10
Wiesenburger Marktfrucht GmbH
OTH
DE
10
For the notes to these tables refer to pages 405 to 406.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
402
Parent company financial statements and notes continued
12 Related undertakings continued
Related undertakings incorporated in the UK where NatWest Group ownership is less than 100%
Accounting
Regulatory
Entity name
Activity
treatment
treatment
Group %
Notes
BGF Group Ltd
BF
AHC
PC
25
21
Falcon Wharf Ltd
OTH
EAJV
PC
50
24
GWNW City Developments Ltd
BF
EAJV
DE
50
24
Jaguar Cars Finance Ltd
BF
FC
FC
50
1
JCB Finance Ltd
BF
FC
FC
75
19
London Rail Leasing Ltd
BF
EAJV
PC
50
34
Mortgage Brain Holdings Ltd
OTH
AHC
DE
17
51
Accounting
Regulatory
Entity name
Activity
treatment
treatment
Group
%
Notes
Motability Operations Group Plc
OTH
IA
FC
40
62
NatWest Boxed Ltd
OTH
FC
FC
82
1
Natwest Covered Bonds (LM) Ltd
BF
IA
PC
20
16
Natwest Covered Bonds LLP
BF
FC
FC
60
1
Natwest Markets Secured Funding (LM) Ltd
BF
FC
PC
20
16
NW A Holdings Ltd
BF
PC
DE
85
1
Pollinate Networks Ltd
OTH
AHC
DE
25
63
RBS Sempra Commodities LLP
BF
FC
FC
51
3
Related undertakings incorporated outside the UK where NatWest Group ownership is less than 100%
Accounting
Regulatory
Entity name
Activity
treatment
treatment
Group %
Notes
Coutts Private Equity Limited Partnership II
BF
IA
PC
21
41
Eris Finance S.R.L.
BF
IA
PC
45
35
Herge Holding B.V.
BF
IA
PC
63
46
Lunar Funding VIII Ltd
BF
FC
DE
0
8
Lunar Luxembourg SA
BF
FC
DE
0
31
Lunar Luxembourg Series 2019- 04
BF
FC
DE
0
31
Lunar Luxembourg Series 2019- 05
BF
FC
DE
0
31
Lunar Luxembourg Series 2019- 06
BF
FC
DE
0
31
Lunar Luxembourg Series 2020- 01
BF
FC
DE
0
31
Lunar Luxembourg Series 2020- 02
BF
FC
DE
0
31
Lunar Luxembourg Series 2022-01
BF
FC
DE
0
31
Accounting
Regulatory
Entity name
Activity
treatment
treatment
Group %
Notes
Natwest Markets Secured Funding DAC
BF
FC
FC
0
32
Nightingale CRE 2018-1 Ltd
BF
FC
DE
0
9
Nightingale LF 2021-1 Ltd
BF
FC
DE
0
9
Nightingale Project Finance 2019 1 Ltd
BF
FC
DE
0
9
Nightingale Project Finance Ii 2023-1 Ltd
BF
FC
DE
0
9
Nightingale Securities 2017-1 Ltd
BF
FC
DE
0
9
Nightingale UK Corp 2020 2 Ltd
BF
FC
DE
0
9
Pharos Estates Ltd
OTH
AHC
DE
49
30
Sempra Energy
Trading Llc
BF
FC
FC
51
6
Solar Funding II Ltd
BF
FC
FC
0
55
Thames Asset Global Securitization No.1 Inc.
BF
FC
FC
0
28
For the notes to these tables refer to pages 405 to 406.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
403
Parent company financial statements and notes continued
12 Related undertakings continued
Related undertakings that are not active
Accounting
Regulatory
Entity name
treatment
treatment
Group
%
Notes
Belfast Bankers' Clearing Company Ltd
AHC
PC
25
56
Care Homes 1 Ltd
FC
FC
100
1
Churchill Management Ltd
FC
FC
100
1
Desertlands Entertainment Ltd
FC
FC
100
1
Dunmore Securities No.1 Dac
FC
DE
0
27
Lombard Ireland Group Holdings Unlimited
FC
FC
100
23
Lombard Ireland Ltd
FC
FC
100
23
Accounting
Regulatory
Entity name
treatment
treatment
Group
%
Notes
Natwest Nominees Ltd
FC
FC
100
1
Property Venture Partners Ltd
FC
FC
100
3
R.B.S. Special Investments Ltd
FC
FC
100
1
RBS Asset Management (Dublin) Ltd
FC
FC
100
42
RBSM Capital Ltd
FC
FC
100
3
RoboScot Equity Ltd
FC
FC
100
3
UB SIG (ROI) Ltd
FC
FC
100
18
Related undertakings that are dormant
Accounting
Regulatory
Entity name
treatment
treatment
Group %
Notes
ANW TDS (Nominee 1) Ltd
FC
DE
100
1
ANW TDS (Nominee 2) Ltd
FC
DE
100
1
Atlas Nominees Ltd
FC
FC
100
50
British Overseas Bank Nominees Ltd
FC
FC
100
1
Buchanan Holdings Ltd
FC
FC
100
1
C.J. Fiduciaries Ltd
FC
FC
100
13
Coutts Scotland Nominees Ltd
FC
FC
100
11
Cushon Nominees Ltd
FC
DE
100
57
Cushon Pension Trustees Ltd
FC
DE
100
57
Custom House Docks Basement Management No. 2 Ltd
AHC
DE
25
54
Fit Nominee 2 Ltd
FC
FC
100
1
Fit Nominee Ltd
FC
FC
100
1
Freehold Managers (Nominees) Ltd
FC
FC
100
1
Hput A Ltd
NC
DE
100
1
Hput B Ltd
NC
DE
100
1
JCB Finance Pension Ltd
FC
DE
88
14
N.C. Head Office Nominees Ltd
FC
FC
100
3
National Westminster Bank Nominees (Jersey) Ltd
FC
FC
100
13
Natwest FIS Nominees Ltd
FC
FC
100
1
NatWest Group Retirement Savings Trustee Ltd
FC
FC
100
1
Accounting
Regulatory
Entity name
treatment
treatment
Group %
Notes
Natwest Group Secretarial Services Ltd
FC
FC
100
3
Natwest Pension Trustee Ltd
NC
DE
100
1
Natwest Pep Nominees Ltd
FC
FC
100
1
NatWest Strategic Investments Ltd
FC
FC
100
1
Nextlinks Ltd
FC
FC
100
1
Nordisk Renting A/S
FC
FC
100
5
Nordisk Renting HB
FC
FC
100
2
Project & Export Finance (Nominees) Ltd
FC
FC
100
1
R.B. Leasing (March) Ltd
FC
FC
100
1
RBOS Nominees Ltd
FC
FC
100
1
RBS Investment Executive Ltd
NC
DE
100
3
RBSG Collective Investments Nominees Ltd
FC
FC
100
11
Sixty Seven Nominees Ltd
FC
FC
100
1
Strand Nominees Ltd
FC
FC
100
15
Syndicate Nominees Ltd
FC
FC
100
1
TDS Nominee Company Ltd
FC
FC
100
3
The Royal Bank Of Scotland (1727) Ltd
FC
FC
100
3
The Royal Bank Of Scotland Group Ltd
FC
FC
100
1
Tilba Ltd
FC
FC
100
20
W G T C Nominees Ltd
FC
FC
100
1
Regulated overseas branches of NatWest Group
Subsidiary
Geographic location
National Westminster Bank Plc
Germany
NatWest Markets Plc
Germany, India, Japan, Singapore
Turkey, United Arab Emirates
Subsidiary
Geographic location
The Royal Bank of
Scotland International Ltd
Gibraltar, Guernsey, Isle of Man,
Luxembourg, United Kingdom
NatWest Markets N.V.
France, Germany, Italy, Sweden,
For the notes to these tables refer to pages 405 to 406.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
404
Parent company financial statements and notes continued
12 Related undertakings continued
Key:
Activity
BF
Banking and financial institution
CI
Credit institution
INV
Investment (shares or property) holding company
SC
Service company
TR
Trustee
OTH
Other
Accounting/Regulatory treatment
DE
Deconsolidated
FC
Full consolidation
PC
Pro-rata consolidation
AHC
Associate held at cost
EAJV
Equity accounting – Joint venture
IA
Investment accounting
NC
Not consolidated
Notes
Registered addresses
Country of incorporation
1
250 Bishopsgate, London, EC2M 4AA, England
UK
2
Jakobsbergsgatan 13, 8th Floor, Box 14044, Stockholm, SE-111 44
Sweden
3
Gogarburn, 175 Glasgow Road, Edinburgh, EH12 1HQ
UK
4
Mikonkatu 9, 6th Floor, Helsinki, 00100
Finland
5
Postboks 1400, 0115 Oslo
Norway
6
251 Little Falls Drive, Wilmington, DE, 19808
USA
7
Ulster Bank Head Office, Block B Central Park, Leopardstown, Dublin 18, D18 N153
RoI
8
Grand Pavilion Commercial Centre, 802 West Bay Road, P.O. Box 31119
Cayman Islands
9
44 Esplanade, St Helier, JE4 9WG
Jersey
10
Walther-Nernst-Straße 1, Berlin, 12489
Germany
11
6-8 George Street, Edinburgh, EH2 2PF, Scotland
UK
12
Claude Debussylaan 94, Amsterdam, 1082 MD
Netherlands
13
Royal Bank House, 71 Bath Street, St Helier, JE2 4SU
Jersey
14
11-16 Donegall Square East, Belfast, Co Antrim, BT1 5UB, Northern Ireland
UK
15
440 Strand, London, England, WC2R OQS
UK
16
1 Bartholomew Lane, London EC2N 2AX, England
UK
17
Mikonkatu 9, Helsinki, 00100
Finland
18
One Spencer Dock, Dublin, D01 X9R7
RoI
19
The Mill, High Street, Rocester, Staffordshire, ST14 5JW, England
UK
20
2 Athol Street, Douglas, IM99 1AN
Isle Of Man
21
36 St Andrew Square, Edinburgh, EH2 2YB, Scotland
UK
22
Ashurst
Australia, Level 16, 80 Collins Street, South Tower, Melbourne, VIC, 3000
Australia
23
Block A Georges Quay Plaza, Georges Quay, Dublin 2
RoI
24
Gate House, Turnpike Road, High Wycombe, Buckinghamshire, HP12 3NR
UK
25
One Edinburgh Quay, 133 Fountainbridge, Edinburgh, EH3 9QG, Scotland
UK
26
Roßmarkt 10, Frankfurt am Main, 60311
Germany
27
13-18 City Quay, Dublin 2
RoI
28
114 West 47th Street, New York, 10036
USA
29
12/14, Veer Nariman Road, Brady House 4th floor, Fort, Mumbai, India, 400001
India
30
24 Demostheni Severi, 1st Floor, Nicosia, 1080
Cyprus
31
40, Avenue J.F Kennedy, Kirchberg,
L 1855
Luxembourg
32
5 Harbourmaster Place, Dublin 1, D01 E7E8
RoI
33
6th Floor, Building 2, Tower A, GIL IT/ITES SEZ, Candor TechSpace, Sector 21, Dundahera, Gurugram, Haryana, 122016
India
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
405
Parent company financial statements and notes continued
12 Related undertakings continued
Notes
Registered addresses
Country of incorporation
34
99 Queen Victoria Street, London, EC4V 4EH
UK
35
Alfieri V. 1, Conegliano
Italy
36
Clarendon House, Two Church Street, Suite 104, Reid Street, Hamilton, HM 11
Bermuda
37
H. Heyerdahlsgate 1, Postboks 2020 Vika, Oslo, 0125
Norway
38
Ilzecka 26 Street, Warsaw, 02-135
Poland
39
Lerchenstrasse 16, Zurich, CH 8022
Switzerland
40
Madison Building, Midtown, Queensway
Gibraltar
41
Maples Corporate Services Limited, P.O. Box 309, 121 South Church Street, George Town, Grand Cayman, KY1-1104s
Cayman Islands
42
One Dockland Central, Guild Street, IFSC, Dublin 1
RoI
43
PO Box 230, Heritage Hall, Le Marchant Street, St Peter Port, GY1 4JH
Guernsey
44
Schuetzengassse 4, CH-8001 Zurich
Switzerland
45
Tirolerweg 8, Zug, CH- 6300
Switzerland
46
Verlengde Poolseweg 16, Breda, 4818CL
Netherlands
47
Victoria Place, 5th Floor, 31 Victoria Street, Hamilton, HM 10
Bermuda
48
Greencoat Capital, 5 The Peak, Wilton Road, London, Greater London, SW1V 1AN, England
UK
49
8 Sackville Street, London, W1S 3DG, England
UK
50
5/F Manulife Place, 348 Kwun Tong Road, Kowloon
Hong Kong
51
6 The Countryard, Buntsford Gate, Buntsford Drive , Bromsgrove, Worcestershire, B60 3DJ
UK
52
2nd floor, Palm Grove House, Road Town, Tortola
British Virgin Islands
53
18 Riversway Business Village, Navigation Way, Ashton-on Ribble, Preston, PR2 2YP
UK
54
c/o Apleona Real Estate Limited, Landscape House, Landscape Road, Churchtown, Dublin 14
RoI
55
IFC5, St.Helier,
JE1 1ST
Jersey
56
Scottish Provident Building, 7 Donegall Square West, Belfast, BT1 6JH
UK
57
Stephenson House, 2 Cherry Orchard Road, Croydon, CR0 6BA, England
UK
58
4th Floor, State Buildings, 2 Arthur Place, Belfast, BT1 4HG, Northern Ireland
UK
59
Postboks 1400, Oslo, 0115
Norway
60
Dokkveien 1, NO-0250, Oslo
Norway
61
Les Echelons Court, Les Echelons, St Peter Port, GY1 1AR
Guernsey
62
City Gate House, 22 Southwark Bridge Road, London, SE1 9HB
UK
63
222 Bishopsgate, London
EC2M 4QD
UK
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
406
Non-IFRS financial measures
NatWest Group prepares its financial statements in accordance with UK-adopted International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB). This document contains a number of non-IFRS measures, also known as alternative performance measures, defined
under the European Securities and Markets Authority guidance or non-GAAP financial measures in accordance with SEC regulations. These measures are adjusted for notable and
other defined items which management believes are not representative of the underlying performance of the business and which distort period-on-period comparison. The non-IFRS
measures provide users of the financial statements with a consistent basis for comparing business performance between financial periods and information on elements of
performance that are one-off in nature. The non-IFRS measures also include a calculation of metrics that are used throughout the banking industry. These non-IFRS measures are
not a substitute for IFRS measures and a reconciliation to the closest IFRS measure is presented where appropriate.
1
1
.
.
T
T
o
o
t
t
a
a
l
l
i
i
n
n
c
c
o
o
m
m
e
e
e
e
x
x
c
c
l
l
u
u
d
d
i
i
n
n
g
g
n
n
o
o
t
t
a
a
b
b
l
l
e
e
i
i
t
t
e
e
m
m
s
s
Total income excluding notable items is calculated as total income less notable items. The
exclusion of notable items aims to remove the impact of one-offs and other volatile items
which may distort period-on-period comparisons.
2023
2022
2021
£m
£m
£m
Continuing operations
Total income
14,752
13,156
10,429
Less notable items:
Private Banking
Consideration on the sale of the Adam & Company
investment management business
-
-
54
Commercial & Institutional
Fair value, disposal losses and asset disposals/
strategic risk reduction
-
(45)
(86)
Tax variable lease repricing
-
-
32
Own credit adjustments (OCA)
(2)
42
6
Tax interest on prior periods
3
-
-
Central items & other
Loss on redemption of own debt
-
(161)
(138)
Effective interest rate adjustment as a
result of redemption of own debt
-
(41)
-
Profit from insurance liabilities
-
92
-
Liquidity Asset Bond sale (losses)/gains
(43)
(88)
120
Share of associate (losses)/gains for Business Growth Fund
(4)
(22)
219
Property strategy update
(69)
-
(44)
Interest and foreign exchange management derivatives
not in hedge accounting relationships
79
369
47
Foreign exchange recycling gains
484
-
-
Ulster Bank RoI fair value mortgage adjustments
-
(51)
-
Tax interest on prior periods
(35)
-
-
Ulster Bank Rol gain arising from the restructuring
of structural hedges
-
-
35
413
95
245
Total income excluding notable items
14,339
13,061
10,184
2
2
.
.
O
O
p
p
e
e
r
r
a
a
t
t
i
i
n
n
g
g
e
e
x
x
p
p
e
e
n
n
s
s
e
e
s
s
-
-
m
m
a
a
n
n
a
a
g
g
e
e
m
m
e
e
n
n
t
t
v
v
i
i
e
e
w
w
The management analysis of operating expenses shows litigation and conduct costs on a
separate line. These amounts are included within staff costs and other administrative
expenses in the statutory analysis. Other operating expenses excludes litigation and
conduct costs, which are more volatile and may distort period-on-period comparisons.
Litigation
Other
Statutory
and conduct
operating
operating
costs
expenses
expenses
Year ended 31 December 2023
£m
£m
£m
Continuing operations
Staff expenses
62
3,839
3,901
Premises and equipment
-
1,153
1,153
Depreciation and amortisation
-
934
934
Other administrative expenses
293
1,715
2,008
Total
355
7,641
7,996
Year ended 31 December 2022
C
o
o
n
n
t
t
i
i
n
n
u
u
i
i
n
n
g
g
o
o
p
p
e
e
r
r
a
a
t
t
i
i
o
o
n
n
s
s
Staff expenses
45
3,671
3,716
Premises and equipment
-
1,112
1,112
Depreciation and amortisation
-
833
833
Other administrative expenses
340
1,686
2,026
Total
385
7,302
7,687
Year ended 31 December 2021
Continuing operations
Staff expenses
-
3,676
3,676
Premises and equipment
-
1,133
1,133
Depreciation and amortisation
-
923
923
Other administrative expenses
466
1,560
2,026
Total
466
7,292
7,758
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
407
Non-IFRS financial measures continued
3
3
.
.
C
C
o
o
s
s
t
t
:
:
i
i
n
n
c
c
o
o
m
m
e
e
r
r
a
a
t
t
i
i
o
o
(
(
e
e
x
x
c
c
l
l
.
.
l
l
i
i
t
t
i
i
g
g
a
a
t
t
i
i
o
o
n
n
a
a
n
n
d
d
c
c
o
o
n
n
d
d
u
u
c
c
t
t
)
)
NatWest Group uses cost:income ratio (excl. litigation and conduct) in the Outlook guidance. It is calculated as other operating expenses (total operating expenses less litigation and
conduct costs) divided by total income. Litigation and conduct costs are excluded as they are one-off in nature, difficult to forecast for Outlook purposes and distort period-on-period
comparisons.
The calculation of the cost:income ratio (excl. litigation and conduct) is shown below, along with a comparison to cost:income ratio calculated usingl operating expenses
.
Commercial
Central items
Retail Banking
Private Banking
& Institutional
& other
NatWest Group
Year ended 31 December 2023
£m
£m
£m
£m
£m
C
o
o
n
n
t
t
i
i
n
n
u
u
i
i
n
n
g
g
o
o
p
p
e
e
r
r
a
a
t
t
i
i
o
o
n
n
s
s
Operating expenses
2,828
685
4,091
392
7,996
Less litigation and conduct costs
(117)
(9)
(224)
(5)
(355)
Other operating expenses
2,711
676
3,867
387
7,641
Total income
5,931
990
7,421
410
14,752
Cost:income ratio
47.7%
69.2%
55.1%
nm
54.2%
Cost:income ratio (excl. litigation and conduct)
45.7%
68.3%
52.1%
nm
51.8%
Year ended 31 December 2022
Continuing operations
Operating expenses
2,593
622
3,744
728
7,687
Less litigation and conduct costs
(109)
(12)
(181)
(83)
(385)
Other operating expenses
2,484
610
3,563
645
7,302
Total income
5,646
1,056
6,413
41
13,156
Cost:income ratio
45.9%
58.9%
58.4%
nm
58.4%
Cost:income ratio (excl. litigation and conduct)
44.0%
57.8%
55.6%
nm
55.5%
Year ended 31 December 2021
Continuing operations
Operating expenses
2,513
520
3,757
968
7,758
Less litigation and conduct costs
(76)
3
(111)
(282)
(466)
Other operating expenses
2,437
523
3,646
686
7,292
Total income
4,445
816
4,838
330
10,429
Cost:income ratio
56.5%
63.7%
77.7%
nm
74.4%
Cost:income ratio (excl. litigation and conduct)
54.8%
64.1%
75.4%
nm
69.9%
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
408
Non-IFRS financial measures continued
4
4
.
.
N
N
a
a
t
t
W
W
e
e
s
s
t
t
G
G
r
r
o
o
u
u
p
p
r
r
e
e
t
t
u
u
r
r
n
n
o
o
n
n
t
t
a
a
n
n
g
g
i
i
b
b
l
l
e
e
e
e
q
q
u
u
i
i
t
t
y
y
Return on tangible equity comprises profit or loss for the period attributable to ordinary
shareholders divided by average tangible equity. Average tangible equity is average total
equity excluding average non-controlling interests, average other owners equity and
average intangible assets.
This measure shows the return NatWest Group generates on tangible equity deployed. It is
used to determine relative performance of banks and used widely across the sector,
although different banks may calculate the rate differently. A reconciliation is shown below
including a comparison to the nearest GAAP measure: return on equity. This comprises
profit attributable to ordinary shareholders divided by average total equity.
Year ended or as at
31 December
31 December
2023
2022
£m
£m
Profit attributable to ordinary shareholders
4,394
3,340
Average total equity
36,201
38,210
Adjustment
for other owners' equity and intangibles
(11,486)
(11,153)
Adjusted total tangible equity
24,715
27,057
Return on equity
12.1%
8.7%
Return on tangible equity
17.8%
12.3%
5
5
.
.
S
S
e
e
g
g
m
m
e
e
n
n
t
t
a
a
l
l
r
r
e
e
t
t
u
u
r
r
n
n
o
o
n
n
e
e
q
q
u
u
i
i
t
t
y
y
Segmental return on equity comprises segmental operating profit or loss, adjusted for
preference share dividends, paid-in equity and tax, divided by average notional equity.
Average RWAe is defined as average segmental RWAs incorporating the effect of capital
deductions. This is multiplied by an allocated equity factor for each segment to calculate
the average notional tangible equity.
This measure shows the return generated by operating segments on equity deployed.
Retail
Private
Commercial &
Year ended 31 December 2023
Banking
Banking
Institutional
Operating profit (£m)
2,638
291
3,236
Paid-in equity cost allocation (£m)
(55)
(23)
(165)
Adjustment for tax (£m)
(723)
(75)
(768)
Adjusted attributable profit (£m)
1,860
193
2,303
Average RWAe (£bn)
57.8
11.4
107.0
Equity factor
13.5%
11.5%
14.0%
Average notional equity (£bn)
7.8
1.3
15.0
Return on equity
23.8%
14.8%
15.4%
Year ended 31 December 2022
Operating profit (£m)
2,824
436
2,547
Paid-in equity cost allocation (£m)
(80)
(15)
(187)
Adjustment for tax (£m)
(768)
(118)
(590)
Adjusted attributable profit (£m)
1,976
303
1,770
Average RWAe (£bn)
53.1
11.3
104.0
Equity factor
13.0%
11.0%
14.0%
Average notional equity (£bn)
6.9
1.2
14.6
Return on equity
28.6%
24.5%
12.2%
Year ended 31 December 2021
Operating profit (£m)
1,968
350
2,241
Preference share and
paid-in equity cost allocation (£m)
(80)
(20)
(236)
Adjustment for tax (£m)
(529)
(92)
(501)
Adjusted attributable profit (£m)
1,359
238
1,504
Average RWAe (£bn)
36.0
11.2
106.0
Equity factor
14.5%
12.5%
13.0%
Average notional equity (£bn)
5.2
1.4
13.8
Return on equity
26.1%
17.0%
10.9%
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
409
Non-IFRS financial measures continued
6
6
.
.
B
B
a
a
n
n
k
k
n
n
e
e
t
t
i
i
n
n
t
t
e
e
r
r
e
e
s
s
t
t
m
m
a
a
r
r
g
g
i
i
n
n
Bank net interest margin is net interest income as a percentage of bank average interest-
earning assets. Bank average interest earning assets are average interest earning assets
of the banking business of NatWest Group excluding liquid asset buffer.
Liquid asset buffer consists of assets held by NatWest Group, such as cash and balances
at central banks and debt securities in issue, that can be used to ensure repayment of
financial obligations as they fall due. The exclusion of liquid asset buffer presents net
interest margin on a basis more comparable with UK peers and excludes the impact of
regulatory driven factors. A reconciliation is shown below including a comparison to the
nearest GAAP measure: net interest margin. This is net interest income as a percentage of
average interest earning assets.
Year ended
31 December
31 December
31 December
2023
2022
2021
£m
£m
£m
Continuing operations
NatWest Group net interest income
11,049
9,842
7,535
Average interest earning assets (IEA)
520,591
544,162
519,304
Less liquid asset buffer average IEA
(157,677)
(198,927)
(192,036)
Bank average IEA
362,914
345,235
327,268
NatWest Group net interest margin
2.12%
1.81%
1.45%
Bank net interest margin
3.04%
2.85%
2.30%
Retail Banking
Net interest income
5,496
5,224
4,074
Retail Banking average IEA
222,174
210,404
196,043
Less liquid asset buffer average IEA
(16,730)
(19,581)
(16,913)
Adjusted Retail Banking average IEA
205,444
190,823
179,130
Retail Banking net interest margin
2.68%
2.74%
2.27%
Private Banking
Net interest income
710
777
480
Private Banking average IEA
27,072
29,308
27,224
Less liquid asset buffer average IEA
(8,088)
(10,221)
(8,949)
Adjusted Private Banking average IEA
18,984
19,087
18,275
Private Banking net interest margin
3.74%
4.07%
2.63%
Year ended
31 December
31 December
31 December
2023
2022
2021
Commercial & Institutional
£m
£m
£m
Net interest income
5,044
4,171
2,974
Commercial & Institutional average IEA
244,445
245,316
238,642
Less liquid asset buffer average IEA
(112,931)
(119,244)
(117,686)
Adjusted Commercial & Institutional average IEA
131,514
126,072
120,956
Commercial & Institutional net interest margin
3.84%
3.31%
2.46%
7
7
.
.
T
T
a
a
n
n
g
g
i
i
b
b
l
l
e
e
n
n
e
e
t
t
a
a
s
s
s
s
e
e
t
t
v
v
a
a
l
l
u
u
e
e
(
(
T
T
N
N
A
A
V
V
)
)
p
p
e
e
r
r
o
o
r
r
d
d
i
i
n
n
a
a
r
r
y
y
s
s
h
h
a
a
r
r
e
e
TNAV per ordinary share is calculated as tangible equity divided by the number of
ordinary shares in issue.
This is a measure used by external analysts in valuing the bank and allows for comparison
with other per ordinary share metrics including the share price.
Year ended
31 December
31 December
2023
2022
Ordinary shareholders’ interests (£m)
33,267
32,598
Less intangible assets (£m)
(7,614)
(7,116)
Tangible equity (£m)
25,653
25,482
Ordinary shares in issue (millions)
(1)
8,792
9,659
TNAV per ordinary share
292p
264p
(1)
At the General Meeting and Class Meeting on 25 August, the shareholders approved the proposed special dividend and
share consolidation. On 30 August the issued ordinary share capital was consolidated in the ratio of 14 existing shares for
13 new shares. Comparatives for the number of shares in issue and TNAV per ordinary share have not been adjusted. The
number of ordinary shares in issue excludes own shares held.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
410
Non-IFRS financial measures continued
8
8
.
.
C
C
u
u
s
s
t
t
o
o
m
m
e
e
r
r
d
d
e
e
p
p
o
o
s
s
i
i
t
t
s
s
e
e
x
x
c
c
l
l
u
u
d
d
i
i
n
n
g
g
c
c
e
e
n
n
t
t
r
r
a
a
l
l
i
i
t
t
e
e
m
m
s
s
Customer deposits excluding central items is calculated as total NatWest Group customer
deposits excluding Central items & other customer deposits.
Central items & other includes Treasury repo activity and Ulster Bank RoI. The exclusion of
Central items & other removes the volatility relating to Treasury repo activity and the
expected reduction of deposits as part of our withdrawal from the Republic of Ireland.
These items may distort period-on-period comparisons and their removal gives the user of
the financial statements a better understanding of the movements in customer deposits.
2023
2022
£bn
£bn
Customer deposits
431.4
450.3
Less Central items & other
(12.3)
(17.4)
Customer deposits excluding central items
419.1
432.9
9
9
.
.
N
N
e
e
t
t
l
l
o
o
a
a
n
n
s
s
t
t
o
o
c
c
u
u
s
s
t
t
o
o
m
m
e
e
r
r
s
s
e
e
x
x
c
c
l
l
u
u
d
d
i
i
n
n
g
g
c
c
e
e
n
n
t
t
r
r
a
a
l
l
i
i
t
t
e
e
m
m
s
s
Net loans to customers excluding central items is calculated as total NatWest Group net
loans to customers excluding Central items & other net loans to customers.
Central items & other includes Treasury reverse repo activity and Ulster Bank RoI. The
exclusion of Central items & other removes the volatility relating to Treasury reverse repo
activity and the reduction of loans to customers over 2022 as part of our withdrawal from
the Republic of Ireland. This allows for better period-on-period comparisons and gives the
user of the financial statements a better understanding of the movements in net loans to
customers.
2023
2022
£bn
£bn
Total loans to customers (amortised cost)
381.4
366.3
Less Central items & other
(25.8)
(19.6)
Net loans to customers excluding central items
355.6
346.7
1
1
0
0
.
.
L
L
o
o
a
a
n
n
:
:
d
d
e
e
p
p
o
o
s
s
i
i
t
t
r
r
a
a
t
t
i
i
o
o
(
(
e
e
x
x
c
c
l
l
.
.
r
r
e
e
p
p
o
o
s
s
a
a
n
n
d
d
r
r
e
e
v
v
e
e
r
r
s
s
e
e
r
r
e
e
p
p
o
o
s
s
)
)
Loan:deposit ratio (excl. repos and reverse repos) is calculated as net customer loans held
at amortised cost excluding reverse repos divided by total customer deposits excluding
repos. This is a common metric used to assess liquidity.
The removal of repos and reverse repos reduces volatility and presents the ratio on a
basis that is comparable to UK peers. A reconciliation is shown below including a
comparison to the nearest GAAP measure: loan:deposit ratio. This is calculated as net
loans to customers held at amortised cost divided by customer deposits.
As at
31 December
31 December
31 December
2023
2022
2021
£m
£m
£m
Loans to customers - amortised cost
381,433
366,340
358,990
Less reverse repos
(27,117)
(19,749)
(25,962)
Loans to customers - amortised cost
(excl. reverse repos)
354,316
346,591
333,028
Customer deposits
431,377
450,318
479,810
Less repos
(10,844)
(9,828)
(14,541)
Customer deposits cost (excl. repos)
420,533
440,490
465,269
Loan:deposit ratio
88%
81%
75%
Loan:deposit ratio (excl. repos and reverse repos)
84%
79%
72%
1
1
1
1
.
.
L
L
o
o
a
a
n
n
i
i
m
m
p
p
a
a
i
i
r
r
m
m
e
e
n
n
t
t
r
r
a
a
t
t
e
e
Loan impairment rate is the loan impairment charge divided by gross customer loans. This
measure is used to assess the credit quality of the loan book.
Year ended
31 December
31 December
2023
2022
Loan impairment charge/(release) (£m)
578.0
337
Gross customer loans (£bn)
384.9
369.7
L
o
o
a
a
n
n
i
i
m
m
p
p
a
a
i
i
r
r
m
m
e
e
n
n
t
t
r
r
a
a
t
t
e
e
15bps
9bps
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
411
Non-IFRS financial measures continued
1
1
2
2
.
.
F
F
u
u
n
n
d
d
e
e
d
d
a
a
s
s
s
s
e
e
t
t
s
s
Funded assets is calculated as total assets less derivative assets. This measure allows
review of balance sheet trends exclusive of the volatility associated with derivative fair
values.
As at
31 December
31 December
2023
2022
£m
£m
Total assets
692,673
720,053
Less derivative assets
(78,904)
(99,545)
F
u
u
n
n
d
d
e
e
d
d
a
a
s
s
s
s
e
e
t
t
s
s
613,769
620,508
1
1
3
3
.
.
A
A
U
U
M
M
A
A
AUMA comprises both assets under management (AUMs) and assets under administration
(AUAs) serviced through the Private Banking segment.
AUMs comprise assets where the investment management is undertaken by Private
Banking on behalf of Private Banking, Retail Banking and Commercial & Institutional
customers.
AUAs comprise i) third party assets held on an execution-only basis in custody by Private
Banking, Retail Banking and Commercial & Institutional for their customers, for which the
execution services are supported by Private Banking, and for which Private Banking
receives a fee for providing investment management and execution services to Retail
Banking and Commercial & Institutional business segments ii) AUAMA of Cushon, acquired
on 1 June 2023, which are supported by Private Banking and held and managed by third
parties.
This measure is tracked and reported as the amount of funds that we manage or
administer directly impacts the level of investment income that we receive.
1
1
4
4
.
.
A
A
U
U
M
M
n
n
e
e
t
t
f
f
l
l
o
o
w
w
s
s
AUM net flows refers to client cash inflows and outflows relating to investment products
(this can include transfers from savings accounts). AUM net flows excludes the impact of
European Economic Area (EEA) resident client outflows following the UK’s exit from the
EU and Russian client outflows since Q1 2022.
AUM net flows is reported and tracked to monitor the business performance of new
business inflows and management of existing client withdrawals across Retail Banking,
Private Banking and Commercial & Institutional Banking.
1
1
5
5
.
.
W
W
h
h
o
o
l
l
e
e
s
s
a
a
l
l
e
e
f
f
u
u
n
n
d
d
i
i
n
n
g
g
Wholesale funding comprises deposits by banks (excluding repos), debt securities in issue
and subordinated liabilities.
Funding risk is the risk of not maintaining a diversified, stable and cost-effective funding
base. The disclosure of wholesale funding highlights the extent of our diversification and
how we mitigate funding risk.
1
1
6
6
.
.
T
T
h
h
i
i
r
r
d
d
p
p
a
a
r
r
t
t
y
y
r
r
a
a
t
t
e
e
s
s
Third party customer asset rate is calculated as interest receivable on third-party loans to
customers as a percentage of third-party loans to customers. This excludes assets of
disposal groups, intragroup items, loans to banks and liquid asset portfolios. Third party
customer funding rate reflects interest payable or receivable on third-party customer
deposits, including interest bearing and non-interest bearing customer deposits. Intragroup
items, bank deposits, debt securities in issue and subordinated liabilities are excluded for
customer funding rate calculation.
These metrics help investors better understand our net interest margin and interest rate
sensitivity.
1
1
7
7
.
.
C
C
l
l
i
i
m
m
a
a
t
t
e
e
a
a
n
n
d
d
s
s
u
u
s
s
t
t
a
a
i
i
n
n
a
a
b
b
l
l
e
e
f
f
u
u
n
n
d
d
i
i
n
n
g
g
a
a
n
n
d
d
f
f
i
i
n
n
a
a
n
n
c
c
i
i
n
n
g
g
The climate and sustainable funding and financing metric is used by NatWest Group to
measure the level of support it provides customers, through lending products and
underwriting activities, to help in their transition towards a net zero, climate resilient and
sustainable economy. We have a target to provide £100 billion of climate and sustainable
funding and financing between the 1 of July 2021 and the end of 2025. As part of this, we
aim to provide at least £10 billion in lending for residential properties with EPC ratings A
and B between 1 January 2023 and the end of 2025.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
412
customers
Serving our
every day
Additional information
414
The capital requirements (country by country reporting)
417
Risk factors
442
Material contract
445
Shareholder information
445
Financial calendar
446
Analysis of ordinary shareholders
447
Shareholder enquiries
447
Important addresses
447
Principal offices
448
Presentation of information
448
Forward-looking statements
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
413
The Capital Requirements (Country by Country Reporting) Regulations
(Audited)
This report has been prepared for NatWest Group to comply with the Capital Requirements (Country by Country Reporting) Regulations 2013 which implement Article 89 of the Capital
Requirements Directive IV.
This report shows the income, profit/(loss) before tax, tax paid/(received), average and spot employee numbers on a full-time equivalent basis for the entities located in the countries in
which we operate.
C
C
o
o
u
u
n
n
t
t
r
r
y
y
Each subsidiary or branch is allocated to the country in which it is resident for tax purposes. The data is consolidated for all the subsidiaries and branches allocated to each country.
I
I
n
n
c
c
o
o
m
m
e
e
a
a
n
n
d
d
p
p
r
r
o
o
f
f
i
i
t
t
/
/
(
(
l
l
o
o
s
s
s
s
)
)
b
b
e
e
f
f
o
o
r
r
e
e
t
t
a
a
x
x
Income includes internal service fee income from other countries, which is eliminated on consolidation for accounting purposes and is shown as an elimination from total income in the
tables below. Income and profit/(loss) totals are reported in Note 4 within the Geographical segments table.
T
T
a
a
x
x
p
p
a
a
i
i
d
d
/
/
(
(
r
r
e
e
c
c
e
e
i
i
v
v
e
e
d
d
)
)
Tax paid/(received) disclosed under CRD IV relates to corporation tax.
Corporation tax paid represents net cash taxes paid to/(received) from the tax authorities in each jurisdiction.
Corporation tax paid is reported on a cash basis as opposed to an accounting basis and therefore does not necessarily have a direct correlation to the reported profits or losses arising
in the year. For example, in certain jurisdictions taxable profits may be reduced as a result of the offset of tax losses brought forward from prior years; or tax payments may be
calculated with reference to prior year profits.
F
F
u
u
l
l
l
l
t
t
i
i
m
m
e
e
e
e
q
q
u
u
i
i
v
v
a
a
l
l
e
e
n
n
t
t
e
e
m
m
p
p
l
l
o
o
y
y
e
e
e
e
s
s
(
(
F
F
T
T
E
E
s
s
)
)
FTEs are allocated to the country in which they are primarily based for the performance of their employment duties. The figures disclosed represent the average number of FTEs,
including temporary staff, in each country during the period. The FTEs, including temporary staff, at 31 December 2023, have been added for completeness.
P
P
u
u
b
b
l
l
i
i
c
c
s
s
u
u
b
b
s
s
i
i
d
d
i
i
e
e
s
s
r
r
e
e
c
c
e
e
i
i
v
v
e
e
d
d
No public subsidies were received during the period.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
414
The Capital Requirements (Country by Country Reporting Regulations) (Audited) continued
N
N
a
a
t
t
W
W
e
e
s
s
t
t
G
G
r
r
o
o
u
u
p
p
C
C
o
o
u
u
n
n
t
t
r
r
y
y
-
-
b
b
y
y
-
-
C
C
o
o
u
u
n
n
t
t
r
r
y
y
t
t
a
a
x
x
b
b
r
r
e
e
a
a
k
k
d
d
o
o
w
w
n
n
2
2
0
0
2
2
3
3
Headcount
Profit/(loss)
Tax paid/
Average FTE
FTE including temporary
Income (1,2)
before tax (1)
(received)
including
staff as at the year end
Country
£m
£m
£m
temporary staff
31 December 2023
UK
13,669
5,771
954
40,215
39,973
Guernsey
184
138
9
94
92
Isle of Man
99
27
2
373
361
Jersey
541
260
15
774
778
UK region
(3)
14,493
6,196
980
41,456
41,204
Finland
16
12
3
6
7
France
34
(1)
3
67
66
Germany
77
24
1
117
108
Gibraltar
48
24
4
66
66
Greece
(1)
(1)
1
1
1
Republic of Ireland
-
(542)
-
1,096
380
Italy
10
1
1
19
22
Luxembourg
146
108
1
73
76
Netherlands
171
84
-
122
124
Norway
6
5
1
-
-
Poland
79
7
-
1,552
1,492
Spain
-
-
(1)
-
-
Sweden
16
8
3
40
42
Switzerland
139
9
2
285
298
Turkey
2
1
-
2
2
Europe region
(3)
743
(261)
19
3,446
2,684
USA
146
44
-
269
276
Cayman Islands
-
1
-
-
-
US region
(3)
146
45
-
269
276
Hong Kong
2
5
-
3
-
India
464
63
33
16,327
16,944
Japan
23
3
1
36
34
Singapore
55
15
-
114
111
Asia Pacific region
(3)
544
86
34
16,480
17,089
UK region
14,493
6,196
980
41,456
41,204
Europe region
743
(261)
19
3,446
2,684
US region
146
45
-
269
276
Rest of World region
544
86
34
16,480
17,089
Global total
15,926
6,066
1,033
61,651
61,253
Elimination of internal
service fee income
(1,168)
-
-
-
-
Global total
14,758
6,066
1,033
61,651
61,253
For the notes to this table refer to the following page.
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2023 Annual Report and Accounts
415
The Capital Requirements (Country by Country Reporting Regulations) (Audited) continued
NatWest Group Country-by-Country tax breakdown 2022
Headcount
(Loss)/profit
Tax paid/
Average FTE
FTE including temporary
Income (1,2)
before tax (1)
(received)
including
staff as at the year end
Country
£m
£m
£m
temporary staff
31 December 2022
UK
12,568
5,401
1,172
40,003
40,418
Guernsey
166
130
4
90
93
Isle of Man
77
25
(1)
357
369
Jersey
359
160
7
717
754
UK region
(3)
13,170
5,716
1,182
41,167
41,634
Finland
15
13
3
4
5
France
38
2
-
61
66
Germany
25
(10)
1
105
118
Gibraltar
41
23
-
65
70
Greece
-
(1)
-
1
1
Republic of Ireland
(409)
(1,024)
2
1,919
1,792
Italy
10
1
(3)
16
16
Luxembourg
79
53
2
62
69
Netherlands
142
51
-
117
114
Norway
4
4
1
-
-
Poland
55
1
-
1,445
1,536
Spain
1
-
-
2
-
Sweden
22
11
3
34
34
Switzerland
112
(7)
3
277
278
Turkey
2
1
-
2
2
Europe region
(3)
137
(882)
12
4,110
4,101
USA
95
(46)
1
268
260
US region
(3)
95
(46)
1
268
260
Hong Kong
1
1
-
6
6
India
414
51
28
14,480
15,703
Japan
17
3
-
39
39
Singapore
65
27
-
108
114
Asia Pacific region
(3)
497
82
28
14,633
15,862
UK region
13,170
5,716
1,182
41,167
41,634
Europe region
137
(882)
12
4,110
4,101
US region
95
(46)
1
268
260
Rest of World region
497
82
28
14,633
15,862
Global total
13,899
4,870
1,223
60,178
61,857
Elimination of internal
service fee income
(1,038)
-
-
-
-
Global total
12,861
4,870
1,223
60,178
61,857
(1)
A full list of NatWest Group’s subsidiaries names, nature of activities and
geographical locations is available in Note 12 of the parent company accounts.
(2)
The figures for 2022 have been re-presented to include the internal service fee
income from other countries.
(3)
Includes internal service fee income of £489 million for UK region (2022 - £444
million), £232 million for Europe region (2022 - £194 million), £3 million for US
region (2022 - £1 million) and £444 million for Asia Pacific region (2022 - £399
million)
(4)
The amounts shown above are presented to the nearest million and as a result
any amounts less than £0.5 million have been rounded to zero.
(5)
The information above is presented on a gross reporting basis and includes
results from discontinued operations. The results from discontinued operations
are included in the Republic of Ireland totals, increase in income: £6 million; loss
before tax: £112 million; tax paid: nil; subsidies received: nil; average
headcount: 130; headcount as at 31 December 2023: nil (2022 - Decrease in
income: £295 million; loss before tax: £262 million; tax paid: nil; subsidies
received: nil; average headcount: 531; headcount as at 31 December 2022 -
396).
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2023 Annual Report and Accounts
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Risk factors
Principal Risks and Uncertainties
Set out below are certain risk factors that could have a material adverse effect on
NatWest Group’s future results, its financial condition and/or prospects and cause them
to be materially different from what is forecast or expected, and directly or indirectly
impact the value of its securities. These risk factors are broadly categorised and should
be read in conjunction with other risk factors in this section and other parts of this
annual report, including the forward-looking statements section, the strategic report and
the risk and capital management section. They should not be regarded as a complete
and comprehensive statement of all potential risks and uncertainties facing NatWest
Group.
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NatWest Group, its customers and its counterparties face continued economic
and political risks and uncertainties in the UK and global markets, including as a
result of inflation and interest rates, supply chain disruption, and geopolitical
developments.
As a principally UK-focused banking group, NatWest Group is affected by global
economic and market conditions and is, particularly exposed to those conditions in the
UK. Uncertain and volatile economic conditions can create a challenging operating
environment for financial services companies such as NatWest Group. The outlook for
the UK and the global economy is affected by many factors including: GDP growth,
inflation and changing interest rates, changing asset prices (including residential and
commercial property), energy prices, supply chain disruption, and changes to monetary
and fiscal policy.
These conditions could be exacerbated by a number of factors including: instability in the
UK and/or global financial systems, market volatility and change, fluctuations in the value
of the pound sterling, new or extended economic sanctions, economic volatility in the UK
or globally, volatility in commodity prices, political uncertainty or instability (for example
the upcoming US presidential election and the UK general election to take place before
February 2025), or concerns regarding sovereign debt or sovereign credit ratings,
changing demographics in the markets that NatWest Group and its customers serve,
increasing social and other inequalities, rapid changes to the economic environment due
to the adoption of technology, automation, artificial intelligence, or due to climate change
and/or other sustainability-related risks. Refer to ‘
Changes in interest rates will continue
to affect NatWest Group’s business and results
’ and ‘
Fluctuations in currency exchange
rates may adversely affect NatWest Group’s results and financial condition
’.
NatWest Group is also exposed to risks arising out of geopolitical events or political
developments that may hinder economic or financial activity levels. Political, military or
diplomatic events, geopolitical tensions, armed conflict (for example the Russia-Ukraine
and Israel-Hamas conflicts), terrorist acts or threats, protectionist policies or trade
barriers, widespread public health crises, related potential adverse effects on supply
chains and the responses to any of the above scenarios by various governments and
markets, could negatively affect the business and performance of NatWest Group,
including as a result of the direct or indirect impact on UK, regional or global trade
and/or NatWest Group’s customers and counterparties.
In recent years, the UK has experienced significant political uncertainty and a general
election will take place before February 2025. Heightened political uncertainty could lead
to a loss of confidence in the UK that could, in turn, negatively impact the economy and
companies operating in the UK. NatWest Group also faces political uncertainty in
Scotland as a result of a possible Scottish independence referendum. Scottish
independence may adversely affect NatWest Group plc both in relation to its entities
incorporated in Scotland and in other jurisdictions. Any changes to Scotland’s relationship
with the UK or the EU may adversely affect the environment in which NatWest Group plc
and its subsidiaries operate and may require further changes to NatWest Group,
independently or in conjunction with other mandatory or strategic structural and
organisational changes, any of which could adversely affect NatWest Group. Refer to
Continuing uncertainty regarding the effects and extent of the UK’s post Brexit
divergence from EU laws and regulation, and NatWest Group’s post Brexit EU operating
model may adversely affect NatWest Group and its operating environment
’.
The value of NatWest Group’s own and other securities may be materially affected by
economic and market conditions. Market volatility, illiquid market conditions and
disruptions in the financial markets may make it very difficult to value certain of NatWest
Group’s own and other securities, particularly during periods of market displacement.
This could cause a decline in the value of NatWest Group’s own and other securities, or
inaccurate carrying values for certain financial instruments.
In addition, financial markets are susceptible to severe events evidenced by, or resulting
in, rapid depreciation in asset values, which may be accompanied by a reduction in asset
liquidity. Under these conditions, hedging and other risk management strategies may not
be as effective at mitigating losses as they would be under more normal market
conditions. Moreover, under these conditions, market participants are particularly
exposed to trading strategies employed by many market participants simultaneously
(and often automatically) and on a large scale, increasing NatWest Group’s counterparty
risk. NatWest Group’s risk management and monitoring processes seek to quantify and
mitigate NatWest Group’s exposure to extreme market moves.
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2023 Annual Report and Accounts
417
Risk factors continued
However, market events have historically been difficult to predict, and NatWest Group,
its customers and its counterparties could realise significant losses if extreme market
events were to occur.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
Changes in interest rates will continue to affect NatWest Group’s business and
results.
NatWest Group’s performance is affected by changes in interest rates. Benchmark
overnight interest rates, such as the UK base rate, increased in 2023, although forward
rates at 31 December 2023 suggested interest rates may begin to fall in 2024.
Stable interest rates support predictable income flow and less volatility in asset and
liability valuations, although persistently low and negative interest rates may adversely
affect NatWest Group. Further, volatility in interest rates may result in unexpected
outcomes both for interest income and asset and liability valuations which may adversely
affect NatWest Group. For example, unexpected movements in spreads between key
benchmark rates such as sovereign and swap rates may in turn affect liquidity portfolio
valuations. In addition, unexpected sharp rises in rates may also have negative impacts
on some asset and derivative valuations.
Furthermore, customer and investor responses to rapid changes in interest rates can
have an adverse effect on NatWest Group. For example, customers may make deposit
choices that provide them with higher returns than those then being offered by NatWest
Group, and NatWest Group may not respond with competitive products as rapidly, for
example following an interest rate change, which may in turn decrease NatWest Group’s
net interest income.
Movements in interest rates also influence and reflect the macroeconomic situation more
broadly, affecting factors such as business and consumer confidence, property prices,
default rates on loans, customer behaviour (which may adversely impact the
effectiveness of NatWest Group’s hedging strategy) and other indicators that may
indirectly affect NatWest Group.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
Fluctuations in currency exchange rates may adversely affect NatWest Group’s
results and financial condition.
Decisions of central banks (including the Bank of England, the European Central Bank
(ECB) and the US Federal Reserve) and political or market events, which are outside
NatWest Group’s control, may lead to sharp and sudden fluctuations in currency
exchange rates.
Although NatWest Group is principally a UK-focused banking group, it is subject to
structural foreign exchange risk from capital deployed in NatWest Group’s foreign
subsidiaries, branches and other strategic equity shareholdings. NatWest Group also
relies on issuing securities in non-sterling currencies, such as US dollars and euros, that
assist in meeting NatWest Group’s MREL requirements. In addition, NatWest Group
conducts banking activities in non-sterling currencies (for example, loans, deposits and
dealing activity) which affect its revenue. NatWest Group also uses service providers
based outside of the United Kingdom for certain services and as a result certain
operating results are subject to fluctuations in currency exchange rates.
NatWest Group maintains policies and procedures designed to manage the impact of its
exposure to fluctuations in currency exchange rates.
Nevertheless, changes in currency exchange rates, particularly in the sterling-US dollar
and sterling-euro rates, may adversely affect various accounting and financial metrics
including, the value of assets, liabilities (including the total amount of MREL-eligible
instruments), foreign exchange dealing activity, income and expenses, RWAs and hence
the reported earnings and financial condition of NatWest Group.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, reputation, and/or its ability to meet regulatory capital
adequacy requirements.
Continuing uncertainty regarding the effects and extent of the UK’s post Brexit
divergence from EU laws and regulation, and NatWest Group’s post Brexit EU
operating model may adversely affect NatWest Group and its operating
environment.
As a result of the UK’s withdrawal from the EU, certain aspects of the services provided
by NatWest Group require local licences or individual equivalence decisions (temporary or
otherwise) by relevant regulators. In late 2021 the European Commission proposed
legislation that would require non-EU firms to establish a branch or subsidiary in the EU
before providing ‘banking services’ in the EU.
When these proposals become law all
‘banking services’ provided by NatWest Group in the EU may be licensable activities in
each EU member state in which it provides such services and member states may not be
permitted to offer bilateral permissions to financial institutions outside the EU allowing
them to provide such ‘banking services’, except in limited circumstances.
NatWest Group continues to evaluate its EU operating model, making adaptations as
necessary. Changes to NatWest Group’s EU operating model have been, and may
continue to be, costly and failure to receive regulatory permissions and/or further
changes to its business operations, product offering, customer engagement, and
regulatory requirements could result in further costs and/or regulatory sanction.
The long-term effects of Brexit and the uncertainty regarding NatWest Group’s EU
operating model may adversely affect NatWest Group and its customers and
counterparties who are themselves dependent on trading with the EU or personnel from
the EU. The long-term effects of Brexit may also be exacerbated by wider UK and global
macroeconomic trends and events.
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2023 Annual Report and Accounts
418
Risk factors continued
Uncertainties remain as to the extent to which EU/EEA laws will diverge from UK law.
For example, bank regulation in the UK may diverge from European bank regulation
following the enactment of the Financial Services and Markets Act 2023 (‘FSMA 2023’)
and the Retained EU Law (Revocation and Reform) Act 2023. In particular, FSMA 2023
provides for the revocation of Retained EU Law relating to financial services regulation
but sets out that this process will likely take a number of years and that the intention is
that specific retained EU laws will not be revoked until such time as replacement
regulatory rules are in place. The actions taken by regulators in response to any new or
revised bank regulation and other rules affecting financial services, may adversely affect
NatWest Group, including its business, non-UK operations, group structure, compliance
costs, intragroup arrangements and capital requirements.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
HM Treasury (or UKGI on its behalf) could exercise a significant degree of
influence over NatWest Group and further offers or sales of NatWest Group’s
shares held by HM Treasury may affect the price of NatWest Group securities.
In its Autumn Statement 2023 (presented on 22 November 2023), the UK Government
confirmed its commitment to exiting its shareholding in NatWest Group plc, subject to
market conditions. It also stated that it “intends to fully exit by 2025-26 utilising a range
of disposal methods” and “will explore options to launch a share sale to retail investors in
the next twelve months, subject to supportive market conditions”.
NatWest Group plc has most recently: (i) carried out a directed buyback of NatWest
Group plc ordinary shares from HM Treasury in May 2023, and (ii) made purchases
under NatWest Group plc’s on-market buyback programmes announced in July 2023
and February 2024. NatWest Group plc may participate in similar directed or on-market
buybacks in the near- and medium-term future. As at 8 January 2024, HM Treasury held
36.94% of the ordinary share capital with voting rights of NatWest Group plc.
Achievement of the UK Government’s Autumn Statement 2023 objective is likely to entail
it selling a significant number of NatWest Group plc’s shares. The precise timing, method
and extent of further HM Treasury’s disposal of NatWest Group plc’s shares may be
driven by economic as well as other considerations and is uncertain, which could result in
a prolonged period of price volatility for NatWest Group plc’s ordinary shares and its (and
NatWest Group’s) other securities.
Any offers or sales of a substantial number of ordinary shares in NatWest Group plc by
HM Treasury (including at a discount or with other incentives), market expectations
about these offers or sales, or perceptions about the success or failure of any offers or
sales (including for example, media or public attention on any such offering or post-offer
share price performance), and any directed, on- or off-market buyback activity by
NatWest Group plc, could affect the prevailing market price for the outstanding ordinary
shares of NatWest Group plc and, in the case of a directed, on- or off-market buyback,
could reduce NatWest Group plc’s capital and liquidity, which may have an adverse
effect on NatWest Group.
HM Treasury has indicated that it intends to respect the commercial decisions of
NatWest Group and that NatWest Group will continue to have its own independent board
of directors and management team determining its own strategy. However, for as long
as HM Treasury remains NatWest Group plc’s largest single shareholder, HM Treasury
and UK Government Investments Limited (‘UKGI’) (as manager of HM Treasury’s
shareholding) could exercise a significant degree of influence over NatWest Group
including: the election or removal of directors, the appointment or removal of senior
management, NatWest Group’s capital strategy, dividend policy, remuneration policy or
the conduct of NatWest Group’s operations. HM Treasury or UKGI’s approach largely
depends on government policy, which could change.
The manner in which HM Treasury or UKGI exercises HM Treasury’s rights as NatWest
Group’s largest single shareholder could give rise to conflicts between the interests of
HM Treasury and the interests of other shareholders, including as a result of a change in
government policy, which may in turn adversely affect NatWest Group.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
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NatWest Group continues to implement its strategy, which carries significant
execution and operational risks and it may not achieve its stated aims and
targeted outcomes.
NatWest Group continues to implement its strategy, which is intended to reflect the
rapidly shifting environment and backdrop of significant disruption in society driven by
technology and changing customer expectations. Further, shifting trends include
digitalisation, decarbonisation, automation, artificial intelligence, e-commerce and hybrid
working, each of which has resulted in significant market volatility and change. There is
also increasing investor, employee, stakeholder, regulatory and customer scrutiny
regarding how businesses address these changes and related environmental challenges,
including climate change, biodiversity and other sustainability issues, including how
NatWest Group supports its customers’ transition to net zero, is tackling inequality,
working conditions, workplace health, safety and wellbeing, diversity and inclusion, data
protection and management, workforce management, human rights and supply chain
management.
In recent years, as part of its strategy, NatWest Group has refocused its NatWest
Markets business, and has also created the Commercial & Institutional business segment.
This business segment combines the previously separately reporting Commercial,
NatWest Markets and RBS International businesses to form a single business segment,
which focuses on serving Commercial & Institutional customers. It was created to
promote closer operational and strategic alignment to support growth, with more
integrated services to customers across NatWest Group entities within and outside the
ring-fenced banks, with the potential increased risk of breach of the UK ring-fencing
regime requiring effective conflicts of interest policies.
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2023 Annual Report and Accounts
419
Risk factors continued
Many factors may adversely impact the successful implementation of NatWest Group’s
strategy and the delivery of its intended benefits, including:
macroeconomic challenges including GDP growth, inflation, changing interest rates,
changing asset prices (including residential and commercial property), energy prices,
supply chain disruption, changes to monetary and fiscal policy, and the impact of
armed conflict, which may adversely affect NatWest Group’s customers, and which
could in turn impact adversely certain strategic initiatives and new venture
opportunities for NatWest Group;
changing customer expectations and behaviour in response to macroeconomic
conditions or developments, technology and other factors which could reduce the
profitability, competitiveness, or volume of the services NatWest Group offers;
the rapid emergence and rapid deployment of new technologies (such as artificial
intelligence, quantum computing, blockchain and digital currencies) resulting in a
potential shift across the market towards products and services that are not part of
NatWest Group’s core offering today;
increased competitive threats from incumbent banks, fintech companies, large
technology conglomerates and other new market entrants (including those that
emerge from mergers and consolidations) who may have competitive advantages in
terms of scale, technology and customer engagement;
uncertainties regarding, or changes by, the senior leadership of NatWest Group; and
changes to the regulatory environment and associated requirements which could
lead to shifts in operating cost and regulatory capital requirements, that impact
NatWest Group’s product offerings and business models (refer to ‘
NatWest Group’s
businesses are subject to substantial regulation and oversight, which are constantly
evolving and may adversely affect NatWest Group;
and NatWest Group could incur
losses or be required to maintain higher levels of capital as a result of limitations or
failure of various models.
’)
Delivery of NatWest Group’s strategy will require:
maintaining effective governance, procedures, systems and controls giving effect to
NatWest Group’s strategy;
managing a broad range of risks and opportunities related to changes in the
macroeconomic environment, customer expectations and behaviour, technology,
regulation and competition alongside the emerging risks and opportunities associated
with climate and other sustainability-related areas;
achieving a number of financial, capital and operational targets and expectations
within the relevant timeframe, or at all; and
continued cost-controlling measures, which may result in provisions in connection to
a lower NatWest Group’s cost base, may divert investment from other areas, and
may vary considerably from year to year.
In pursuing its strategy, NatWest Group may not be able to successfully: (i) implement
some or all aspects of its strategy; (ii) meet any or all of the related targets or
expectations of its strategy; and otherwise realise the anticipated benefits of its strategy,
in a timely manner, or at all; or (iii) realise the intended strategic objectives of any other
future strategic or growth initiative. The scale and scope of its strategy and the intended
changes continue to present material business, operational and regulatory (including
compliance with the UK ring-fencing regime), conflicts, legal, execution, IT system,
cybersecurity, internal culture, conduct and people risks to NatWest Group. Implementing
changes and strategic actions, including in respect of any growth initiatives, requires the
effective application of robust governance and controls frameworks and robust IT
systems and there is a risk that NatWest Group may not be successful in all these
respects. The ongoing implementation of NatWest Group’s strategy could result in
materially higher costs than initially contemplated (including due to material uncertainties
and factors outside of NatWest Group’s control) and may not be completed as planned
(both in terms of substantive targets and timing), or at all. This could lead to additional
management actions by NatWest Group.
Each of these risks, and others identified in these Principal Risks and Uncertainties,
individually or collectively could jeopardise the implementation and delivery of NatWest
Group’s strategy, impact NatWest Group’s products and services offering, its reputation
with customers or business model and adversely affect NatWest Group’s ability to deliver
its strategy and meet its targets and guidance.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
Acquisitions, divestments, other strategic transactions and/or the withdrawal from
the Republic of Ireland by NatWest Group may not be successful, and
consolidation or fragmentation of the financial services industry may adversely
affect NatWest Group.
The financial services industry is experiencing continued competitive pressure resulting
from technological advancement that disrupts traditional business models and from
incumbent banks, fintech companies, large technology conglomerates and other new
market entrants. To compete effectively, NatWest Group may decide, as part of its
strategy, to undertake acquisitions, investments, the purchase of assets and liabilities,
divestments, restructurings, reorganisations, joint ventures and other strategic
partnerships, as well as other transactions and initiatives.
In addition, NatWest Group may decide to grow its business through these transactions
and initiatives to, amongst others: (i) enhance capabilities that may lead to better
productivity or cost efficiencies; (ii) acquire talent; (iii) pursue new products or expand
existing products; and/or (iv) enter new markets or enhance its presence in existing
markets.
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NatWest Group
2023 Annual Report and Accounts
420
Risk factors continued
In pursuing its strategy, NatWest Group may not fully realise the expected benefits and
value from the above-mentioned transactions and initiatives in the time, or to the degree,
anticipated, or at all. In particular, NatWest Group may: (i) fail to realise the business
rationale for the transaction or initiative, or rely on assumptions underlying the business
plans supporting the valuation of a target transaction or initiative that may prove
inaccurate, for example, regarding synergies and expected commercial demand; (ii) fail
to successfully integrate any acquired businesses, investment, joint-venture or assets
(including in respect of technologies, existing strategies, products, governance, systems
and controls, and human capital) or to successfully divest or restructure a business; (iii)
fail to retain key employees, customers and suppliers of any acquired or restructured
business; (iv) be required or wish to terminate pre-existing contractual relationships,
which could prove costly and/or be executed at unfavourable terms and conditions; (v)
fail to discover certain contingent or undisclosed liabilities in businesses that it acquires,
or its due diligence to discover any such liabilities may be inadequate; (vi) not obtain
necessary regulatory and other approvals or onerous conditions may be attached to
such approvals; and (vii) compete with existing larger banks or financial institutions (and
those that emerge from mergers and consolidations) or other larger entities offering
financial services products that may have more bargaining power in negotiations than
NatWest Group. Accordingly, NatWest Group may not be successful in changing its
business and any particular transaction may not succeed, may be limited in scope or
scale (including due to NatWest Group’s current ownership structure) and may not
conclude on the terms contemplated, or at all.
For example, in the context of divestments, the remaining phases of NatWest Group’s
phased withdrawal from ROI entails commercial, operational, reputational, legal and
execution risks, as it will require transfers of business, assets and liabilities. These risks
include: (i) inability to return capital from Ulster Bank Ireland DAC to its parent or
additional costs for its parent; (ii) higher than anticipated recognition of disposal losses as
part of the orderly run-down of certain loan portfolios; (iii) execution risks and additional
operational expense and resource to facilitate exit; (iv) the inability to obtain necessary
approvals and/or support from governmental authorities, regulators and/or other
stakeholders; (v) potential loss of colleagues; (vi) regulatory risk, including in relation to
prudential, conduct and other regulatory requirements; (vii) brand and/or reputational
risks and stakeholder scrutiny about the phased withdrawal from ROI. These risks and
uncertainties may result in the withdrawal costing more, taking more time, being more
complex or harder to mitigate than currently estimated. These risks and other
divestment risks may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, reputation, or its ability to complete its phased withdrawal
from ROI.
Continued competitive pressure in the financial services industry from both established
and new market entrants such as technology companies, may have a negative impact
on NatWest Group’s business. Existing larger banks or financial institutions (and those
that emerge from mergers and consolidations) or other larger entities offering financial
services products may have more bargaining power in negotiations than NatWest Group
and therefore may be in a position to extract more advantageous terms than NatWest
Group. Refer to ‘
NatWest Group operates in markets that are highly competitive, with
competitive pressures and technology disruption’.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
The transfer of NatWest Group’s Western European corporate portfolio involves
certain risks.
To improve efficiencies and best serve customers following Brexit, NatWest Group
expects that certain of its assets, liabilities, transactions and activities (including NatWest
Group’s Western European corporate portfolio principally consisting of term funding and
revolving credit facilities), may be: (i) transferred from the ring-fenced subgroup of
NatWest Group to NWM Group and/or (ii) transferred to the ring-fenced subgroup of
NatWest Group from NWM Group, subject to regulatory and customer requirements. The
timing, success and quantum of any of these transfers remain uncertain as is the impact
of these transactions on its results of operations.
As a result, this may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
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NatWest Group may not achieve its ambitions, targets, guidance it communicates
or be in a position to continue to make discretionary capital distributions
(including dividends to shareholders).
As part of NatWest Group’s strategy, it has set a number of financial, capital and
operational targets including in respect of its: CET1 ratio target, MREL targets, return on
tangible equity (ROTE), funding plans and requirements, employee engagement, diversity
and inclusion as well as climate-related targets (including its climate and sustainable
funding and financing targets) and customer satisfaction targets and discretionary capital
distributions (including dividends to shareholders). Refer to ‘
NatWest Group continues to
implement its strategy, which carries significant execution and operational risks and may
not achieve its stated aims and targeted outcomes.
NatWest Group’s ability to meet its ambitions, targets and guidance and make
discretionary capital distributions is subject to various internal and external factors, risks
and uncertainties. These include but are not limited to: UK and global macroeconomic,
political, market and regulatory uncertainties, operational risks and risks relating to
NatWest Group’s business model and strategy (including risks associated with climate
and other sustainability-related issues), competitive pressures, and litigation,
governmental actions, investigations and regulatory matters. If assumptions, judgements
and estimates (for example about future economic conditions) prove to be incorrect
NatWest Group may not achieve any or all or its ambitions, targets, or guidance.
In addition, as NatWest Group plc is a non-operating holding company, its source of
income is from its operating subsidiaries that hold the principal assets and operations of
NatWest Group and its ability to continue to make capital distributions (including
dividends to shareholders) is therefore subject to such subsidiaries’ financial
performance, and their respective ability to make capital distributions directly or
indirectly to NatWest Group plc which, in certain cases, could also be restricted by
applicable laws, regulations and other requirements.
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NatWest Group
2023 Annual Report and Accounts
421
Risk factors continued
Refer to ‘
NatWest Group, its customers and its counterparties face continued economic
and political risks and uncertainties in the UK and global markets, including as a result of
inflation and interest rates, supply chain disruption and geopolitical developments.
Any failure of NatWest Group to achieve ambitions, targets or guidance, or make
discretionary capital distributions may
have a material adverse effect on NatWest
Group’s future results, financial condition, prospects, and/or reputation.
NatWest Group operates in markets that are highly competitive, with competitive
pressures and technology disruption.
The markets within which NatWest Group operates are highly competitive. NatWest
Group expects competition to continue and intensify in response to various changes
including: evolving customer behaviour, technological changes (including digital
currencies and other instruments, stablecoins and the growth of digital banking, such as
from fintech entrants), competitor behaviour, new entrants to the market (including non-
traditional financial services providers such as retail or technology conglomerates, who
may have competitive advantages in scale, technology and customer engagement),
competitive foreign exchange offerings, industry trends resulting in increased
disaggregation or unbundling of financial services or conversely the re-intermediation of
traditional banking services, and the impact of regulatory actions and other factors. In
particular, developments in the financial sector resulting from new (or more competitive)
banking, lending and payment products and services offered by rapidly evolving
incumbents, challengers (including shadow banks and alternative lenders, i.e. entities
which carry out activities of a similar nature to banks but without the same regulatory
oversight) and new entrants such as technology companies (which may result in a shift in
customer behaviour) and the introduction of disruptive technology, may impede NatWest
Group’s ability to grow or retain its market share and impact its revenues and
profitability, particularly in its key UK retail and commercial and institutional banking
segments. Moreover, innovations such as biometrics, artificial intelligence (including
generative artificial intelligence), automation, the cloud, blockchain, cryptocurrencies and
quantum computing may rapidly facilitate industry transformation.
Some of these trends have been catalysed by various regulatory and competition policy
interventions, including the UK initiative on Open Banking, ‘Open Finance’ and other
remedies imposed by the Competition and Markets Authority (‘CMA’), which are
designed to further promote competition within the financial sector (including banking).
The competition enhancing measures under NatWest Group’s independently
administered Alternative Remedies Package (ARP) benefit grant recipients and eligible
competitors. The ARP may be more costly than anticipated and may adversely affect
NatWest Group’s competitive position and/or reputation. Failure
to comply with the terms
of the ARP scheme could result in the imposition of additional measures or limitations on
NatWest Group’s operations, additional supervision by NatWest Group’s regulators, and
loss of investor confidence.
Increasingly, many of the products and services offered by NatWest Group are, and will
become, more technology intensive, including through digitalisation and the use of
artificial intelligence. For example, NatWest Group has invested in a number of fintech
ventures, including Mettle, FreeAgent, Tyl, Rapid Cash, Rooster Money, Vodeno and
Cushon. NatWest Group’s ability to develop or acquire such digital solutions (which also
need to comply with applicable and evolving regulations) and their integration in NatWest
Group’s systems and controls has become increasingly important to retaining and
growing NatWest Group’s competitiveness, market share and customer-facing
businesses in the UK or elsewhere. There is a risk that NatWest Group’s innovation
strategy, which includes investment in its IT capability intended to address the material
increase in customer and merchant use of online and mobile technology for banking as
well as selective acquisitions, which carry associated risks will be successful or that it will
allow NatWest Group to successfully offer innovative products and services in the future.
For example, NatWest Group’s current or future competitors may be more successful
than NatWest Group in implementing technologies for delivering products or services to
their customers, which may adversely affect its competitive position. NatWest Group may
also fail to identify future opportunities or fail to derive benefits from technologies in a
context of technological innovation, changing customer behaviour and changing
regulatory demands, resulting in increased competition from traditional banking
businesses as well as new providers of financial services, including technology
conglomerates with strong brand recognition, that may be able to develop financial
services at a lower cost base.
NatWest Group’s competitors may also be better able to attract and retain customers
and key employees, may have more effective IT systems, and may have access to lower
cost funding and/or be able to attract deposits on more favourable terms than NatWest
Group. Although NatWest Group invests in new technologies and participates in industry
and research-led initiatives aimed at developing new technologies, such investments may
be insufficient or ineffective, especially given NatWest Group’s focus on cost efficiencies.
This could affect NatWest Group’s ability to offer innovative products or technologies for
delivering products or services to customers and its competitive position.
Furthermore, the development of innovative products depends on NatWest Group’s
ability to effectively produce, acquire, or manage underlying high-quality data, failing
which its ability to offer innovative products may be compromised.
If NatWest Group is unable to offer competitive, attractive and innovative products that
are also profitable and rolled out in a timely manner; it will lose market share, incur
losses on some or all of its initiatives and lose opportunities for growth. In this context,
NatWest Group is investing in the automation of certain solutions and interactions within
its customer-facing businesses, including through automated processes and artificial
intelligence. Such initiatives may result in operational, reputational and conduct risks if
the technology used is not used appropriately, is defective, inadequate or is not fully
integrated into NatWest Group’s current solutions, systems and controls. There can be
no certainty that such initiatives will deliver the expected cost savings and investment in
technology (including automated processes and artificial intelligence) will likely also result
in increased costs for NatWest Group.
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
422
Risk factors continued
In addition, the implementation of NatWest Group’s strategy (including in relation to
acquisitions, divestments, reorganisations and/or partnerships), delivery on its climate
ambition, cost-controlling measures, as well as employee remuneration constraints, may
also have an impact on its ability to compete effectively. Intensified competition from
incumbents, challengers and new entrants as well as disintermediation by large
technology companies could affect NatWest Group’s ability to maintain satisfactory
returns. Moreover, activist investors have increasingly become engaged and
interventionist in recent years, which may pose a threat to NatWest Group’s strategic
initiatives. Furthermore, continued consolidation or technological or other developments
in the financial services industry could result in NatWest Group’s competitors gaining
greater capital and other resources, including the ability to offer a broader and more
attractive or better value range of products and services and geographic diversity, or the
emergence of new competitors.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group has significant exposure to counterparty and borrower risk
including credit losses, which may have an adverse effect on NatWest Group.
NatWest Group has exposure to many different sectors, customers and counterparties,
and risks arising from actual or perceived changes in credit quality and the recoverability
of monies due from borrowers and other counterparties are inherent in a wide range of
NatWest Group’s businesses. NatWest Group’s lending strategy and associated
processes and systems may fail to identify, anticipate or quickly react to weaknesses or
risks in a particular sector, market, borrower or counterparty, or NatWest Group’s credit
risk appetite relative to competitors, or fail to appropriately value physical or financial
collateral. This may result in increased default rates or a higher loss given default for
loans, which may, in turn, impact NatWest Group’s profitability. Refer to ‘
Risk and capital
management — Credit Risk
’.
The credit quality of NatWest Group’s borrowers and other counterparties may be
affected by UK and global macroeconomic and political uncertainties, prevailing
economic and market conditions. These include factors relating to interest rates and
inflation, changing asset prices (including residential and commercial property), energy
prices, supply chain disruption, changes to monetary and fiscal policy, the impact of
armed conflict, and the legal and regulatory landscape in the UK and countries where
NatWest Group is exposed to credit risk. Any further deterioration in these conditions or
changes to legal or regulatory landscapes could worsen borrower and counterparty
credit quality or impact the enforcement of contractual rights, increasing credit risk.
Any increase in drawings upon credit facilities may also increase NatWest Group’s RWAs.
In addition, the level of household indebtedness (on a per capita basis) in the UK remains
high. The ability of households and businesses to service their debts could be worsened
by a period of high unemployment, or high interest rates or inflation, particularly if
prolonged.
NatWest Group may be affected by volatility in property prices (including as a result of
UK political or economic conditions) given that NatWest Group’s mortgage loan and
wholesale property loan portfolios as at 31 December 2023 amounted to £239.5 billion,
representing 61% of NatWest Group’s total loan exposure. If property prices in the UK
were to weaken this could lead to higher impairment charges, particularly if default rates
also increase. In addition, NatWest Group’s credit risk may be exacerbated if the
collateral that it holds cannot be realised as a result of market conditions, regulatory
intervention, or other applicable laws, or if it is liquidated at prices not sufficient to
recover the net amount outstanding to NatWest Group after accounting for any IFRS 9
provisions already made. This is most likely to occur during periods of illiquidity or
depressed asset valuations.
NatWest Group is exposed to the financial sector, including sovereign debt securities,
financial institutions, financial intermediation providers (including providing facilities to
financial sponsors and funds, backed by assets or investor commitments) and securitised
products (typically senior lending to special purpose vehicles backed by pools of financial
assets). Concerns about, or a default by, a financial institution or intermediary could lead
to significant liquidity problems and losses or defaults by other financial institutions or
intermediaries, since the commercial and financial soundness of many financial
institutions and intermediaries is closely related and interdependent as a result of credit,
trading, clearing and other relationships. Any perceived lack of creditworthiness of a
counterparty or borrower may lead to market-wide liquidity problems and losses for
NatWest Group. This systemic risk may also adversely affect financial intermediaries,
such as clearing agencies, clearing houses, banks, securities firms and exchanges with
which NatWest Group interacts on a regular basis. Refer to ‘
NatWest Group may not
meet the prudential regulatory requirements for liquidity and funding or may not be able
to adequately access sources of liquidity and funding, which could trigger the execution of
certain management actions or recovery options.’
As a result, adverse changes in borrower and counterparty credit risk may cause
additional impairment charges under IFRS 9, increased repurchase demands, higher
costs, additional write-downs and losses for NatWest Group and an inability to engage in
routine funding transactions. If NatWest Group experiences losses and a reduction in
profitability, this is likely to affect the recoverable value of fixed assets, including goodwill
and deferred taxes, which may lead to write-downs.
NatWest Group has applied an internal analysis of multiple economic scenarios (MES)
together with the determination of specific overlay adjustments to inform its IFRS 9 ECL
(Expected Credit Loss). The recognition and measurement of ECL is complex and
involves the use of significant judgement and estimation. This includes the formulation
and incorporation of multiple forward-looking economic scenarios into ECL to meet the
measurement objective of IFRS 9. The ECL provision is sensitive to the model inputs and
economic assumptions underlying the estimate. Going forward, NatWest Group
anticipates observable credit deterioration of a proportion of assets resulting in a
systematic uplift in defaults, which is mitigated by those economic assumption scenarios
being reflected in the Stage 2 ECL across portfolios, along with a combination of post
model overlays in both wholesale and retail portfolios reflecting the uncertainty of credit
outcomes.
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NatWest Group
2023 Annual Report and Accounts
423
Risk factors continued
Refer to
Risk and capital management – Credit Risk
’. A credit deterioration would also
lead to RWA increases. Furthermore, the assumptions and judgements used in the MES
and ECL assessment at 31 December 2023 may not prove to be adequate resulting in
incremental ECL provisions for NatWest Group.
Due to NatWest Group’s exposure to the financial industry, it also has exposure to
shadow banking entities. NatWest Group is required to identify and monitor its exposure
to shadow banking entities, implement and maintain an internal framework for the
identification, management, control and mitigation of the risks associated with exposure
to shadow banking entities, and ensure effective reporting and governance in respect of
such exposure. If NatWest Group is unable to properly identify and monitor its shadow
banking exposure, maintain an adequate framework, and/or ensure effective reporting
and governance in respect of shadow banking exposure, this may adversely affect
NatWest Group.
In line with certain mandated COVID-19 pandemic support schemes, NatWest Group
assisted customers with a number of initiatives including NatWest Group’s participation in
BBLS, CBILS and CLBILS products. NatWest Group sought to manage the risks of fraud
and money laundering against the need for the fast and efficient release of funds to
customers and businesses. NatWest Group may be exposed to fraud, conduct and
litigation risks arising from inappropriate approval (or denial) of BBLS, CBILS or CLBILS
or the enforcing or pursuing repayment of BBLS, CBILS and CLBILS (or a failure to
exercise forbearance), which may have an adverse effect on NatWest Group’s reputation
and results of operations. The implementation of the initiatives and efforts mentioned
above may result in litigation, regulatory and government actions and proceedings.
These actions may result in judgements, settlements, penalties, fines, or removal of
recourse to the government guarantee provided under those schemes for impacted
loans.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group may not meet the prudential regulatory requirements for liquidity
and funding or may not be able to adequately access sources of liquidity and
funding, which could trigger the execution of certain management actions or
recovery options.
Liquidity and the ability to raise funds continues to be a key area of focus for NatWest
Group and the industry as a whole. NatWest Group is required by regulators in the UK,
the EU and other jurisdictions in which it undertakes regulated activities to maintain
adequate liquidity and funding resources. To satisfy its liquidity and funding requirements,
NatWest Group may therefore access sources of liquidity and funding through retail and
wholesale deposits, as well as through the debt capital markets. As at 31 December
2023, NatWest Group plc subsidiaries held £453.6 billion in deposits from banks and
customers.
The level of deposits may fluctuate due to factors outside NatWest Group’s control, such
as a loss of customers, loss of customer and/or investor confidence (including in individual
NatWest Group entities and as a result of volatility in the financial industry), changes in
customer behaviour, changes in interest rates, government support, increasing
competitive pressures for retail and corporate customer deposits or the reduction or
cessation of deposits by wholesale depositors, which could result in a significant outflow
of deposits within a short period of time. An inability to grow or any material decrease in
NatWest Group’s deposits could, particularly if accompanied by one or more of the other
factors mentioned above, adversely affect NatWest Group’s ability to satisfy its liquidity
or funding needs, or comply with its related regulatory requirements. In turn, this could
require NatWest Group to adapt its funding plans or change its operations.
Macroeconomic developments, political uncertainty, changes in interest rates, and
market volatility could affect NatWest Group’s ability to access sources of liquidity and
funding on satisfactory terms, or at all. This may result in higher funding costs and failure
to comply with regulatory capital, funding and leverage requirements. As a result,
NatWest Group and its subsidiaries could be required to change their funding plans. This
could exacerbate funding and liquidity risk, which may adversely affect NatWest Group.
As at 31 December 2023, NatWest Group plc’s liquidity coverage ratio was 144% and
net stable funding ratio was 133%. If its liquidity position and/or funding were to come
under stress, and if NatWest Group were unable to raise funds through deposits, in the
debt capital markets or through other reliable funding sources, on acceptable terms, or
at all, its liquidity position would likely be adversely affected and it might be unable to
meet deposit withdrawals on demand or at their contractual maturity, to repay
borrowings as they mature, to meet its obligations under committed financing facilities, to
comply with regulatory funding requirements, to undertake certain capital and/or debt
management activities, and/or to fund new loans, investments and businesses or make
capital distributions to its shareholders.
If, under a stress scenario, the level of liquidity falls outside of NatWest Group’s risk
appetite, there are a range of recovery management actions that NatWest Group could
take to manage its liquidity levels, but any such actions may not be sufficient to restore
adequate liquidity levels and the related implementation may have adverse
consequences for NatWest Group’s operations. Under the EU Bank Recovery and
Resolution Directives I and II (BRRD), as implemented in the UK, NatWest Group must
maintain a recovery plan acceptable to its regulator, such that a breach of NatWest
Group’s applicable liquidity requirements may trigger the application of NatWest Group’s
recovery plan to attempt to remediate a deficient liquidity position.
NatWest Group may need to liquidate assets to meet its liabilities, including disposals of
assets not previously identified for disposal to reduce its funding commitments or trigger
the execution of certain management actions or recovery options. In a time of reduced
liquidity, NatWest Group may be unable to sell its assets, at attractive prices, or at all,
which may adversely affect NatWest Group’s liquidity.
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ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
424
Risk factors continued
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group may not meet the prudential regulatory requirements for
regulatory capital and MREL, or manage its capital effectively, which could
trigger the execution of certain management actions or recovery options.
NatWest Group is required by regulators in the UK, the EU and other jurisdictions in
which it undertakes regulated activities to maintain adequate financial resources.
Adequate levels of capital provide NatWest Group with financial flexibility specifically in its
core UK operations in the face of turbulence and uncertainty in the UK and the global
economy. Adequate levels of capital also enable NatWest Group plc to make
discretionary capital distributions (including dividends to shareholders) and undertake
buybacks of its shares.
As at 31 December 2023, NatWest Group plc’s CET1 ratio was 13.4% and is targeting a
CET1 ratio of 13-14%. NatWest Group plc’s target CET1 ratio is based on a combination
of its views on the appropriate level of capital and its actual and expected regulatory
requirements and internal modelling, including stress scenarios and management’s
and/or the Prudential Regulation Authority’s (PRA) views on appropriate buffers above
minimum required operating levels. NatWest Group plc’s current capital strategy is based
on the expected accumulation of additional capital through the accrual of retained
earnings over time, planned capital actions (including issuances, redemptions, and
discretionary capital distributions), RWA growth in the form of regulatory uplifts and
lending growth and other capital management initiatives which focus on improving
capital efficiency and ensuring NatWest Group meets its medium-to-long term targets.
NatWest Group intends to make capital distributions to its equity investors of certain
amounts surplus to its publicly stated CET1 target, subject to macroeconomic conditions,
via a combination of dividends and buybacks. In making dividends distribution and
buyback decisions, consideration is given to previously guided ordinary dividend pay-out
ratios, an intention to continue to help reduce the government’s stake in the Group, and
maximising shareholder value.
A number of factors may impact NatWest Group plc’s ability to maintain its CET1 ratio
target and achieve its capital strategy. These include:
a depletion of its capital resources through increased costs or liabilities or reduced
profits (for example, due to an increase in provisions due to a deterioration in UK
economic conditions);
an increase in the quantum of RWAs/Leverage Exposure in excess of that expected,
including due to regulatory changes (including their interpretation or application), or a
failure in internal controls or procedures to accurately measure and report RWAs/
Leverage Exposure;
changes in prudential regulatory requirements including NatWest Group plc’s Total
Capital Requirement/Leverage Requirement set by the PRA, including Pillar 2
requirements, as applicable, and regulatory buffers as well as any applicable scalars;
and
reduced upstreaming of dividends from NatWest Group plc’s subsidiaries because of
changes in their financial performance and/or the extent to which local capital
requirements exceed NatWest Group plc’s target ratio; and limitations on the use of
double leverage (i.e., NatWest Group plc’s use of debt to invest in the equity of its
subsidiaries, as a result of the Bank of England’s and/or NatWest Group’s evolving
views on distribution of capital within groups).
A shortage or reduction of capital could in turn affect NatWest Group plc’s capital ratio,
and/or its ability to make capital distributions and in turn NatWest Group may not remain
a viable, competitive or profitable banking business.
A minimum level of capital is required to be met by NatWest Group plc for it to be
entitled to make certain discretionary payments, and institutions such as NatWest Group
plc which fail to meet the regulatory combined buffer requirement are subject to
restricted discretionary payments. The resulting restrictions are scaled according to the
extent of the breach of the combined buffer requirement and calculated as a percentage
of the profits of the institution since the last distribution of profits or discretionary
payment which gives rise to a maximum distributable amount (MDA) (if any) that the
financial institution can distribute through discretionary payments. Any breach of the
combined buffer requirement may necessitate for NatWest Group plc reducing or
ceasing discretionary payments to shareholders (including payments of dividends) and
buybacks depending on the extent of the breach.
NatWest Group plc is required to maintain a set quantum of MREL set as the higher of its
RWAs or the applicable leverage-based minimum capital requirement. The Bank of
England has identified single point-of-entry at NatWest Group plc, as the preferred
resolution strategy for NatWest Group. As a result, NatWest Group plc is the only entity
within NatWest Group that can externally issue securities that count towards its MREL,
the proceeds of which can then be downstreamed to meet the internal MREL of its
operating entities and intermediate holding companies.
If NatWest Group plc is unable to raise or retain the requisite amount of regulatory
capital or MREL, downstream the proceeds of MREL to subsidiaries as required, or to
otherwise meet its regulatory capital, MREL and leverage requirements, it may be
exposed to increased regulatory supervision or sanctions, loss of customer and/or
investor confidence, constrained or more expensive funding and be unable to make
discretionary payments on capital instruments.
If, under a stress scenario, the level of regulatory capital or MREL falls outside of
NatWest Group’s risk appetite, there are a range of recovery management actions
(focused on risk reduction and mitigation) that NatWest Group could seek to take to
manage its capital levels, but any such actions may not be sufficient to restore adequate
capital levels. Under the BRRD, as implemented in the UK, NatWest Group must maintain
a recovery plan acceptable to its regulator, such that a breach of NatWest Group’s
applicable capital or leverage requirements may trigger the application of NatWest
Group’s recovery plan to remediate a deficient capital position.
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INFORMATION
NatWest Group
2023 Annual Report and Accounts
425
Risk factors continued
NatWest Group’s regulator may request that NatWest Group carry out certain capital
management actions or, if NatWest Group plc’s CET1 ratio falls below 7%, certain
regulatory capital instruments issued by NatWest Group plc will be written-down or
converted into equity and there may be an issue of additional equity by NatWest Group
plc, which could result in the reduction in value of the holdings of NatWest Group plc’s
existing shareholders.
The success of such issuances will also be dependent on favourable market conditions
and NatWest Group may not be able to raise the amount of capital required on
acceptable terms, or at all. Separately, NatWest Group may address a shortage of
capital by taking action to reduce leverage exposure and/or RWAs via asset or business
disposals. These actions may, in turn, affect: NatWest Group’s product offering, credit
ratings, ability to operate its businesses, pursue its strategy and strategic opportunities,
any of which may adversely affect NatWest Group. Refer to
NatWest Group may
become subject to the application of UK statutory stabilisation or resolution powers which
may result in, for example, the cancellation, transfer or dilution of ordinary shares, or the
write-down or conversion of certain other of NatWest Group’s securities.
’;
and ‘NatWest
Group may be adversely affected if it fails to meet the requirements of regulatory stress
tests
.’
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
Any reduction in the credit rating and/or outlooks assigned to NatWest Group plc,
any of its subsidiaries or any of their respective debt securities could adversely
affect the availability of funding for NatWest Group, reduce NatWest Group’s
liquidity and funding position and increase the cost of funding.
Rating agencies regularly review NatWest Group plc and other NatWest Group entities’
credit ratings and outlooks. NatWest Group entities’ credit ratings and outlooks could be
negatively affected (directly and indirectly) by a number of factors that can change over
time, including, without limitation: credit rating agencies’ assessment of NatWest Group’s
strategy and management’s capability; its financial condition including in respect of
profitability, asset quality, capital, funding and liquidity, and risk management practices;
the level of political support for the sectors and regions in which NatWest Group
operates; the implementation of structural reform; the legal and regulatory frameworks
applicable to NatWest Group’s legal structure; business activities and the rights of its
creditors; changes in rating methodologies; changes in the relative size of the loss-
absorbing buffers protecting bondholders and depositors; the competitive environment;
political, geopolitical and economic conditions in NatWest Group’s key markets (including
inflation and interest rates), supply chain disruptions and the outcome of any further
Scottish independence referendum, any reduction of the UK’s sovereign credit ratings
and market uncertainty. In addition, credit ratings agencies are increasingly taking into
account sustainability-related factors, including climate, environmental, social and
governance related risk, as part of the credit ratings analysis, as are investors in their
investment decisions. Refer to ‘
A reduction in the ESG ratings of NatWest Group could
have a negative impact on NatWest Group’s reputation and on investors’ risk appetite
and customers’ willingness to deal with NatWest Group
.’
Any reductions in the credit ratings of NatWest Group plc or of certain other NatWest
Group entities, including, in particular, any downgrade below investment grade, or a
deterioration in the capital markets’ perception of NatWest Group’s financial resilience
could significantly affect NatWest Group’s access to capital markets, reduce the size of
its deposit base and trigger additional collateral or other requirements in its funding
arrangements or the need to amend such arrangements, which could adversely affect
NatWest Group’s (and, in particular, NatWest Group plc’s) liquidity and funding position,
cost of funding and its access to capital markets and could limit the range of
counterparties willing to enter into transactions, on favourable terms, or at all, with
NatWest Group (and, in particular, with NatWest Group plc). This may in turn adversely
affect NatWest Group’s competitive position and threaten its prospects.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group may be adversely affected if it fails to meet the requirements of
regulatory stress tests.
NatWest Group entities are subject to annual and other stress tests by their respective
regulators in the UK and EU. Stress tests are designed to assess the resilience of banks
such as NatWest Group to potential adverse economic or financial developments and
ensure that they have robust, forward-looking capital planning processes that account
for the risks associated with their business profile. If the stress tests reveal that a bank’s
existing regulatory capital buffers are not sufficient to absorb the impact of the stress,
then it is possible that NatWest Group may need to take action to strengthen its capital
position.
Failure by NatWest Group to meet the quantitative and qualitative requirements of the
stress tests as set forth by its UK regulator may result in: NatWest Group’s regulators
requiring NatWest Group to generate additional capital, reputational damage, increased
supervision and/or regulatory sanctions, restrictions on capital distributions and loss of
investor confidence, all of which may adversely affect NatWest Group.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group could incur losses or be required to maintain higher levels of
capital as a result of limitations or failure of various models.
Given the complexity of NatWest Group’s business, strategy and capital requirements,
NatWest Group relies on analytical and other models for a wide range of purposes,
including to manage its business, assess the value of its assets and its risk exposure, as
well as to anticipate capital and funding requirements (including to facilitate NatWest
Group’s mandated stress testing). In addition, NatWest Group utilises models for
valuations, credit approvals, calculation of loan impairment charges on an IFRS 9 basis,
financial reporting and for financial crime (criminal activities in the form of money
laundering, terrorist financing, bribery and corruption, tax evasion and sanctions
as well
as external or internal fraud (collectively, financial crime)). NatWest Group’s models, and
the parameters and assumptions on which they are based, are periodically reviewed.
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Risk factors continued
As model outputs are imperfect representations of real-world phenomena or
simplifications of complex real-world systems and processes, and are based on a limited
set of observations, model outputs therefore remain uncertain. NatWest Group may face
adverse consequences as a result of actions or decisions based on models that are
poorly developed, incorrectly implemented, outdated or used inappropriately. This
includes models that are based on inaccurate or non-representative data (for example,
where there have been changes in the micro or macroeconomic environment in which
NatWest Group operates) or as a result of the modelled outcome being misunderstood,
or by such information being used for purposes for which it was not designed. This could
result in findings of deficiencies by NatWest Group’s regulators (including as part of
NatWest Group’s mandated stress testing) and increased capital requirements, may
render some business lines uneconomic, may require management action or may subject
NatWest Group to regulatory sanction, any of which in turn may also have an adverse
effect on NatWest Group and its customers.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group’s financial statements are sensitive to underlying accounting
policies, judgements, estimates and assumptions.
The preparation of financial statements requires management to make judgements,
estimates and assumptions that affect the reported amounts of assets, liabilities, income,
expenses, exposures and RWAs. While estimates, judgements and assumptions take into
account historical experience and other factors (including market practice and
expectations of future events that are believed to be reasonable under the
circumstances), actual results may differ due to the inherent uncertainty in making
estimates, judgements and assumptions (particularly those involving the use of complex
models). Further, accounting policy and financial statement reporting requirements
increasingly require management to adjust existing judgements, estimates and
assumptions for the effects of climate-related, sustainability and other matters that are
inherently uncertain and for which there is little historical experience which may affect
the comparability of NatWest Group’s future financial results with its historical results.
Actual results may differ due to the inherent uncertainty in making climate-related and
sustainability estimates, judgements and assumptions.
Accounting policies deemed critical to NatWest Group’s results and financial position,
based upon materiality and significant judgements and estimates, involve a high degree
of uncertainty and may have a material impact on its results. For 2023, these include
loan impairments, fair value, deferred tax and conduct and litigation provisions. These
are set out in ‘
Critical accounting policies and sources of estimation uncertainty
’.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
Changes in accounting standards may materially impact NatWest Group’s
financial results.
NatWest Group prepares its consolidated financial statements in conformity with the
requirements of the Companies Act 2006 and in accordance with IFRS as issued by the
International Accounting Standards Board. Changes in accounting standards or guidance
by accounting bodies or in the timing of their implementation, whether immediate or
foreseeable, could result in NatWest Group having to recognise additional liabilities on its
balance sheet, or in further write-downs or impairments to its assets and could also have
a material adverse effect on NatWest Group.
From time to time, the International Accounting Standards Board may issue new
accounting standards or interpretations that could materially impact how NatWest Group
calculates, reports and discloses its financial results and financial condition, and which
may affect NatWest Group capital ratios, including the CET1 ratio. New accounting
standards and interpretations that have been issued by the International Accounting
Standards Board but which have not yet been adopted by NatWest Group are discussed
in ‘
Future accounting developments
’.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
The value or effectiveness of any credit protection that NatWest Group has
purchased depends on the value of the underlying assets and the financial
condition of the insurers and counterparties.
NatWest Group has credit exposure arising from over-the-counter derivative contracts,
mainly credit default swaps (CDSs), and other credit derivatives, each of which are
carried at fair value. The fair value of these CDSs, as well as NatWest Group’s exposure
to the risk of default by the underlying counterparties, depends on the valuation and the
perceived credit risk of the instrument against which protection has been bought. Many
market counterparties have been adversely affected by their exposure to residential
mortgage-linked and corporate credit products, whether synthetic or otherwise, and
their actual and perceived creditworthiness may deteriorate rapidly. If the financial
condition of these counterparties or their actual or perceived creditworthiness
deteriorates, NatWest Group may record further credit valuation adjustments on the
credit protection bought from these counterparties under the CDSs. NatWest Group also
recognises any fluctuations in the fair value of other credit derivatives. Any such
adjustments or fair value changes may have a material adverse effect on NatWest
Group’s future results, financial condition, prospects, and/or reputation.
NatWest Group is subject to Bank of England and PRA oversight in respect of
resolution, and NatWest Group could be adversely affected should the Bank of
England in the future deem NatWest Group’s preparations to be inadequate.
NatWest Group is subject to regulatory oversight by the Bank of England and the PRA
and is required (under the PRA rulebook) to carry out an assessment of its preparations
for resolution, submit a report of the assessment to the PRA, and disclose a summary of
this report. NatWest Group has dedicated significant resources towards the preparation
of NatWest Group for a potential resolution scenario.
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Risk factors continued
In June 2022 the Bank of England communicated its assessment of NatWest Group’s
preparations and did not identify any shortcomings, deficiencies or substantive
impediments although two areas were highlighted as requiring further enhancements.
NatWest Group could be adversely affected should future Bank of England assessments
deem NatWest Group’s preparations to be inadequate.
If future Bank of England assessments identify a significant gap in NatWest Group’s
ability to achieve the resolvability outcomes or reveals that NatWest Group is not
adequately prepared to be resolved, or does not have adequate plans in place to meet
resolvability requirements, NatWest Group may be required to take action to enhance its
preparations to be resolvable, resulting in additional costs and the dedication of additional
resources. Such a scenario may have an impact on NatWest Group as, depending on the
Bank of England’s assessment, potential action may include, but is not limited to,
restrictions on NatWest Group’s maximum individual and aggregate exposures, a
requirement to dispose of specified assets, a requirement to change its legal or
operational structure, a requirement to cease carrying out certain activities, a
requirement not to make discretionary distributions or undertake NatWest Group’s
shares buybacks, and/or a requirement to maintain a specified amount of MREL.
This may also impact NatWest Group’s strategic plans and may have a material adverse
effect on NatWest Group’s future results, financial condition, prospects, and/or
reputation, or lead to a loss of investor confidence.
NatWest Group may become subject to the application of UK statutory
stabilisation or resolution powers which may result in, for example, the
cancellation, transfer or dilution of ordinary shares, or the write-down or
conversion of certain other of NatWest Group’s securities.
HM Treasury, the Bank of England, the PRA and the FCA (together, the ‘Authorities’) are
granted substantial powers to resolve and stabilise UK-incorporated financial institutions.
Five stabilisation options exist: (i) transfer of all of the business of a relevant entity or the
shares of the relevant entity to a private sector purchaser; (ii) transfer of all or part of the
business of the relevant entity to a ‘bridge bank’ wholly-owned by the Bank of England;
(iii) transfer of part of the assets, rights or liabilities of the relevant entity to one or more
asset management vehicles for management of the transferor’s assets, rights or
liabilities; (iv) the write-down, conversion, transfer, modification, or suspension of the
relevant entity’s equity, capital instruments and liabilities; and (v) temporary public
ownership of the relevant entity. These options may be applied to NatWest Group plc as
the parent company or to any subsidiary where certain conditions are met (such as,
whether the firm is failing or likely to fail, or whether it is reasonably likely that action will
be taken (outside of resolution) that will result in the firm no longer failing or being likely
to fail). Moreover, there are modified insolvency and administration procedures for
relevant entities within NatWest Group, and the Authorities have the power to modify or
override certain contractual arrangements in certain circumstances and amend the law
for the purpose of enabling their powers to be used effectively and may promulgate
provisions with retrospective applicability.
Under the UK Banking Act 2009, the Authorities are generally required to have regard to
specified objectives in exercising the powers provided for by the UK Banking Act. One of
the objectives (which is required to be balanced as appropriate with the other specified
objectives) refers to the protection and enhancement of the stability of the financial
system of the UK. Moreover, the ‘no creditor worse off’ safeguard provides that where
resolution action is taken, the Authorities are required to ensure that no creditor is in a
worse position than if the bank had entered into normal insolvency proceedings.
Although, this safeguard may not apply in relation to an application of the separate
write-down and conversion power relating to capital instruments in circumstances where
a stabilisation power is not also used, the UK Banking Act still requires the Authorities to
respect the hierarchy on insolvency when using the write-down and conversion power.
Further, holders of debt instruments which are subject to the power may, however, have
ordinary shares transferred to or issued to them by way of compensation.
Uncertainty exists as to how the Authorities may exercise their powers including the
determination of actions undertaken in relation to the ordinary shares and other
securities issued by NatWest Group, which may depend on factors outside of NatWest
Group’s control. Moreover, the UK Banking Act provisions remain largely untested in
practice, particularly in respect of resolutions of large financial institutions and groups.
If NatWest Group is at or is approaching the point such that regulatory intervention is
required, any exercise of the resolution regime powers by the Authorities may adversely
affect holders of NatWest Group plc’s ordinary shares or other NatWest Group securities.
This may result in various actions being undertaken in relation to NatWest Group and
any securities of NatWest Group, including cancellation, transfer, dilution, write-down or
conversion (as applicable). There may also be a corresponding adverse effect on the
market price of such ordinary shares and other NatWest Group securities.
Each of these actions may also have a material adverse effect on NatWest Group’s
future results, financial condition, prospects, and/or reputation.
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NatWest Group and its value chain face climate-related and sustainability-related
risk that may adversely affect NatWest Group.
NatWest Group and its value chain (including its investors, customers, counterparties
(including its suppliers) and employees) may face financial and non-financial risks arising
from sustainability-related risks, including climate-related risks.
Climate and sustainability-related risks may:
adversely affect asset pricing and valuations of NatWest Group’s own and other
securities and, in turn, the wider financial system;
adversely affect economic activities directly (for example through lower corporate
profitability or the devaluation of assets) or indirectly (for example through macro-
financial changes);
adversely affect the viability or resilience of business models over the medium to
longer term, particularly those business models most vulnerable to climate and
sustainability-related risks;
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Risk factors continued
trigger losses stemming directly or indirectly from liability risks and/or reputational
damage, including as a result of adverse media coverage, activists, the public,
customers, counterparties (including suppliers) and/or investors associating NatWest
Group or its customers with adverse climate and sustainability-related issues;
adversely affect NatWest Group’s ability to deliver on its strategy, including achieving
its climate ambitions and targets;
exacerbate other risk categories to which NatWest Group is exposed, including credit
risk, operational risk (including business continuity), market risk (both traded and
non-traded), liquidity and funding risk (for example, net cash outflows or depletion of
liquidity buffers), reputational risk, pension risk, regulatory compliance risk and
conduct risk; and
may have a material adverse effect on NatWest Group’s reputation, future results,
financial condition, and/or prospects (including cash flows, access to finance or cost
of capital over the short, medium or long term).
Climate and sustainability matters are becoming increasingly political and polarised.
Some customers, counterparties (including suppliers) and investors may decide not to do
business with NatWest Group because, according to their own assessment, NatWest
Group’s strategy, ambitions and targets related to climate and sustainability do not meet
their expectations, whereas others may decide not to do business with NatWest Group
for failing to progress its climate and sustainability-related strategy, ambitions and
targets or if they are of the view that they lack credibility.
If NatWest Group fails to identify, assess, prioritise, monitor and react appropriately to
climate and sustainability-related risks, in a timely manner or at all, climate and
sustainability-related physical, transition and liability risks and opportunities, changing
regulatory and market expectations and societal preferences that NatWest Group, its
customers, counterparties (including suppliers) face, this may have a material adverse
effect on NatWest Group’s business, future results, financial condition, prospects,
reputation or the price of its securities.
Climate-related risks may adversely affect the global financial system, NatWest
Group or its value chain.
Climate-related risks represent a source of systemic risk in the global financial system.
The financial impacts of climate-related risks are expected to be widespread and may
disrupt the orderly functioning of financial markets and have an adverse effect on
financial institutions, including NatWest Group.
There are significant uncertainties as to the location, extent and timing of the
manifestation of the physical impacts of climate change, such as more severe and
frequent extreme weather events (storms, flooding, subsidence, heat waves, droughts
and wildfires), rising average global temperatures and sea levels, nature loss, declining
food yields, destruction of critical infrastructure, supply chain disruption and resource
scarcity. Damage to NatWest Group customers’ and counterparties’(including suppliers’)
properties and operations could disrupt business, result in the deterioration of the value
of collateral or insurance shortfalls, impair asset values and negatively impact the
creditworthiness of customers and their ability and/or willingness to pay fees, afford new
products or repay their debts, leading to increased default rates, delinquencies, write-offs
and impairment charges in NatWest Group’s portfolios.
In addition, NatWest Group’s premises and operations, or those of its critical outsourced
functions may experience damage or disruption leading to increased costs. Any of these
may have a material adverse effect on NatWest Group’s future results, financial
condition, prospects, and/or reputation.
To meet the goals of the UK’s Net Zero Strategy will require a net-zero transition across
all sectors of the UK economy. The impacts of the extensive social, commercial,
technological, policy and regulatory changes required to achieve this transition remain
uncertain but are expected to be significant, subject to continuous changes and
developments and may be disruptive across the global economy and markets, especially
if these changes do not occur in an orderly or timely manner or are not effective in
reducing emissions sufficiently in a timely manner, or at all. NatWest Group’s business
and customers in some sectors, including but not limited to, residential mortgages,
commercial real estate, agriculture (primary farming), automotive manufacturing,
aviation, shipping, land transport and logistics (freight road, passenger rail and road),
electricity generation and oil and gas are expected to be particularly impacted. The
timing and pace of the net-zero transition is also uncertain, will depend on many factors
and uncertainties and may be near-term, gradual and orderly, or delayed, rapid and
disorderly, or a combination of these.
Climate-related risks may exacerbate the impact of financial and non-financial risks and
they may have a material adverse effect on NatWest Group’s future results, financial
condition, prospects, and/or reputation, including as a result of financial losses caused
directly or indirectly by climate-related litigation and conduct matters (referred to as
‘liability risk’). Refer to ‘
NatWest Group may be subject to potential climate and other
sustainability-related litigation, enforcement proceedings, investigations and conduct risk
.’
NatWest Group and its value chain may, face other sustainability-related risks
that may adversely affect NatWest Group.
NatWest Group and its value chain (including its investors, customers, counterparties
(including its suppliers) and employees) may face financial and non-financial risks arising
from broader (i.e. non-climate-related) sustainability issues. These include: (i) risks
relating to nature loss (such as the loss and/or decline of the state of nature including but
not limited to, the reduction of any aspect of biological diversity and other forms of
environmental degradation such as air, water and land pollution, soil quality degradation
and water stress); (ii) risks related to societal (including human rights) matters, for
example, climate change and environmental degradation negatively impacting people’s
standard of living and health, geopolitical tensions and conflict endangering people’s lives
and security, the displacement of communities, the violation of indigenous people’s rights,
unjust working conditions and labour rights breaches (including discrimination, lack of
diversity and inclusion, inequality, gender/ethnicity pay gap and payments under the
minimum wage), modern slavery, financial crime, data privacy breaches and lack of
support for the vulnerable; and (iii) governance-related risks (including board diversity,
ethics, executive compensation and management structure).
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Risk factors continued
NatWest Group is directly and indirectly exposed to multiple types of nature-related risks
through the breadth of its activities, products and services offering, including through the
risk of default by customers whose businesses are exposed to nature-related risks. In
2021, NatWest Group first classified ‘
Biodiversity and Nature Loss
’ as an emerging risk
for NatWest Group within its Risk Management Framework. From January 2024,
NatWest Group has expanded its key risk definition from climate risk to climate and
nature risk and updated its climate risk policy to reflect emerging nature-related risks
and to capture requirements that go beyond climate risk.
NatWest Group supports the aims of the Task Force on Nature Related Financial
Disclosure and continues to enhance its reporting and measurement capabilities,
acknowledging challenges associated with data availability, while continuing to review
evolving disclosure standards and framework. NatWest Group’s approach is to integrate
nature its existing strategy on climate, recognising there is still, much to do in
understanding its impacts and dependencies on nature as well as our nature-related
risks and opportunities. There is also increased scrutiny from NatWest Group’s investors,
customers, counterparties (including its suppliers), employees, communities, regulators,
the media and other stakeholders on how NatWest Group addresses societal and
governance related matters, including unjust working conditions and labour rights
breaches, resilience in the workplace, safety and wellbeing, data protection and
management, workforce management, human rights and value chain management. For
example, NatWest Group’s ambition is to support decarbonisation while promoting
energy security, may lead to continued exposure to carbon-intensive activities and
sectors regarded as posing high climate and nature-related and societal (including
human rights) risks, (such as the textiles, agriculture and mining sectors) each of which
may impact NatWest Group’s employees, customers, counterparties (including suppliers)
and stakeholders and their business activities and/or the communities in which they
operate and, in turn, result in reputational risk for NatWest Group.
There is also growing expectation of the need for a ‘just transition’ and ‘energy justice’ –
in recognition that the transition to net zero should happen in a way that is as fair and
inclusive as possible to everyone concerned. Although NatWest Group continues to
evaluate and assess how it integrates ‘just transition’ considerations into its climate and
sustainability strategy, a failure (or perception of failure) by NatWest Group to sufficiently
factor these considerations into existing products and service offerings may adversely
affect NatWest Group, including NatWest Group’s reputation.
In 2023, NatWest Group published its initial assessment of its ‘salient human rights
issues’. Human rights saliency assessments are high-level scoping exercises based on
internal and external stakeholder engagement and involve subjective materiality and
other judgements including as to severity and likelihood of human rights impacts. Failure
by NatWest Group to identify, assess, prioritise and monitor any actual or potential
adverse human rights issues that NatWest Group, contributes to, or is directly linked to,
may adversely impact people and communities, which in turn may have a material
adverse effect on NatWest Group’s future results, financial condition, prospects and/or
reputation.
Sustainability-related risks may have the potential to cause or stress other financial and
non-financial risks, including climate-related risks, and they may have a material adverse
effect on NatWest Group’s future results, financial condition, prospects, and/or
reputation, including as a result of financial losses caused directly or indirectly by
sustainability-related litigation and conduct matters (referred to as ‘liability risk’). Refer to
NatWest Group may be subject to potential climate and other sustainability-related
litigation, enforcement proceedings, investigations and conduct risk
’.
NatWest Group’s climate change related strategy, ambitions, targets and
transition plan entail significant execution and/or reputational risks and are
unlikely to be achieved without significant and timely government policy,
technology and customer behavioural changes.
NatWest Group has an ambition to become a leading bank in the UK, helping to address
the climate challenge. At NatWest Group’s Annual General Meeting in April 2022,
ordinary shareholders passed an advisory ‘Say on Climate’ resolution endorsing NatWest
Group’s previously announced strategic direction on climate change, including its
ambitions to at least halve the climate impact of its financing activity by 2030, achieve
alignment with the 2015 Paris Agreement and reach net zero across its financed
emissions, assets under management and operational value chain by 2050. Further, in
December 2022, NatWest Group published its science-based targets validated by
Science Based Target Initiative for 79% of its lending book as at 31 December 2019 and
57% of debt securities and equity shares, excluding sovereign debt securities.
NatWest Group has also announced and in the future it may also announce other climate
ambitions, targets and initiatives which support its aim to help addressing the climate
challenge.
Making the changes necessary to achieve NatWest Group’s strategic direction on climate
change, including its climate ambitions and targets and executing its transition plan,
together with the active management of climate and sustainability-related risks and
other regulatory, policy and market changes, is likely to necessitate material changes to
NatWest Group’s business, operating model, its existing exposures and the products and
services NatWest Group provides to its customers (potentially on accelerated timescales).
NatWest Group may be required to (i) significantly reduce its financed emissions and its
exposure to customers that do not align with a transition to net zero or do not have a
credible transition plan in place, and (ii) divest or discontinue certain activities for
regulatory or legal reasons or in response to the transition to a less carbon-dependent
economy. Increases in lending and financing activities may wholly or partially offset some
or all these reductions, which may increase the extent of changes and reductions
necessary.
Making the necessary changes (or not making the necessary changes in a timely
manner, or at all) may have a material adverse effect on NatWest Group’s business and
operations, financial condition, prospects and competitive position and NatWest Group’s
ability to achieve its climate and financial ambitions and targets, take advantage of
climate change-related opportunities and generate sustainable returns.
.
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Risk factors continued
NatWest Group’s ability to achieve its strategy, including its climate ambitions and
targets, will significantly depend on many factors and uncertainties beyond NatWest
Group’s control. These include (i) the extent and pace of climate change, including the
timing and manifestation of physical and transition risks; (ii) the macroeconomic
environment; (iii) the effectiveness of actions of governments, legislators, regulators and
businesses; (iv) the response of the wider society, investors, customers, suppliers and
other stakeholders to mitigate the impact of climate and sustainability-related risks; (v)
changes in customer behaviour and demand; (vi) appetite for new markets, credit
appetite, concentration risk appetite, lending opportunities; (vii) developments in the
available technology; (viii) the roll-out of low carbon infrastructure; and (ix) the availability
of accurate, verifiable, reliable, auditable, consistent and comparable data. These
external factors and other uncertainties will make it challenging for NatWest Group to
meet its climate ambitions and targets and there is a significant risk that all or some of
these ambitions and targets will not be achieved or not achieved within the intended
timescales.
NatWest Group’s ability to achieve its climate ambitions and targets depends to a
significant extent on the timely implementation and integration of appropriate
government policies. The UK CCC June 2023 Progress Report to the UK Parliament
states that the rate of emissions reduction will need to significantly increase for the UK to
meet its 2030 commitments and continued delays in policy development and
implementation mean achievement is increasingly challenging.
On 20 September 2023,
the UK Government announced its revised plans on reducing emissions to reach net
zero, including (i) delaying the proposed ban on the sale of petrol and diesel cars to
2035; (ii) not proceeding with new policies forcing landlords to upgrade the energy
efficiency of their properties; and (iii) delaying the ban on new fossil fuel boilers for certain
households. Accordingly, NatWest Group considers achievement of the following
ambitions increasingly challenging (i) 50% of NatWest Group’s mortgage portfolio to have
an EPC rating of C or above by 2030; and (ii) to at least halve the climate impact of
NatWest Group’s financing activity by 2030, against a 2019 baseline.
NatWest Group has also stated that it plans to phase-out coal for UK and non-UK
customers who have UK coal production, coal fired generation and coal related
infrastructure by 1 October 2024, with a full global phase-out by 1 January 2030. Data
challenges, particularly the lack of granular customer information, creates challenges in
identifying customers with ‘coal related infrastructure’ (e.g. transportation and storage)
and other customers with ‘coal- related operations’ within NatWest Group’s large and
diversified customer portfolios. Therefore, there is a risk that some customers with UK-
based coal activities may not have been identified and that NatWest Group will not be
able to identify all relevant activities to achieve these coal phase-out plans.
Any delay or failure in setting, making progress against or meeting NatWest Group’s
climate-related ambitions, targets and plans may have a material adverse effect on
NatWest Group’s future results, financial condition, prospects, and/or reputation and may
increase the climate and sustainability-related risks NatWest Group faces.
There are significant limitations related to accessing accurate, reliable, verifiable,
auditable, consistent and comparable climate and other sustainability-related
data that contribute to substantial uncertainties in accurately modelling and
reporting on climate and sustainability information, as well as making appropriate
important internal decisions.
Meaningful reporting of climate and sustainability-related risks and opportunities and
their potential impacts and related metrics depends on access to accurate, reliable,
verifiable, auditable, consistent and comparable climate and sustainability-related data
from counterparties (including suppliers) or customers. Data may not be generally
available or, if available, may not be accurate, reliable, verifiable, auditable, consistent, or
comparable. Any failure of NatWest Group to
proportionately collect or develop
accurate, reliable, verifiable, auditable, consistent and comparable counterparty
(including supplier) and customer data, may adversely affect NatWest Group’s ability to
prepare meaningful reporting which is relevant, represented in an accurate, verifiable,
comparable and understandable way of the climate and sustainability-related risks and
opportunities which may adversely affect NatWest Group’s ability to meet external
disclosure obligations and its reputation, business and its competitive position.
In the absence of other sources, reporting of financed emissions and other sustainability
data by financial institutions, including NatWest Group, is necessarily based on
aggregated information developed by third parties that may be prepared in an
inconsistent way using different methodologies, interpretations, or assumptions. NatWest
Group’s climate and sustainability-related disclosures use a greater number and level of
assumptions, judgements and estimates than many of its financial disclosures. These
assumptions, judgements and estimates are highly likely to change materially over time,
and, when coupled with the longer timeframes used in these climate and sustainability-
related disclosures, make any assessment of materiality inherently uncertain.
In particular, in the absence of actual emissions monitoring and measurement, emissions
estimates are based on sector and other assumptions that may not be accurate for a
given counterparty (including supplier) or customer. There may also be data gaps that
are filled using proxy data, such as sectoral averages or use of emissions estimated by a
third party, again developed in a variety of ways and in some cases not in a timely
manner causing data to be potentially outdated at the time when they are used.
Significant risks, uncertainties and variables are inherent in the assessment,
measurement and mitigation of climate and sustainability-related risks. These include
data quality gaps and limitations mentioned above, as well as the pace at which climate
science, greenhouse gas accounting standards and various emissions reduction solutions
develop. In addition, there is significant uncertainty about how climate change and the
world’s transition to a net-zero economy will unfold over time and how and when climate
and sustainability-related risks will manifest. These timeframes are considerably longer
than NatWest Group’s historical and current strategic, financial, resilience and
investment planning horizons.
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Risk factors continued
As a result, NatWest Group’s climate and sustainability-related disclosures may be
amended, updated or restated in the future as the quality and completeness of NatWest
Group’s data and methodologies continue to improve. These data quality challenges,
gaps and limitations may have a material impact on NatWest Group’s ability to make
effective business decisions about climate and sustainability-related risks and
opportunities, including risk management decisions, to comply with disclosure
requirements and to monitor and report progress in meeting ambitions, targets and
pathways.
Climate-related risks are challenging to model due to their forward-looking nature, the
lack of and/or quality of historical testing capabilities, lack of accuracy, standardisation
and incompleteness of emissions and other climate and sub-sector related data and the
immature nature of risk measurement and modelling methodologies. As a result, it is very
difficult to predict and model the impact of climate-related risks into precise financial and
economic outcomes
.
.
The evaluation of climate-related risk exposure and the development of associated
potential risk mitigation techniques largely depend on the choice of climate scenario
modelling methodology and the assumptions made which involves a number of risks and
uncertainties, for example:
climate scenarios are not predictions of what is likely to happen or what NatWest
Group would like to happen, rather they explore the possible implications of different
judgements and assumptions by considering a series of scenarios;
climate scenarios do not provide a comprehensive description of all possible future
outcomes;
lack of specialist expertise in NatWest Group that needs to rely on third party advice,
modelling, and data which is also subject to many limitations and uncertainties;
immaturity of modelling of and data on climate-related risks on financial assets which
will presumably evolve rapidly in the coming years;
the number of variables and the forward-looking nature of climate scenarios which
makes them challenging to back test and benchmark;
the significant uncertainty as to how the climate will evolve over time, how and when
governments, regulators, businesses, investors and customers respond and how
those responses impact the economy, asset valuations, land systems, energy
systems, technology, policy and wider society;
the assumptions will continue to evolve with more data/information which may affect
the baselines for comparability across reporting periods and impact internal and
external verification processes; and
the pace of the development of the methodologies across different sectors may be
different and therefore it may be challenging to report on the whole balance sheet
with regard to financed emissions.
Accordingly, these risks and uncertainties coupled with significantly long timeframes
make the outputs of climate-related risk modelling, climate-related targets (including
emission reduction targets) and pathways, inherently more uncertain than outputs
modelled for traditional financial planning cycles based on historical financial information.
Furthermore, there is a lack of scientific, industry and regulatory consensus regarding
the appropriate metrics, methodologies, modelling and standardised reporting to enable
the assessment of the location, acuteness, and severity of climate-related risks and the
monitoring and mitigation of these risks in the economy and financial system.
There is increasing industry concern (acknowledged by the Network for Greening the
Financial System) that model scenarios, including those provided by central banks and
supervisory bodies and are too benign and may not adequately capture: (i) the financial
implications of increasing frequency and severity of acute physical risks as global
temperatures increase; (ii) second and third order impacts such as disruptions to supply
chains and increased geo-political risks; nor (iii) possible ‘tipping points’ that could lead to
large, irreversible changes in the climate system (for example the melting of permafrost
or the Greenland and Antarctic ice sheets).
Capabilities within NatWest Group to appropriately assess, model, report and manage
climate-related risks and impacts and the suitability of the assumptions required to model
and manage climate-related risks appropriately continue to develop. But such
development is still in its early stages. Even when those capabilities are appropriately
developed, the high level of uncertainty regarding any assumptions modelled, the highly
subjective nature of risk measurement and mitigation techniques, incorrect or inadequate
assumptions and judgements and data quality gaps and limitations may lead to
inadequate risk management information and frameworks, or ineffective business
adaptation or mitigation strategies or regulatory non-compliance, all of which may have
a material adverse effect on NatWest Group’s business, future results, financial condition,
prospects, reputation and the price of its securities.
Failure to implement effective governance, procedures, systems and controls in
compliance with legal, regulatory requirements and societal expectations to
manage climate and sustainability-related risks and opportunities could adversely
affect NatWest Group.
The UK’s prudential regulation of climate-related risk management is an important driver
in how NatWest Group develops its associated risk framework for financing activities or
engaging with counterparties (including suppliers). Legislative and regulatory authorities
are publishing expectations as to how banks should prudently manage and transparently
disclose climate and sustainability-related risks. In the UK this includes the Bank of
England’s Supervisory Statement 3/19 on the management of climate-related financial
risks, covering governance, risk management, scenario analysis and disclosure which
sets out expectations that firms, such as NatWest Group, take a strategic approach to
managing climate-related financial risks, identifying current risks and those that can
plausibly arise in the future, and appropriate actions to mitigate those risks.
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Risk factors continued
In March 2023 the Bank of England published a report setting out its latest thinking on
climate-related risks and regulatory capital frameworks. It found there to be uncertainty
over whether banks are sufficiently capitalised for future climate-related losses and it
stated that it will undertake further analysis to explore whether changes to the
regulatory capital frameworks may be required.
Any failure of NatWest Group to fully and timely embed climate and other sustainability-
related risks into its risk management practices and framework to appropriately identify,
assess, prioritise and monitor the various climate-related physical and transition risks and
other sustainability-related risks and apply the appropriate product governance process
in line with applicable legal and regulatory requirements and expectations, may adversely
affect NatWest Group’s regulatory compliance, prudential capital requirements, liquidity
position and this may have a material adverse effect on NatWest Group’s business,
future results, financial condition, prospects, reputation or the price of its securities.
Increasing levels of climate and other sustainability-related laws, regulation and
oversight may adversely affect NatWest Group.
NatWest Group as well as its subsidiaries in the UK, EU and elsewhere are increasingly
becoming subject to more extensive climate and sustainability-related legal and
regulatory requirements. In the UK, these include mandatory requirements by the FCA
and under the Companies Act 2006 to make climate-related disclosures consistent with
the recommendations of the Task Force on Climate-related Financial Disclosures.
In addition, in August 2023 the FCA set out its intention to consult in 2024 on rules and
guidance for listed companies to disclose in line with the UK-endorsed ISSB standards
and the Transition Plan Taskforce Disclosure Framework published in October 2023 as a
complementary package. Further regulatory requirements may emerge as part of the
developing UK sustainability-related disclosure requirements. In the EU, these climate and
sustainability-related legal and regulatory requirements include the EU Taxonomy, the
EU Corporate Sustainability Reporting Directive (‘CSRD’), the EU Green Bond Standard
and proposed EU Corporate Sustainability Due Diligence Directive (‘CSDDD’).
Certain non-UK subsidiaries of NatWest Group in the EU and elsewhere may also be
subject to EU, national and other climate and sustainability laws and regulations which in
some cases may differ. For example,
NatWest Group’s Dutch subsidiary, NWM N.V., is
subject to the EU Taxonomy, CSRD, the proposed CSDDD,
and other legal, regulatory
and supervisory expectations relating to climate-related and environmental risk
management and disclosure. A failure of NatWest Group or any of its subsidiaries,
including NWM N.V., to comply with these regulations (if applicable), whether through
insufficient resources, expertise, support, customer and counterparty data challenges or
otherwise may have an adverse effect on NatWest Group’s reputation and the successful
implementation of NatWest Group’s strategy.
In some jurisdictions, particularly the United States, regulatory and enforcement activity
around climate and sustainability initiatives is becoming increasingly politicised. This has
resulted in a polarisation between promoting more extensive climate and sustainability-
related requirements, such as the proposed SEC climate disclosure rules, and challenging
climate and sustainability-related initiatives on the basis of allegations that they could
breach applicable laws.
Divergence between UK, EU, US and other climate and sustainability-related legal and
regulatory requirements and their interpretation may increase the cost of doing business
(including increased operating costs), may result in contentious regulatory and litigation
risk, may require changes to NatWest Group’s business and may restrict NatWest
Group’s access to the EU/EEA and US capital markets. Failure to comply with these
divergent legal and regulatory requirements which are applicable to NatWest Group may
result in NatWest Group and/or its subsidiaries not meeting applicable regulatory
requirements or investors’ expectations. Compliance with these complex and evolving
climate and sustainability-related legal and regulatory requirements and voluntary
standards and initiatives is likely to require NatWest Group to implement significant
changes to its business models, IT systems, products, governance, internal controls over
financial reporting, disclosure controls and procedures, modelling capability and risk
management systems, which may increase the cost of doing business, result in higher
capital requirements, and entail additional change risk and increased compliance,
regulatory sanctions, conduct and litigation (including settlements) costs.
Failure to implement and comply with these requirements, standards and initiatives may
also result in investigations and/or regulatory sanctions, reputational damage and
investor disapproval each of which may have a material adverse effect on NatWest
Group’s future results, financial condition, prospects, and/or reputation.
Increasing regulation of “greenwashing” is likely to increase the risk of regulatory
enforcement and investigation and litigation.
Misrepresenting or over-emphasising the extent to which an investment or other type of
product takes into account ‘green’, ‘environmentally friendly’, ‘sustainable’ or ‘ethical’
features and concerns, using misleading labels and language in relation to such products
and/or omitting material information about NatWest Group’s contribution to the climate
crisis (including its direct or indirect contribution to greenhouse gas emissions), or other
sustainability-related issues, could potentially result in complaints, regulatory investigation
and/or sanction, claims and/or litigation and/or reputational damage.
This risk is likely to increase as the UK and other jurisdictions implement and enforce
new anti-greenwashing regulations. For example, the FCA’s Sustainability Disclosure
Requirements and investment labels policy statement (PS 23/16) published in November
2023 includes a general anti-greenwashing rule that requires regulated firms (such as
certain subsidiaries of NatWest Group) to ensure that sustainability claims in financial
promotions of their products and services are consistent with the sustainability
characteristics of the product or service and are fair, clear and not misleading.
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Risk factors continued
The FCA has stated that it would publish guidance as to how regulated firms should
comply with its anti-greenwashing rule including the requirements for sustainability
claims that will become effective on 31 May 2024 (currently the subject of FCA
consultation paper (GC23/3)). In the EU the European Commission has proposed a Green
Claims Directive which will address false environmental claims and the proliferation of
environmental labels by requiring certain claims to be substantiated with scientific
evidence and independently verified.
Natwest Group plans to invest in voluntary carbon credits to mitigate emissions beyond
its own value chain whilst transitioning towards a state of net zero emissions by 2050.
NatWest Group may also be involved in trading voluntary carbon credits with its clients,
or facilitating clients to trade these credits. Financial market and platform regulators are
increasingly taking an interest in the voluntary carbon market and voluntary carbon
credits retired, sold or traded by financial institutions or used by them as part of their
own emissions reduction plans. NatWest Group could potentially be exposed to financial,
litigation, regulatory enforcement and reputational risk where it retires, facilitates or is
otherwise associated with voluntary carbon credit transactions or use (including use to
offset own emissions). This includes where voluntary carbon credits are not of sufficient
quality, potential issues or risks with respect to such carbon credits (or projects through
which they are generated) are not adequately disclosed or stated benefits are
exaggerated or misleading and/or such carbon credits are used either by NatWest Group
or by a third party organisation (such as a customer) as a substitute for achieving
appropriate emissions reductions in their own operations.
Any failure of NatWest Group to implement robust and effective climate and
sustainability-related disclosure, communications and product governance policies,
procedures and controls to make accurate public statements and claims about how
environmentally friendly, sustainable or ethical NatWest Group’s products and services
are and to apply these in line with applicable legal and regulatory requirements and
expectations, may adversely affect NatWest Group’s regulatory compliance and/or
reputation and could give rise to increased regulatory enforcement, investigation and
litigation.
NatWest Group may be subject to potential climate and other sustainability-
related litigation, enforcement proceedings, investigations and conduct risk.
Due to increasing new climate and sustainability-related jurisprudence, laws and
regulations in the UK and other jurisdictions, growing demand from investors and
customers for environmentally sustainable products and services, and regulatory
scrutiny, financial institutions, including NatWest Group, may through their business
activities, face increasing litigation, conduct, enforcement and contract liability risks
related to climate change, nature-related degradation, human rights violations and other
social, governance and sustainability-related issues.
These risks may arise, for example, from claims pertaining to:
failure to meet obligations, targets or commitments relating to, or to disclose
accurately, or provide updates on material climate and/or sustainability-related risks,
or otherwise provide appropriate, balanced, clear, complete, correct, fair, meaningful,
understandable, disclosure (which is capable of being substantiated) to investors,
customers, counterparties (including suppliers) and other stakeholders;
conduct, mis-selling and customer protection claims, including claims which may
relate to alleged insufficient product understanding, unsuitable product offering and
/or reliance upon information provided by NatWest Group or claims alleging unfair
pricing of climate-related products, for example in relation to products where limited
liquidity or reliable market data exists for benchmarking purposes or which may be
impacted by future climate policy uncertainty or other factors;
marketing that portrays products, securities, activities or policies as having positive
climate, nature-related or sustainable outcomes to an extent that may not be the
case, or may not adequately be qualified and/or omits material information about
NatWest Group’s contribution to the climate crisis and/or its direct / indirect
contribution to greenhouse gas emissions or other sustainability-related issues;
damages claims under various tort theories, including common law public nuisance
claims, or negligent mismanagement of physical and/or transition risks;
alleged violations of officers’, directors’ and other fiduciaries’ duties, for example by
financing various carbon-intensive, environmentally harmful or otherwise highly
exposed assets, companies, and industries;
changes in the understanding of what constitutes positive climate, nature-related or
sustainable outcomes as a result of developing climate science, leading to
discrepancy between current product offerings and investor and/or market and/or
broader stakeholder expectations;
any weaknesses or failures in specific systems or processes associated particularly
with climate, nature-related or sustainability linked products, and/or human rights
due diligence, including any failure in the timely implementation, onboarding and/or
updating of such systems or processes;
counterparties, collaborators, customers to whom NatWest Group provides services
and third parties in NatWest Group’s value chain who act, or fail to act, or undertake
due diligence, or apply appropriate risk management and product governance in a
manner that may adversely affect NatWest Group’s reputation or sustainability
credentials; or
NatWest Group’s or its customers’, counterparties’ (including suppliers’) involvement
in, or decision not to participate in, certain industries or projects associated with
causing or exacerbating climate change and nature-related degradation.
Furthermore, there is a risk that shareholders, campaign groups, customers and activist
groups could seek to take legal action against NatWest Group for financing or
contributing to climate change, nature-related degradation and human rights violations,
failure to implement or follow adequate governance procedures and for not supporting
the principles of ‘just transition’ (i.e. maximising the social benefits of the transition,
mitigating the social risks of the transition, empowering those affected by the change,
anticipating future shifts to address issues up front and mobilising investments from the
public and private sectors).
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Risk factors continued
There is an increase in the number of legal, conduct and regulatory claims as well as an
increase in the variety of legal bases being alleged, remedies sought and amount of
damages awarded in legal, conduct and regulatory proceedings, investigations,
administrative actions and other adversarial proceedings against financial institutions for
climate and sustainability matters.
There is a risk that as climate, nature-related and
environmental science develop and societal understanding of these issues increases and
deepens, courts, regulators and enforcement authorities may apply the then current
understandings of climate and the broader sustainability-related matters retrospectively
when assessing claims about historical conduct or dealings of financial institutions,
including NatWest Group. There is also an increase in enforcement and litigation focusing
on challenging public and private sector sustainability policies and initiatives intended to
address climate change and nature-related degradation. Refer to ‘
NatWest Group is
exposed to the risk of various litigation matters, regulatory and governmental actions and
investigations as well as remedial undertakings, the outcomes of which are inherently
difficult to predict, and which could have an adverse effect on NatWest Group
’.
In
addition, supervisors and regulators are increasing their enforcement focus on climate
and sustainability-related matters. For example, the ECB has stated that enforcement
measures in the form of periodic penalty payments may be imposed on banks that do
not fully align with ECB supervisory expectations of sound practices for managing
climate and environmental risks.
These potential litigation, conduct, enforcement and contract liability risks may have a
material adverse effect on NatWest Group’s ability to achieve its strategy, including its
climate ambitions and targets, and this may have a material adverse effect on NatWest
Group’s future results, financial condition, prospects, and/or reputation.
A reduction in the ESG ratings of NatWest Group could have a negative impact
on NatWest Group’s reputation and on investors’ risk appetite and customers’
willingness to deal with NatWest Group.
ESG ratings from agencies and data providers which rate how NatWest Group manages
environmental, social and governance risks are increasingly influencing investment
decisions pertaining to NatWest Group’s and/or its subsidiaries’ securities or being used
as a basis to label financial products and services as environmentally friendly or
sustainable. ESG ratings are often (i) unsolicited; (ii) subject to the assessment and
interpretation by the ESG rating agencies; (iii) provided without warranty; (iv) not a
sponsorship, endorsement, or promotion of NatWest Group by the relevant rating
agency; and (v) may depend on many factors some of which are beyond NatWest
Group’s control (e.g. any change in rating methodology). In addition, certain NatWest
Group entities offer and sell products and services to customers and counterparties
based exclusively or largely on a rating by an unregulated ESG rating agency or data
providers. ESG rating agencies, at this stage, are not subject to any specific regulatory or
other regime or oversight (although there are proposals by regulators in different
jurisdictions to regulate rating agencies and data providers). Regulators have expressed
concern that harm may arise from potential conflicts of interest within ESG rating and
review or second party opinion providers and there is a lack of transparency in
methodologies and data points, which renders ratings and reviews incomparable
between agencies or providers. Any material reduction in the ESG ratings of NatWest
Group may have a negative impact on NatWest Group’s reputation, could influence
investors’ risk appetite for NatWest Group’s and/or its subsidiaries’ securities, particularly
ESG securities, could potentially affect the pricing of securities issued by NatWest Group
and/or its subsidiaries and could affect a customer’s willingness to deal with NatWest
Group..
A regulatory sanction or enforcement action involving an ESG rating agency used by a
NatWest Group entity could also have a negative impact on NatWest Group’s reputation.
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Operational risks (including reliance on third party suppliers and outsourcing of
certain activities) are inherent in NatWest Group’s businesses.
Operational risk is the risk of loss or disruption resulting from inadequate or failed internal
processes, procedures, people or systems, or from external events, including legal and
regulatory risks, third party processes, procedures, people or systems. NatWest Group
operates in a number of countries, offering a diverse range of products and services
supported directly or indirectly by third party suppliers. As a result, operational risks or
losses can arise from a number of internal or external factors (including for example,
payment errors or financial crime and fraud), for which there is continued scrutiny by
third parties of NatWest Group’s compliance with financial crime requirements; refer to,
NatWest Group is exposed to the risks of various litigation matters, regulatory and
governmental actions and investigations as well as remedial undertakings, the outcomes
of which are inherently difficult to predict, and which could have an adverse effect on
NatWest Group.
’ These risks are also present when NatWest Group relies on critical
service providers (suppliers) or vendors to provide services to it or its customers, as is
increasingly the case as NatWest Group outsources certain activities, including with
respect to the implementation of technologies, innovation and responding to regulatory
and market changes.
Operational risks continue to be heightened as a result of the implementation of NatWest
Group’s strategy, and the organisational and operational changes involved, including:
NatWest Group’s phased withdrawal from ROI; NatWest Group’s current cost-controlling
measures; the progression towards working as One Bank across NatWest Group to
serve customers; the implementation of the recommendations from the recent
independent reviews by the law firm Travers Smith LLP of customer account closures, as
well as the outcome of ongoing FCA and internal reviews with respect to certain
governance processes, policies, systems and controls of NatWest Group entities including
with respect to customer account closures; and conditions affecting the financial services
industry generally (including macroeconomic and other geopolitical developments) as well
as the legal and regulatory uncertainty resulting from these conditions. It is unclear as to
how the future ways of working may evolve, including in respect of how working
practices may further evolve, or how NatWest Group will evolve to best serve its
customers. Any of the above may place significant pressure on NatWest Group’s ability
to maintain effective internal controls and governance frameworks.
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Risk factors continued
The effective management of operational risks is critical to meeting customer service
expectations and retaining and attracting customer business. Although NatWest Group
has implemented risk controls and mitigation actions, with resources and planning having
been devoted to mitigate operational risk, such measures may not be effective in
controlling each of the operational risks faced by NatWest Group.
Ineffective management of such risks may have a material adverse effect on NatWest
Group’s future results, financial condition, prospects, and/or reputation.
NatWest Group is subject to sophisticated and frequent cyberattacks.
NatWest Group experiences a constant threat from cyberattacks across the entire
NatWest Group and against NatWest Group’s supply chain, reinforcing the importance of
due diligence of and close working relationship with the third parties on which NatWest
Group relies. NatWest Group is reliant on technology, against which there is a constantly
evolving series of attacks that are increasing in terms of frequency, sophistication,
impact and severity. As cyberattacks evolve and become more sophisticated, NatWest
Group is required to continue to invest in additional capability designed to defend against
emerging threats. In 2023, NatWest Group and its supply chain were subjected to a small
number of Distributed Denial of Service (‘DDOS’) and ransomware attacks, which are a
pervasive threat to the financial services industry. The focus is to manage the impact of
the attacks and sustain availability of services for NatWest Group’s customers.
Consequently, NatWest Group continues to invest significant resources in developing and
evolving of cybersecurity controls that are designed to minimise the potential effect of
such attacks.
Third parties continue to make hostile attempts to gain access to, introduce malware
(including ransomware) into and exploit potential vulnerabilities of, NatWest Group’s IT
systems. NatWest Group has information and cybersecurity controls that seek to
minimise the impact of any such attacks, which are subject to review on a regular basis
but given the nature of the threat, there can be no assurance that such measures will
prevent the potential adverse effect of an attack from occurring. Refer to
‘NatWest
Group’s operations are highly dependent on its complex IT systems and any IT failure
could adversely affect NatWest Group
.’
Any failure in NatWest Group’s information and cybersecurity policies, procedures or
controls, may result in significant financial losses, major business disruption, inability to
deliver customer services, or loss of, or ability to access, data or systems or other
sensitive information (including as a result of an outage) and may cause associated
reputational damage. Any of these factors could increase costs (including costs relating
to notification of, or compensation for customers, credit monitoring or card reissuance),
result in regulatory investigations or sanctions being imposed or may affect NatWest
Group’s ability to retain and attract customers. Regulators in the UK, US, Europe and
Asia continue to recognise cybersecurity as an important systemic risk to the financial
sector and have highlighted the need for financial institutions to improve their monitoring
and control of, and resilience (particularly of critical services) to cyberattacks, and to
provide timely reporting or notification of them, as appropriate (including, for example,
the new SEC cybersecurity requirements). Furthermore, cyberattacks on NatWest
Group’s counterparties and suppliers may also have an adverse effect on NatWest
Group’s operations.
Additionally, third parties may induce employees, customers, third-party providers or
other users with access to NatWest Group’s systems to wrongfully disclose sensitive
information to gain access to NatWest Group’s data or systems or that of NatWest
Group’s customers or employees. Cybersecurity and information security events can
derive from groups or factors such as: internal or external threat actors, human error,
fraud or malice on the part of NatWest Group’s employees or third parties, including
third party providers, or may result from technological failure.
NatWest Group expects greater regulatory engagement, supervision and enforcement to
continue in relation to its overall resilience to withstand IT and IT-related disruption,
either through a cyberattack or some other disruptive event. Such increased regulatory
engagement, supervision and enforcement is uncertain in relation to the scope, cost,
consequence and the pace of change, which may have a material adverse effect on
NatWest Group. Due to NatWest Group’s reliance on technology and the increasing
sophistication, frequency and impact of cyberattacks, such attacks may have an adverse
effect on NatWest Group.
In accordance with the Data Protection Act 2018 and the European Union Withdrawal
Act 2018, the Data Protection, Privacy and Electronic Communications (Amendments
Etc.) (EU Exit) Regulations 2019, as amended by the Data Protection, Privacy and
Electronic Communications (Amendments Etc.) (EU Exit) Regulations 2020 (‘UK Data
Protection Framework’) and European Banking Authority (‘EBA’) Guidelines on ICT and
Security Risk Management, NatWest Group is required to ensure it implements timely,
appropriate and effective organisational and technological safeguards against
unauthorised or unlawful access to the data of NatWest Group, its customers and its
employees. In order to meet this requirement, NatWest Group relies on the effectiveness
of its internal policies, controls and procedures to protect the confidentiality, integrity and
availability of information held on its IT systems, networks and devices as well as with
third parties with whom NatWest Group interacts. A failure to monitor and manage data
in accordance with the UK Data Protection Framework and EBA requirements of the
applicable legislation may result in financial losses, regulatory fines and investigations and
associated reputational damage.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group operations and strategy are highly dependent on the accuracy
and effective use of data.
NatWest Group relies on the effective use of accurate data to support, monitor, evaluate,
manage and enhance its operations, innovate its products offering, meet its regulatory
obligations, and deliver its strategy. Investment is being made in data tools and analytics,
including raising awareness around ethical data usage (for example, in relation to the use
of artificial intelligence) and privacy across NatWest Group. The availability and
accessibility of current, complete, detailed, accurate and, wherever possible, machine-
readable customer segment and sub-sector data, together with appropriate governance
and accountability for data, is fast becoming a critical strategic asset, which is subject to
increased regulatory focus.
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Risk factors continued
Failure to have or be able to access that data or the ineffective use or governance of
that data could result in a failure to manage and report important risks and opportunities
or satisfy customers’ expectations including the inability to deliver products and services.
This could also result in a failure to deliver NatWest Group’s strategy and could place
NatWest Group at a competitive disadvantage by increasing its costs, inhibiting its efforts
to reduce costs or its ability to improve its systems, controls and processes, which could
result in a failure to deliver NatWest Group’s strategy.
These data weaknesses and limitations, or the unethical or inappropriate use of data,
and/or non-compliance with data protection laws could give rise to conduct and litigation
risks and may increase the risk of operational challenges, losses, reputational damage or
other adverse consequences due to inappropriate models, systems, processes, decisions
or other actions.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group’s operations are highly dependent on its complex IT systems and
any IT failure could adversely affect NatWest Group.
NatWest Group’s operations are highly dependent on the ability to process a very large
number of transactions efficiently and accurately while complying with applicable laws
and regulations. The proper functioning of NatWest Group’s transactional and payment
systems, financial crime, fraud systems and controls, risk management, credit analysis
and reporting, accounting, customer service and other IT systems (some of which are
owned and operated by other entities in NatWest Group or third parties), as well as the
communication networks between its branches and main data processing centres, is
critical to NatWest Group’s operations.
Individually or collectively, any system failure, loss of service availability or breach of data
security could potentially cause significant damage to: (i) important business services
across NatWest Group and (ii) NatWest Group’s ability to provide services to its
customers, which could result in reputational damage, significant compensation costs
and regulatory sanctions (including fines resulting from regulatory investigations) or a
breach of applicable regulations and could affect NatWest Group’s regulatory approvals,
competitive position, business and brands, which could undermine its ability to attract
and retain customers and talent. NatWest Group outsources certain functions as it
innovates and offers new digital solutions to its customers to meet the demand for online
and mobile banking. Outsourcing alongside remote working heighten the above risks.
NatWest Group uses IT systems that enable remote working interface with third-party
systems, and NatWest Group could experience service denials or disruptions if such
systems exceed capacity or if NatWest Group or a third-party system fails or
experiences any interruptions, all of which could result in business and customer
interruption and related reputational damage, significant compensation costs, regulatory
sanctions and/or a breach of applicable regulations.
In 2023, NatWest Group made considerable investments to further simplify, upgrade and
improve its IT and technology capabilities (including migration of certain services to cloud
platforms). NatWest Group also continues to develop and enhance digital services for its
customers and seeks to improve its competitive position through enhancing controls and
procedures and strengthening the resilience of services including cybersecurity. Any
failure of these investment and rationalisation initiatives to achieve the expected results,
due to cost challenges or otherwise, may adversely affect NatWest Group’s operations,
its reputation and ability to retain or grow its customer business or adversely affect its
competitive position.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group relies on attracting, retaining and developing diverse senior
management and skilled personnel, and is required to maintain good employee
relations.
NatWest Group’s success depends on its ability to attract, retain through creating an
inclusive environment, and develop highly skilled and qualified diverse personnel,
including senior management, directors and key employees (including technology and
data focused roles), in a highly competitive market and under internal cost efficiency
pressures.
NatWest Group’s ability to attract, retain and develop highly skilled and qualified diverse
senior management (this may include a new permanent CEO in 2024) and skilled
personnel may be more difficult due to the cost-controlling measures, a failure to pay
employees competitive compensation, heightened regulatory oversight of banks and the
increasing scrutiny of, and (in some cases) restrictions placed upon, employee
compensation arrangements (in particular those of banks that have been in receipt of
government support such as NatWest Group). In addition, certain economic, market and
regulatory conditions and political developments may reduce the pool of candidates for
key management and non-executive roles, including non-executive directors with the
right skills, knowledge and experience, or may increase the number of departures of
existing employees. Moreover, a failure to foster a diverse and inclusive workforce may
adversely affect NatWest Group’s employee engagement and the formulation and
execution of its strategy and could also have an adverse effect on its reputation with
employees, customers, investors and regulators.
Many of NatWest Group’s employees in the UK, the ROI and continental Europe are
represented by employee representative bodies, including trade unions and works
councils. Engagement with its employees and such bodies is important to NatWest Group
in maintaining good employee relations. Any failure to do so may adversely affect
NatWest Group’s ability to operate its business effectively.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
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2023 Annual Report and Accounts
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Risk factors continued
A failure in NatWest Group’s risk management framework could adversely affect
NatWest Group, including its ability to achieve its strategic objectives.
Risk management is an integral part of all of NatWest Group’s activities and delivery of
its long-term strategy. NatWest Group’s Enterprise-Wide Risk Management Framework
sets out the approach for managing risk within NatWest Group including in relation to
risk governance and risk appetite. A failure to adhere to this framework, or any material
weaknesses or deficiencies in the framework’s controls and procedures, could adversely
affect NatWest Group’s financial condition and strategic delivery including in relation to
inaccurate adherence to agreed risk appetite statements and accurate risk reporting of
risk exposures.
In addition, financial crime risk management is dependent on the use and effectiveness of
financial crime assessment, systems and controls. Weak or ineffective financial crime
processes and controls may risk NatWest Group inadvertently facilitating financial crime
which may result in regulatory investigation, sanction, litigation, fines and/or reputational
damage. Financial crime continues to evolve, whether through fraud, scams,
cyberattacks or other criminal activity. These risks are exacerbated as NatWest Group
continues to innovate its product offering and increasingly offers digital solutions to its
customers. NatWest Group has made and continues to make significant, multi-year
investments to strengthen and improve its overall financial crime control framework with
prevention systems and capabilities. As part of its ongoing programme of investment,
there is current and future investment planned to further strengthen financial crime
controls over the coming years, including investment in new technologies and capabilities
to further enhance customer due diligence, transaction monitoring, sanctions and anti-
bribery and corruption systems.
Financial risk management is highly dependent on the use and effectiveness of internal
stress tests and models and ineffective risk management may arise from a wide variety
of factors, including lack of transparency or incomplete risk reporting, manual processes
and controls, inaccurate data, inadequate IT systems, unidentified conflicts or misaligned
incentives, lack of accountability control and governance, incomplete risk monitoring and
management or insufficient challenges or assurance processes or a failure to commence
or timely complete risk remediation projects. Failure to manage risks effectively, or within
regulatory expectations, could adversely affect NatWest Group’s reputation or its
relationship with its regulators, customers, shareholders or other stakeholders.
NatWest Group’s operations are inherently exposed to conduct risks, which include
business decisions, actions or reward mechanisms that are not responsive to or aligned
with NatWest Group’s regulatory obligations, customers’ needs or do not reflect NatWest
Group’s strategy, ineffective product management, unethical or inappropriate use of
data, information asymmetry, implementation and utilisation of new technologies,
outsourcing of customer service and product delivery, inappropriate behaviour towards
customers, customer outcomes, the possibility of mis-selling of financial products and
mishandling of customer complaints. Some of these risks have materialised in the past
and ineffective management and oversight of conduct risks may lead to further
remediation and regulatory intervention or enforcement.
NatWest Group’s businesses are also exposed to risks from employee, contractor or
service providers misconduct including non-compliance with policies and regulations,
negligence or fraud (including financial crimes and fraud), any of which could result in
regulatory fines or sanctions and serious reputational or financial harm to NatWest
Group. Hybrid working arrangements for NatWest Group employees place heavy
reliance on the IT systems that enable remote working and may place additional
pressure on NatWest Group’s ability to maintain effective internal controls and
governance frameworks and increase operational risk.
Hybrid working arrangements are also subject to regulatory scrutiny to ensure adequate
recording, surveillance and supervision of regulated activities, and compliance with
regulatory requirements and expectations, including requirements to: meet threshold
conditions for regulated activities; ensure the ability to oversee functions (including any
outsourced functions); ensure no detriment is caused to customers; and ensure no
increased risk of financial crime.
NatWest Group seeks to embed a risk awareness culture across the organisation and
has implemented policies and allocated new resources across all levels of the
organisation to manage and mitigate conduct risk and expects to continue to invest in
risk management, including the ongoing development of a risk management strategy in
line with regulatory expectations. However, such efforts may not insulate NatWest Group
from instances of misconduct and no assurance can be given that NatWest Group’s
strategy and control framework will be effective. Any failure in NatWest Group’s risk
management framework may result in the inability to achieve its strategic objectives for
its customers, employees and wider stakeholders.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group’s operations are subject to inherent reputational risk.
Reputational risk relates to stakeholder and public perceptions of NatWest Group arising
from an actual or perceived failure to meet stakeholder or the public’s expectations,
including with respect to NatWest Group’s strategy and related targets, the progression
towards working as One Bank across NatWest Group to serve customers or due to any
events, behaviour, action or inaction by NatWest Group, its employees or those with
whom NatWest Group is associated. Refer to ‘
NatWest Group’s businesses are subject
to substantial regulation and oversight, which are constantly evolving and may adversely
affect NatWest Group.
This includes harm to its brand, which may be detrimental to
NatWest Group’s business, including its ability to build or sustain business relationships
with customers, stakeholders and regulators, and may cause low employee morale,
regulatory censure or reduced access to, or an increase in the cost of, funding.
Reputational risk may arise whenever there is, or there is perceived to be, a material
lapse in standards of integrity, compliance, customer or operating efficiency, or
regulatory or press scrutiny, and may adversely affect NatWest Group’s ability to attract
and retain customers. For example, NatWest Group’s reputational risks were elevated
during 2023 as a result of the departure of its CEO in connection with account closures
and related use of customer data that attracted significant public and media attention.
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2023 Annual Report and Accounts
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Risk factors continued
In particular, NatWest Group’s ability to attract and retain customers (particularly,
corporate/institutional and retail depositors), and talent, and engage with counterparties
may be adversely affected by factors including: negative public opinion resulting from
the actual or perceived manner in which NatWest Group conducts or modifies its
business activities and operations, media coverage (whether accurate or otherwise),
employee misconduct, NatWest Group’s financial performance, IT systems failures or
cyberattacks, data breaches, financial crime and fraud, the level of direct and indirect
government support, or the actual or perceived practices in the banking and financial
industry in general, or a wide variety of other factors.
Technologies, in particular online social networks and other broadcast tools that
facilitate communication with large audiences in short timeframes and with minimal
costs, may also significantly increase and accelerate the impact of damaging information
and allegations.
Although NatWest Group has implemented a Reputational Risk Policy to identify,
measure and manage material reputational risk exposures, NatWest Group cannot be
certain that it will be successful in avoiding damage to its business from reputational risk.
Any of the above aspects of reputational risk may have a material adverse effect on
NatWest Group’s future results, financial condition, prospects, and/or reputation.
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NatWest Group’s businesses are subject to substantial regulation and oversight,
which are constantly evolving and may adversely affect NatWest Group.
NatWest Group is subject to extensive laws, regulations, guidelines, corporate
governance practice and disclosure requirements, administrative actions and policies in
each jurisdiction in which it operates, which represents ongoing compliance and conduct
risks. Many of these have been introduced or amended recently and are subject to
further material changes, which may increase compliance and conduct risks, particularly
as EU/EEA and UK laws diverge as a result of Brexit. NatWest Group expects
government and regulatory intervention in the financial services industry to remain high
for the foreseeable future.
Regulators and governments continue to focus on reforming the prudential regulation of
the financial services industry and the manner in which the business of financial services
is conducted. Measures have included: enhanced capital, liquidity and funding
requirements, through initiatives such as the Basel 3.1 standards implementation (and
any resulting effect on RWAs and models), the UK ring-fencing regime, the strengthening
of the recovery and resolution framework applicable to financial institutions in the UK,
the EU and the US, financial industry reforms (including in respect of MiFID II and the
FSM Act 2023), LIBOR transition, corporate governance requirements, rules relating to
the compensation of senior management and other employees, enhanced data
protection and IT resilience requirements, financial market infrastructure reforms,
enhanced regulations in respect of the provision of ‘investment services and activities’,
and increased regulatory focus in certain areas, including conduct, consumer protection
(such as the FCA’s Consumer Duty) in retail or other financial markets, competition and
disputes regimes, anti-money laundering, anti-corruption, anti-bribery, anti-tax evasion,
payment systems, sanctions and anti-terrorism laws and regulations.
In addition, there is significant oversight by competition authorities of the jurisdictions in
which NatWest Group operates. The competitive landscape for banks and other financial
institutions in the UK, EU/EEA, Asia and the US is rapidly changing. Recent regulatory
and legal changes have and may continue to result in new market participants and
changed competitive dynamics in certain key areas. Regulatory and competition
authorities, including the CMA, are also looking at and focusing more on how they can
support competition and innovation in digital and other markets. Future competition
investigations, market reviews, or the regulation of mergers may lead to the imposition of
financial penalties or market remedies that may adversely affect NatWest Group’s
competitive or financial position.
Recent regulatory changes and heightened levels of public and regulatory scrutiny in the
UK, the EU and the US have resulted in increased capital, funding and liquidity
requirements, changes in the competitive landscape, changes in other regulatory
requirements and increased operating costs, and have impacted, and will continue to
impact, product offerings and business models.
Other areas in which, and examples of where, governmental policies, regulatory and
accounting changes, and increased public and regulatory scrutiny may have an adverse
effect (some of which could be material) on NatWest Group include, but are not limited
to, the following:
General changes in government, central bank, regulatory or competition policy, or
changes in regulatory regimes that may influence investor decisions in the
jurisdictions in which NatWest Group operates;
Rules relating to foreign ownership, expropriation, nationalisation and confiscation or
appropriation of assets;
Increased scrutiny including from the CMA, FCA and Payment Systems Regulator
(‘PSR’) for the protection and resilience of, and competition and innovation in, digital
and other markets, UK payment systems (with the development of the government’s
National Payments Vision and Strategy) and retail banking developments relating to
the UK initiative on Open Banking, Open Finance and the European directive on
payment services;
The ongoing compliance by NatWest Group with CMA’s Market Orders including the
Retail Banking Market Order 2017 (the ‘Order’) and SME Undertakings as well as
legislation being drafted to introduce penalties for breaches of such requirements (in
addition to the current customer remediation requirements);
Ongoing competition litigation in the English courts around payment card interchange
fees, combined with increased regulatory scrutiny (from the PSR) of the Visa and
Mastercard card schemes;
Increased risk of new class action claims being brought against NatWest Group in the
Competition Appeal Tribunal for breaches of competition law;
New or increased regulations relating to customer data protection as well as IT
controls and resilience, such as the proposed UK Data Protection and Digital
Information Bill (No 2) and in India, the Digital Personal Data Protection Bill 2022;
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Risk factors continued
The introduction of, and changes to, taxes, levies or fees applicable to NatWest
Group’s operations, such as the introduction of global minimum tax rules, changes in
tax rates, changes in the scope and administration of the Bank Levy, increases in the
bank corporation tax surcharge in the UK, restrictions on the tax deductibility of
interest payments or further restrictions imposed on the treatment of carry-forward
tax losses that reduce the value of deferred tax assets and require increased
payments of tax;
The potential introduction by the Bank of England of a Central Bank Digital Currency
which could result in deposit outflows, higher funding costs, and/or other implications
for UK banks including NatWest Group;
Regulatory enforcement in the form of PRA imposed financial penalties for failings in
banks’ regulatory reporting governance and controls, and ongoing regulatory
scrutiny, and the PRA’s thematic reviews of the governance, controls and processes
for preparing regulatory returns of selected UK banks, including NatWest Group;
‘Dear CEO’ letters issued by the Bank of England from time to time;
Recent or proposed US regulations around cybersecurity incidents, climate
disclosures and other climate and sustainability-related rules;
New or increased regulations relating to financial crime (including the new criminal
offence of failure to prevent fraud), and
Any regulatory requirements relating to the use of artificial intelligence and large
language models across the financial services industry (such as the European Union
Artificial Intelligence Act).
Any of these developments (including any failure to comply with new rules and
regulations) could also have an adverse effect on NatWest Group’s authorisations and
licences, the products and services that NatWest Group may offer, its reputation and the
value of its assets, NatWest Group’s operations or legal entity structure, and the manner
in which NatWest Group conducts its business. Material consequences could arise should
NatWest Group be found to be non-compliant with these regulatory requirements.
Regulatory developments may also result in an increased number of regulatory
investigations and proceedings and have increased the risks relating to NatWest Group’s
ability to comply with the applicable body of rules and regulations in the manner and
within the timeframes required.
Changes in laws, rules or regulations, or in their interpretation or enforcement, or the
implementation of new laws, rules or regulations, including contradictory or conflicting
laws, rules or regulations by key regulators or policymakers in different jurisdictions, or
failure by NatWest Group to comply with such laws, rules and regulations, may adversely
affect NatWest Group’s business, results of operations and outlook. In addition,
uncertainty and insufficient international regulatory coordination as enhanced
supervisory standards are developed and implemented may adversely affect NatWest
Group’s ability to engage in effective business, capital and risk management planning.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
NatWest Group is exposed to the risks of various litigation matters, regulatory and
governmental actions and investigations as well as remedial undertakings, the
outcomes of which are inherently difficult to predict, and which could have an
adverse effect on NatWest Group.
NatWest Group’s operations are diverse and complex and it operates in legal and
regulatory environments that expose it to potentially significant civil actions (including
those following on from regulatory sanction), as well as criminal, regulatory and
governmental proceedings. NatWest Group has resolved a number of legal and
regulatory actions over the past several years but continues to be, and may in the future
be, involved in such actions in the US, the UK, Europe, Asia and other jurisdictions.
NatWest Group is, has recently been or will likely be involved in a number of significant
legal and regulatory actions, including investigations, proceedings and ongoing reviews
(both formal and informal) by governmental law enforcement and other agencies and
litigation proceedings, including in relation to the offering of securities, conduct in the
foreign exchange market, the setting of benchmark rates such as LIBOR and related
derivatives trading, the issuance, underwriting, and sales and trading of fixed-income
securities (including government securities), product mis-selling, customer mistreatment,
anti-money laundering, antitrust, VAT recovery and various other issues. There is also an
increasing risk of new class action claims being brought against NatWest Group in the
Competition Appeal Tribunal for breaches of competition law.
Legal and regulatory actions are subject to many uncertainties, and their outcomes,
including the timing, amount of fines, damages or settlements or the form of any
settlements, which may be material and in excess of any related provisions, are often
difficult to predict, particularly in the early stages of a case or investigation. NatWest
Group’s expectation for resolution may change and substantial additional provisions and
costs may be recognised in respect of any matter.
The resolution of significant investigations include: NWM Plc’s December 2021 spoofing-
related guilty plea in the United States that was agreed with the US Department of
Justice, and involves a three-year period of probation, an independent corporate monitor
and the ongoing implementation of recommendations made by it, and commitments to
compliance programme reviews and improvements and reporting obligations. Ongoing
matters include the implementation of recommendations made by the law firm Travers
Smith LLP following independent reviews into issues that had arisen from treatment of a
customer in connection with an account closure decision that attracted significant public
attention and related interactions with the media, and certain account closures more
generally. NatWest Group plc has received reports in connection with the Travers Smith
reviews, and published summaries of the key findings and recommendations in October
and December 2023. In addition, NatWest Group plc is conducting internal reviews with
respect to certain governance processes, policies, systems and controls of NatWest
Group entities, including with respect to customer account closures and the FCA is
conducting supervisory work into how the governance, systems and controls of NatWest
Group and Coutts & Company are working, to identify and address any significant
shortcomings. For additional information relating to legal, regulatory proceedings and
matters to which NatWest Group is exposed, refer to ‘
Litigation and regulatory matters
at Note 26 to the consolidated accounts.
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2023 Annual Report and Accounts
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Risk factors continued
Recently resolved matters or adverse outcomes or resolution of current or future legal,
regulatory or other matters, including conduct-related reviews, redress projects or the
subject matter and outcomes of any of the independent or internal reviews described
above, could increase the risk of greater regulatory and third-party scrutiny and/or result
in future legal or regulatory actions, and could have material financial, reputational, or
collateral consequences for NatWest Group’s business and result in restrictions or
limitations on NatWest Group’s operations.
These may include the effective or actual disqualification from carrying on certain
regulated activities and consequences resulting from the need to reapply for various
important licences or obtain waivers to conduct certain existing activities of NatWest
Group, particularly but not solely in the US, which may take a significant period of time
and the results and implications of which are uncertain.
Disqualification from carrying on any activities, whether automatically as a result of the
resolution of a particular matter or as a result of the failure to obtain such licences or
waivers could adversely affect NatWest Group’s business, in particular in the US. This in
turn and/or any fines, settlement payments or penalties may have a material adverse
effect on NatWest Group’s future results, financial condition, prospects, and/or
reputation.
Failure to comply with undertakings made by NatWest Group to its regulators, or the
conditions of probation resulting from the spoofing-related guilty plea, may result in
additional measures or penalties being taken against NatWest Group. In addition, any
failure to administer conduct redress processes adequately, or to handle individual
complaints fairly or appropriately, could result in further claims as well as the imposition
of additional measures or limitations on NatWest Group’s operations, additional
supervision by NatWest Group’s regulators, and loss of investor confidence.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, capital position, reputation or its ability to meet regulatory
capital adequacy requirements.
Changes in tax legislation or failure to generate future taxable profits may impact
the recoverability of certain deferred tax assets recognised by NatWest Group.
In accordance with the accounting policies set out in
‘Critical accounting policies and
sources of estimation uncertainty
’, NatWest Group has recognised deferred tax assets on
losses available to relieve future profits from tax only to the extent it is probable that
they will be recovered. The deferred tax assets are quantified on the basis of current tax
legislation and accounting standards and are subject to change in respect of the future
rates of tax or the rules for computing taxable profits and offsetting allowable losses.
Failure to generate sufficient future taxable profits or further changes in tax legislation
(including with respect to rates of tax) or accounting standards may reduce the
recoverable amount of the recognised tax loss deferred tax assets, amounting to £1.019
billion as at 31 December 2023. Changes to the treatment of certain deferred tax assets
may impact NatWest Group’s capital position. In addition, NatWest Group’s interpretation
or application of relevant tax laws may differ from those of the relevant tax authorities
and provisions are made for potential tax liabilities that may arise on the basis of the
amounts expected to be paid to tax authorities. The amounts ultimately paid may differ
materially from the amounts provided depending on the ultimate resolution of such
matters.
Any of the above may have a material adverse effect on NatWest Group’s future results,
financial condition, prospects, and/or reputation.
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2023 Annual Report and Accounts
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Material contracts
The company and its subsidiaries are party to various contracts in the ordinary course
of business. Material contracts include the following:
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On 26 November 2009, the company and HM Treasury entered into the Acquisition
and Contingent Capital Agreement pursuant to which HM Treasury subscribed for the
initial B shares and the Dividend Access Share (the Acquisitions) and agreed the terms
of HM Treasury's contingent subscription (the Contingent Subscription) for an
additional £8 billion in aggregate in the form of further B shares (the Contingent B
shares), to be issued on the same terms as the initial B shares. The Acquisitions were
subject to the satisfaction of various conditions, including the company having obtained
the approval of its shareholders in relation to the Acquisitions.
On 16 December 2013, the company announced that, having received approval from
the PRA, it had terminated the £8 billion Contingent Subscription. The company was
able to cancel the Contingent Subscription as a result of the actions announced in the
second half of 2013 to further strengthen its capital position.
On 9 October 2015, the company announced that on 8 October 2015, it had received
a valid conversion notice from HM Treasury in respect of all outstanding B shares held
by HM Treasury. The new ordinary shares issued on conversion of the B shares were
admitted to the official list of the UK Listing Authority (UKLA), and to trading on the
London Stock Exchange plc, on 14 October 2015. Following such conversion, HM
Treasury no longer holds any B shares.
The company gave certain representations and warranties to HM Treasury on the
date of the Acquisition and Contingent Capital Agreement, on the date the circular
was posted to shareholders, on the first date on which all of the conditions precedent
were satisfied, or waived, and on the date of the Acquisitions. The company also
agreed to a number of undertakings.
The company agreed to reimburse HM Treasury for its expenses incurred in
connection with the Acquisitions.
For as long as it is a substantial shareholder of the company (within the meaning of the
UKLA’s Listing Rules), HM Treasury has undertaken not to vote on related party
transaction resolutions at general meetings and to direct that its affiliates do not so
vote
Directed Buyback Contract
On 7 February 2019, the company and HM Treasury entered into the Directed Buyback
Contract to help facilitate the return of the company to full private ownership through the
use of any excess capital to buy back the company’s ordinary shares held by HM
Treasury.
Under the terms of the Directed Buyback Contract, the company may agree with HM
Treasury to make off-market purchases from time to time of its ordinary shares held by
HM Treasury, including by way of one or more standalone purchases, through a non-
discretionary, broker-managed directed trading programme, or in conjunction with any
offer or sale by HM Treasury by way of an institutional placing. Neither the company nor
HM Treasury would be under an obligation to agree to make such off-market purchases
and would only do so subject to regulatory approval at the time.
The aggregate number of ordinary shares which the company may purchase from HM
Treasury under the Directed Buyback Contract will not exceed 4.99%. of the company’s
issued share capital and the aggregate consideration to be paid will not exceed 4.99%. of
the company’s market capitalisation. The price to be paid for each ordinary share will be
the market price at the time of purchase or, if the directed buyback is in conjunction with
an institutional placing, the placing price.
To date, the company has made three separate off-market purchases under the Directed
Buyback Contract. One purchase took place in 2021, the second purchase took place in
2022, and another took place in 2023.
On 19 March 2021, the company announced that it had agreed with HM Treasury to
make an off-market purchase under the Directed Buyback Contract for the total
consideration of £1,125,341,269 for 590,730,325 ordinary shares representing 4.86% of
the company’s issued share capital at that point in time.
On 28 March 2022, the company announced an off-market purchase of 549,851,147
ordinary shares for the total consideration of £1,212,421,779. The purchased ordinary
shares represented 4.91% of the company’s issued share capital at the time (excluding
treasury shares). This took HM Treasury's ownership in the company below 50% for the
first time since 2008.
On 22 May 2023, the company announced an off-market purchase of 469,200,081
ordinary shares for a total consideration of
£1,259,333,017. The purchased ordinary shares
represented 4.95% of the company's issued ordinary share capital at the time (excluding
treasury shares).
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2023 Annual Report and Accounts
442
Material contracts continued
Framework and State Aid Deed
As a result of the State Aid granted to the company, it was required to work with HM
Treasury to submit a State Aid restructuring plan to the European Commission (EC),
which was then approved by the EC under the State Aid rules on 14 December 2009.
The company agreed a series of measures which supplemented the measures in the
company’s strategic plan.
The company entered into a State Aid Commitment Deed with HM Treasury at the
time of the initial EC decision and, following the EC’s approval of amendments to the
restructuring plan in April 2014, the company entered into a revised State Aid
Commitment Deed with HM Treasury. In September 2017, the revised State Aid
Commitment Deed was amended by a Deed of Variation (as so amended, the ‘Revised
State Aid Commitment Deed’) following the EC’s approval of an alternative remedies
package (the ‘Alternative Remedies Package’) to replace the company’s final
outstanding commitment under its State Aid obligations (to divest the business
previously known as Williams & Glyn)
On 25 April 2018, the Revised State Aid Commitment Deed was replaced by the
Framework and State Aid Deed between the company, HM Treasury and an
independent body established to facilitate and oversee the delivery of the Alternative
Remedies Package (the ‘Independent Body’). Under the Framework and State Aid
Deed, the company agrees to do all acts and things necessary to ensure that HM
Treasury is able to comply with its obligations under any EC decision approving State
Aid to the company, including under the Alternative Remedies Package.
Pursuant to the Framework and State Aid Deed, the company has committed: (i) £425
million into a fund for eligible bodies in the UK banking and financial technology sectors
to develop and improve their capability to compete with the company in the provision
of banking services to small and medium-sized enterprises (SMEs) and develop and
improve the financial products and services available to SMEs (the ‘Capability and
Innovation Fund’); and (ii) £275 million to eligible bodies to help them incentivise SME
banking customers within the division of the company previously known as Williams &
Glyn to switch their business current accounts and loans to the eligible bodies (the
‘Incentivised Switching Scheme’).
The company has also agreed to set aside up to a further £75 million in funding to
cover certain costs customers may incur as a result of switching under the Incentivised
Switching Scheme. In addition, under the terms of the Alternative Remedies Package,
should the uptake within the Incentivised Switching Scheme not be sufficient, the
company may be required to make a further contribution, capped at £50 million. The
Independent Body will distribute funds from the Capability and Innovation Fund and
implement the Incentivised Switching Scheme.
Under the Framework and State Aid Deed, the company also agreed to indemnify the
Independent Body and HM Treasury, up to an amount of £320 million collectively to cover
liabilities that may be incurred in implementing the Alternative Remedies Package. The
provisions of the indemnity to the Independent Body are set out in the Framework and
State Aid Deed and the provisions of the indemnity to HM Treasury are set out in a
separate agreement between the company and HM Treasury, described under “
Deed of
Indemnity
” below.
The Framework and State Aid Deed also provides that if the EC adopts a decision that the
UK Government must recover any State Aid (a ‘Repayment Decision’) and the recovery
order of the Repayment Decision has not been annulled or suspended by the General
Court or the European Court of Justice, then the company must repay HM Treasury any
aid ordered to be recovered under the Repayment Decision.
Deed of Indemnity
In the context of the Framework and State Aid Deed, the company entered into a Deed of
Indemnity with HM Treasury on 25 April 2018, pursuant to which the company agreed to
indemnify HM Treasury to cover liabilities that may be incurred in implementing the
Alternative Remedies Package, as described under “Framework and State Aid Deed”
above
.
Trust Deed
In the context of the Framework and State Aid Deed, the company entered into a Trust
Deed with the Independent Body on 25 April 2018, to set up a trust to administer the funds
committed by the company under the Framework and State Aid Deed for the Alternative
Remedies Package.State Aid Costs Reimbursement Deed
Under the 2009 State Aid Costs Reimbursement Deed, the company has agreed to
reimburse HM Treasury for fees, costs and expenses associated with the State Aid and
State Aid approval.
HMT and UKFI Relationship Deed
On 7 November 2014, in order to comply with an amendment to the UK Listing Rules, the
company entered into a Relationship Deed with HM Treasury and UK Financial Investments
Limited in relation to the company’s obligations under the UK Listing Rules to put in place
an agreement with any controlling shareholder (as defined for these purposes in the Listing
Rules). The Relationship Deed covers the three independence provisions mandated by the
Listing Rules: (i) that contracts between the company and HM Treasury (or any of its
subsidiaries) will be arm's length and normal commercial arrangements, (ii) that neither HM
Treasury nor any of its associates will take any action that would have the effect of
preventing the company from complying with its obligations under the Listing Rules; and (iii)
neither HM Treasury nor any of its associates will propose or procure the proposal of a
shareholder resolution which is intended or appears to be intended to circumvent the
proper application of the Listing Rules.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
443
Material contracts continued
Memorandum of Understanding Relating to The Royal Bank of Scotland Group
Pension Fund
On 16 April
2018 the company entered into a Memorandum of Understanding (the
‘MoU’) with the trustee of The Royal Bank of Scotland Group Pension Fund (the ‘Group
Fund’), which aimed to facilitate both the necessary changes to the Main Section
of the
Group Fund to align the employing entity structure with the requirements of the UK
ring-fencing legislation and acceleration of the settlement framework for the 31
December
2017 triennial valuation of the Main Section
of the Group Fund (brought
forward from 31 December
2018).
In addition, the MoU also provided clarity on the additional related funding
contributions required to be made by the company to the Main Section
of the Group
Fund as follows: (i)
a pre-tax payment of £2 billion that was made in the second half of
2018 and (ii)
from 1 January
2020, further pre-tax contributions of up to £1.5 billion in
aggregate linked to the making of future distributions to RBS shareholders including
ordinary and special dividends and/or share buy backs (subject to an annual cap on
contributions of £500 million before tax).
Framework Agreement Relating to the NatWest Group Pension Fund
On 28 September 2018, National Westminster Bank plc (NWB Plc) entered into a
framework agreement (the
‘Framework Agreement’) with, among others, the trustee
(‘Trustee’) of the NatWest Group Pension Fund (the
‘Group Fund’). Amongst others, the
Framework Agreement set out the funding contributions required to be made by NatWest
Group to the Main Section of the Group Fund as follows: (i) a pre-tax payment of
£2 billion
that was made in the second half of 2018 and (ii) from 1 January 2020, further pre-tax
contributions of up to
£1.5 billion in aggregate linked to the making of future distributions to
NatWest Group shareholders including ordinary and special dividends and/or share buy
backs (subject to an annual cap on contributions of
£471 million before tax). Pursuant to
funding requirements in the Framework Agreement, NatWest Group made contributions to
the Main Section of the Group Fund in an aggregate amount of £500 million in 2021 and
£500 million in 2022.
On 6 February 2023, NWB Plc and the Trustee entered into an amendment to the
Framework Agreement, a supplemental framework agreement and a revised Schedule of
Contributions to, among others, restructure the requirement to make a distribution-linked
contribution to the Main Section of the Group Fund of up to £500 million (before tax) in
2023. In place of this requirement, NWB Plc and the Trustee agreed to establish a
bankruptcy remote reservoir trust to hold assets with a value equivalent to £471 million
under the continuing control of NWB Plc. These assets would become transferrable to the
Main Section of the Group Fund in the event that specified payment triggers, reflecting a
funding requirement, were met in two consecutive financial years. The bankruptcy remote
reservoir trust arrangement was given effect through NWB Plc and the Trustee, among
others, entering into a suite of related agreements in May 2023. These documents include
a Reservoir Trust Deed, a Payment Triggers Agreement and a Security Agreement.
Together they establish the reservoir trust and set out the circumstances under which
assets are payable to the Group Fund or NWB Plc.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
444
Shareholder information
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14 March 2024
Ordinary shares (2023 final)
2 May and 28 November 2024
Cumulative preference shares
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15 March 2024
Ordinary shares (2023 final)
3 May and 29 November 2024
Cumulative preference shares
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29 April 2024
Ordinary shares (2023 final)
31 May and 31 December 2024
Cumulative preference shares
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The AGM will be held on 23 April 2024. Further details will be set out in our
Notice of AGM which will published on our website at natwestgroup.com
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26 April 2024 - Q1 results
26 July 2024 - Interim results
25 October 2024 - Q3 results
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Log into Investor Centre at investor.centre.co.uk
and you can:
choose to go paperless
have dividends paid straight into your bank account
view any outstanding payments
view shareholdings
change address details.
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Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol
BS99 6ZZ
Telephone: +44 (0)370 702 0135
Website: www-uk.computershare.com/investor
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You can download copies from our website at natwestgroup.com
Contact the Registrar on the number above if you need a hard copy, or a Braille or audio
version of the Strategic Report.
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ShareGift is a free charity donation service operated by The Orr Mackintosh Foundation. If
you would like to donate shares to charity, contact ShareGift at:
ShareGift, The Orr Mackintosh Foundation (registered charity 1052686),
4th Floor, 67/68 Jermyn Street
London
SW1Y 6NY
Telephone: +44 (0)20 7930 3737
Website: www.sharegift.org
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Our ordinary shares are traded on the New York Stock Exchange via an ADR facility.
ADRs are quoted and traded in US dollars in the US securities market and the dividends
are paid to investors in US dollars. Bank of New York Mellon are the depository bank for
our ADR programme and their contact details can be found below:
Email:
shrrelations@cpushareownerservices.com
,
Tel: Toll free in USA +1888 269 2377
International calls +1 201 680 6825
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
445
Shareholder information continued
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Details of our latest and historic share prices can be found on our website at
natwestgroup.com
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Shareholders should be wary of cold callers offering to the chance to buy or sell
shares, often with the promise of returns that sound too good to be true. Fraudsters
use sophisticated and persuasive tactics to pressure shareholders into high-risk
investments or scams.
Check the Financial Conduct Authority’s (FCA) register at www.fca.org.uk to make
sure that the company contacting you is authorised. Don’t give any personal details to
any caller unless you’re certain that they are genuine. It is unlikely that companies
authorised by the FCA will contact you unexpectedly. We strongly recommend that
you seek independent professional advice from an FCA authorised adviser before
making any investment.
Report a scam
If you think that you have been approached by fraudsters, or have any concerns about a
potential scam, contact the FCA’s Consumer Helpline on 0800 111 6768 or use their
Share Fraud Reporting Form which can be found on their website at
www.fca.org.uk/scams. You can also contact Action Fraud on 0300 123 2040 or visit
www.actionfraud.org.uk
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Number
At 31 December 2023
Shareholdings
of shares
%
Individuals
157,889
83,297,793
0.94
Banks and nominee companies
1662
8,642,080,822
96.11
Investment trusts
39
289,957
0.00
Insurance companies
2
2,136
0.00
Other companies
406
33,604,044
0.37
Pension trusts
16
36,564
0.00
Other corporate bodies
66
232,425,660
2.58
160,080
8,991,736,976
100.00
Range of shareholdings:
1 - 1,000
139,605
33,104,907
0.37
1,001 - 10,000
18,728
42,293,218
0.47
10,001 - 100,000
852
26,741,390
0.30
100,001 - 1,000,000
492
186,402,587
2.07
1,000,001 - 10,000,000
315
1,088,703,837
12.11
10,000,001 and over
88
7,614,491,037
84.68
160,080
8,991,736,976
100.00
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
446
Shareholder information continued
Important addresses
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Registrar
Computershare Investor Services PLC
The Pavilions Bridgwater Road
Bristol BS99 6ZZ
Telephone: +44 (0)370 702 0135
Website: www-uk.computershare.com/investor
ADR Depositary Bank
BNY Mellon Shareowner Services
PO Box 505000
Louisville, KY 40233-5000
Direct Mailing for overnight packages:
BNY Mellon Shareowner Services
462 South 4th Street
Suite 1600
Louisville KY 40202
Telephone: 1-888-269-2377 (US callers – toll free)
Telephone: +1 201 680 6825 (International)
Email: shrrelations@cpushareownerservices.com
Website: www.mybnymdr.com
Corporate, Governance
NatWest Group plc
PO Box 1000, Gogarburn
Edinburgh, EH12 1HQ
Investor Relations
250 Bishopsgate, London
EC2M 4AA, England
Email: investor.relations@natwest.com
Registered office
36 St Andrew Square
Edinburgh, EH2 2YB
Registered in Scotland No. SC45551
Website
www.natwestgroup.com
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NatWest Group plc
PO Box 1000, Gogarburn
Edinburgh, EH12 1HQ
National Westminster Bank Plc
250 Bishopsgate, London
EC2M 4AA, England
The Royal Bank of Scotland plc
PO Box 1000, Gogarburn
Edinburgh, EH12 1HQ
Coutts & Company
440 Strand, London
WC2R 0QS, England
NatWest Markets Plc
250 Bishopsgate, London
EC2M 4AA, England
NatWest Markets N.V.
Claude Debussylaan, 94
Amsterdam, 1082 MD
The Royal Bank of Scotland International Limited
Royal Bank House, 71 Bath Street
St Helier, JE4 8PJ
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
447
Presentation of information
In the Annual Report and Accounts, unless specified otherwise, ‘parent company’ refers
to NatWest Group plc, and ‘NatWest Group’, ‘Group’ or ‘we’ refers to NatWest Group plc
and its subsidiaries. The term ‘NWH Group’ refers to NatWest Holdings Limited (‘NWH
Limited’) and its subsidiary and associated undertakings. The term ‘NWM Group’ refers
to NatWest Markets Plc (‘NWM Plc’) and its subsidiary and associated undertakings. The
term ‘NWM N.V.’ refers to NatWest Markets N.V. The term ‘NWM N.V. Group’ refers to
NatWest Markets N.V. and its subsidiary and associated undertakings The term ‘NWMSI’
refers to NatWest Markets Securities, Inc. The term ‘RBS plc’ refers to The Royal Bank of
Scotland plc. The term ‘NWB Plc’ refers to National Westminster Bank Plc. The term
‘UBIDAC’ refers to Ulster Bank Ireland DAC. The term ‘RBSI Ltd’ refers to The Royal
Bank of Scotland International Limited.
NatWest Group publishes its financial statements in pounds sterling (‘£’ or ‘sterling’). The
abbreviations ‘£m’ and ‘£bn’ represent millions and thousands of millions of pounds
sterling (‘GBP’), respectively, and references to ‘pence’ represent pence where amounts
are denominated in pounds sterling. Reference to ‘dollars’ or ‘$’ are to United States of
America (‘US’) dollars. The abbreviations ‘$m’ and ‘$bn’ represent millions and thousands
of millions of dollars, respectively. The abbreviation ‘€’ represents the ‘euro’, and the
abbreviations ‘€m’ and ‘€bn’ represent millions and thousands of millions of euros,
respectively.
Forward looking statements
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Certain sections in this document contain ‘forward-looking statements’ as that term is
defined in the United States Private Securities Litigation Reform Act of 1995, such as
statements that include the words ‘expect’, ‘estimate’, ‘project’, ‘anticipate’, ‘commit’,
‘believe’, ‘should’, ‘intend’, ‘will’, ‘plan’, ‘could’, ‘probability’, ‘risk’, ‘Value-at-Risk (VaR)’,
‘target’, ‘goal’, ‘objective’, ‘may’, ‘endeavour’, ‘outlook’, ‘optimistic’, ‘prospects’ and
similar expressions or variations on these expressions. In particular, this document
includes forward-looking targets and guidance relating to financial performance
measures, such as income growth, operating expense, RoTE, ROE, discretionary capital
distribution targets, impairment loss rates, balance sheet reduction, including the
reduction of RWAs, CET1 ratio (and key drivers of the CET1 ratio including timing,
impact and details), Pillar 2 and other regulatory buffer requirements and MREL and
non-financial performance measures, such as NatWest Group’s initial area of focus,
climate and sustainability-related performance ambitions, targets and metrics, including
in relation to initiatives to transition to a net zero economy, Climate and Sustainable
Funding and Financing and financed emissions.
In addition, this document includes forward-looking statements relating, but not limited
to: implementation of NatWest Group’s strategy (including in relation to: cost-controlling
measures, the Commercial & Institutional segment and achieving a number of various
targets within the relevant timeframe); the timing and outcome of litigation and
government and regulatory investigations; direct and on-market buy-backs; funding
plans and credit risk profile; managing its capital position; liquidity ratio; portfolios; net
interest margin and drivers related thereto; lending and income growth, product share
and growth in target segments; impairments and write-downs; restructuring and
remediation costs and charges; NatWest Group’s exposure to political risk, economic
assumptions and risk, climate, environmental and sustainability risk, operational risk,
conduct risk, financial crime risk, cyber, data and IT risk and credit rating risk and to
various types of market risk, including interest rate risk, foreign exchange rate risk and
commodity and equity price risk; customer experience, including our Net Promoter
Score; employee engagement and gender balance in leadership positions.
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These statements are based on current plans, expectations, estimates, targets and
projections, and are subject to significant inherent risks, uncertainties and other factors,
both external and relating to NatWest Group’s strategy or operations, which may result
in NatWest Group being unable to achieve the current plans, expectations, estimates,
targets, projections and other anticipated outcomes expressed or implied by such
forward-looking statements. In addition, certain of these disclosures are dependent on
choices relying on key model characteristics and assumptions and are subject to various
limitations, including assumptions and estimates made by management. By their nature,
certain of these disclosures are only estimates and, as a result, actual future results,
gains or losses could differ materially from those that have been estimated. Accordingly,
undue reliance should not be placed on these statements. The forward-looking
statements contained in this document speak only as of the date we make them and we
expressly disclaim any obligation or undertaking to update or revise any forward-looking
statements contained herein, whether to reflect any change in our expectations with
regard thereto, any change in events, conditions or circumstances on which any such
statement is based, or otherwise, except to the extent legally required.
STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
448
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We caution you that a large number of important factors could adversely affect our
results or our ability to implement our strategy, cause us to fail to meet our targets,
predictions, expectations and other anticipated outcomes or affect the accuracy of
forward-looking statements described in this document. These factors include, but are
not limited to, those set forth in the risk factors and the other uncertainties described in
NatWest Group plc’s Annual Report on Form 20-F and its other filings with the US
Securities and Exchange Commission. The principal risks and uncertainties that could
adversely affect NatWest Group’s future results, its financial condition and/or prospects
and cause them to be materially different from what is forecast or expected, include, but
are not limited to: economic and political risk (including in respect of: political and
economic risks and uncertainty in the UK and global markets, including due to GDP
growth, inflation and interest rates, political uncertainty and instability, supply chain
disruption and geopolitical tensions and armed conflict); changes in foreign currency
exchange rates; uncertainty regarding the effects of Brexit; and HM Treasury’s
ownership as the largest shareholder of NatWest Group plc); strategic risk (including in
respect of the implementation of NatWest Group’s strategy; future acquisitions and
divestments (including the phased withdrawal from ROI), and the transfer of its Western
European corporate portfolio); financial resilience risk (including in respect of: NatWest
Group’s ability to meet targets and to make discretionary capital distributions; the
competitive environment; counterparty and borrower risk; liquidity and funding risks;
prudential regulatory requirements for capital and MREL; reductions in the credit ratings;
the requirements of regulatory stress tests; model risk; sensitivity to accounting policies,
judgements, estimates and assumptions (and the economic, climate, competitive and
other forward looking information affecting those judgements, estimates and
assumptions); changes in applicable accounting standards; the value or effectiveness of
credit protection; the adequacy of NatWest Group’s future assessments by the Prudential
Regulation Authority and the Bank of England; and the application of UK statutory
stabilisation or resolution powers); climate and sustainability risk (including in respect of:
risks relating to climate-related
and sustainability-related risks; both the execution and
reputational risk relating to NatWest Group’s climate change-related strategy, ambitions,
targets and transition plan; climate and sustainability-related data and model risk; the
failure to implement climate change resilient governance, systems, controls and
procedures; increasing levels of climate, environmental, human rights and sustainability-
related regulation and oversight; increasing anti-greenwashing regulations; climate,
environmental and sustainability-related litigation, enforcement proceedings
investigations and conduct risk; and reductions in ESG ratings); operational and IT
resilience risk (including in respect of: operational risks (including reliance on third party
suppliers); cyberattacks; the accuracy and effective use of data; complex IT systems;
attracting, retaining and developing diverse senior management and skilled personnel;
NatWest Group’s risk management framework; and reputational risk); and legal,
regulatory and conduct risk (including in respect of: the impact of substantial regulation
and oversight; the outcome of legal, regulatory and governmental actions, investigations
and remedial undertakings; and changes in tax legislation or failure to generate future
taxable profits).
Climate and sustainability-related disclosures in this document are not measures within
the scope of International Financial Reporting Standards (‘IFRS’), use a greater number
and level of judgements, assumptions and estimates, including with respect to the
classification of climate and sustainable funding and financing activities, than our
reporting of historical financial information in accordance with IFRS. These judgements,
assumptions and estimates are highly likely to change materially over time, and, when
coupled with the longer time frames used in these disclosures, make any assessment of
materiality inherently uncertain. In addition, our climate risk analysis, net zero strategy,
including the implementation of our climate transition plan remain under development,
and the data underlying our analysis and strategy remain subject to evolution over time.
The process we have adopted to define, gather and report data on our performance on
climate and sustainability-related measures is not subject to the formal processes
adopted for financial reporting in accordance with IFRS and there are currently limited
industry standards or globally recognised established practices for measuring and
defining climate and sustainability-related metrics. As a result, we expect that certain
climate and sustainability-related disclosures made in this document are likely to be
amended, updated, recalculated or restated in the future. Refer to the cautionary
statement in the section entitled ‘Climate-related and other forward-looking statements
and metrics’ in the NatWest Group 2023 Climate-related Disclosures Report.
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NatWest Group prepares its financial statements in accordance with generally accepted
accounting principles (GAAP). This document may contain financial measures and ratios
not specifically defined under GAAP or IFRS (Non-IFRS) and/or alternative performance
measures (APMs) as defined in European Securities and Markets Authority (ESMA)
guidelines. Non-IFRS measures and APMs are adjusted for notable and other defined
items which management believes are not representative of the underlying performance
of the business and which distort period-on-period comparison. Non-IFRS measures
provide users of the financial statements with a consistent basis for comparing business
performance between financial periods and information on elements of performance that
are one-off in nature. Any Non-IFRS measures and/or APMs included in this document,
are not measures within the scope of IFRS, are based on a number of assumptions that
are subject to uncertainties and change, and are not a substitute for IFRS measures.
The information, statements and opinions contained in this document do not constitute a
public offer under any applicable legislation or an offer to sell or a solicitation of an offer
to buy any securities or financial instruments or any advice or recommendation with
respect to such securities or other financial instruments.
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STRATEGIC
REPORT
FINANCIAL
REVIEW
GOVERNANCE
RISK AND CAPITAL
MANAGEMENT
FINANCIAL
STATEMENTS
ADDITIONAL
INFORMATION
NatWest Group
2023 Annual Report and Accounts
449
NatWest Group plc
36 St Andrew Square
Edinburgh, EH2 2YB
www.natwestgroup.com
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