FOCUSING

FOR THE FUTURE

JUPITER FUND MANAGEMENT PLC

Annual Report and Accounts 2022

FOCUSING

FOR THE FUTURE

Agile & Focused

Active Strategies

Sustainability woven

through the fabric

of our firm

Diverse & Inclusive

2022 provided a stark reminder to us all of what

an unpredictable world we inhabit and, naturally,

of the need to be alert to opportunities and threats.

At Jupiter, we are focusing relentlessly on ensuring

that our business is optimally positioned to support

our clients and other stakeholders.

We have made significant strides in sharpening the

focus of our product range to meet the needs of

investors through the remainder of this decade

and beyond, while remaining true to our roots as a

genuinely active, specialist asset management firm.

We are, by our very nature, far-sighted in our

approach, and yet we remain as convinced as ever

of the crucial role that high-conviction, active

managers have to play.

As a forward-looking business, we will do everything

in our power to continue to innovate and, by so

doing, to deliver products and services that meet

the needs of our clients, of society and of the

planet today, tomorrow, and far into the future.

Strategic report

1 Highlights

2 Our purpose and cultural pillars

4 At a glance

6 Chair’s statement

Agile and focused

10 Chief Executive Officer’s review

14 Market trends

16 Our strategy

18 Our key performance indicators

20 Our business model

22 Chief Financial Officer’s review

Active strategies

32 Investment management

34 Product and distribution

Sustainability woven through

the fabric of our firm

Sustainability woven through

the fabric of our firm

Sustainability in our operations

42 Active ownership

44 Engagement in action

45 Sustainability governance

46 TCFD report

52 Engaging with our stakeholders

Diverse and inclusive

56 People and culture

59 Diversity, equity and inclusion

64 Non-financial and sustainability

information statement

66 Our approach to risk management

Governance

74 Chair’s introduction to governance

76 Compliance statement

77 Board of Directors

80 Executive Committee

81 Governance framework

82 Board activities

88 Considering stakeholders in decision making

90 Board effectiveness

92 Board evaluation

94 Nomination Committee report

99 Audit and Risk Committee report

112 Remuneration Committee report

116 Annual report on remuneration

139 Directors’ report

145 Directors’ responsibility and

compliance statements

Financial statements

146 Group financial statements

150 Notes to the Group financial statements

179 Notes to the Company financial statements

186 Independent auditors’ report

Other information

194 Historical summary (unaudited)

195 The use of Alternative Performance Measures

198 Shareholder information

199 Glossary

FINANCIAL KPIs

Net management fees

£384.8m

2021: £453.7m

Underlying earnings per share

11.3p

2021: 31.7p

Cost:income ratio

69%

2021: 61%

Assets under management

£50.2bn

2021: £60.5bn

OUTCOME KPI

Total shareholder return

(42)%

2021: (2)%

Employee engagement

71%

2021: 70%

NON-FINANCIAL KPIs

Investment performance

51%

2021: 58%

Net flows

£(3.5)bn

2021: £(3.8)bn

1. More details on the Group’s use of Alternative Performance Measures (APMs) can be found

from page 195.

1Jupiter Fund Management plc Annual Report and Accounts 2022

We succeed together

We value our people

We put clients first

We challenge ourselves

A STRONG PURPOSE

AND CULTURE

OUR PURPOSE

We create a better future

for our clients and the

planet with our active

investment excellence.

Clients

Shareholders

Society

UNDERPINNED BY THE VALUE OF ACTIVE MINDS

We believe that generating sustainable long-term outperformance for our clients, in a complex

and challenging world, requires diversity of thought and mindset in all its aspects. The ability to be

agile, entrepreneurial and adaptable to solve problems is a human quality. This is why our approach

fosters real diversity of thinking, accountability, collaboration and a willingness to be challenged.

We seek to be flexible and change as circumstances and our environment evolve around us.

We believe that a combination of experience and creativity, as well as

a commitment to keep listening and learning across all of our business, enables us

to deliver for our clients and make a positive difference in the world.

We call this advantage the value of active minds.

Employees

2 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our purpose and cultural pillars

CLIENTS

At Jupiter, our clients are our focus and our priority. We are dedicated to serving our

clients and put their interests at the centre of our business. We have deep relationships

that enable us to understand what our clients want from us and we engage continuously

with them to ensure we deliver to their expectations. Our commitment to active asset

management is our driving force. Our investment managers have the freedom to pursue

their own investment style within a collegial environment and with a shared commitment

to sustainability.

Our distinct, entrepreneurial culture encourages independence of thought and individual

accountability. This enables our investment managers to follow their convictions and seek

those investment opportunities that they believe will ensure the best outcomes for our clients.

SOCIETY

We add value to society in our role as responsible stewards of our clients’ assets,

allocating capital to protect and enhance the value of our clients’ investments. Active

investment management is not just about financial returns, but also about investing in

sustainable businesses that create broader value both for shareholders and wider society.

We believe that these companies have better long-term growth prospects, which also

delivers benefits for our clients.

As active long-term owners of the companies they invest in, our investment teams engage

with companies to understand material environmental, social and governance (ESG) risks and

opportunities and to drive improvement in company behaviour. Our approach to

stewardship may differ by strategy and asset class, but it is always centred on improving

client outcomes through active ownership and, as long-term investors, we create sustained

and effective relationships with investee companies.

EMPLOYEES

We believe that our value is in our people, whatever their role in the organisation. We

encourage collaboration, debate and diversity. Our employees have the freedom and

support they need to perform at their best, to challenge and be open to challenge.

When we recruit, we look for talented people to build a diverse workforce. We consider

diversity, equity and inclusion at a Group-wide level and firmly believe that fostering a

culture which embraces differences among people creates a stronger and more sustainable

business. Through this commitment to improving diversity, we actively promote

independence of thought.

Jupiter is committed to developing its people through its talent and learning programmes.

We strongly encourage employee share ownership and have provided free Jupiter share

awards to all staff in each of the last four years, helping to align the interests of employees

and shareholders, which ultimately benefits our clients.

SHAREHOLDERS

Through sustainable business growth and disciplined management of our capital base,

we will deliver strong total returns for shareholders. Our unwavering focus on meeting

the needs of our clients and delivering investment performance, will help us generate

inflows from our clients and drive the growth of the business.

Combining this business growth with rigorous financial discipline will lead to strong financial

performance. Along with a carefully managed capital base, this will deliver total returns for

our shareholders.

CREATING

VALUE FOR

3Jupiter Fund Management plc Annual Report and Accounts 2022

We put clients first

OUR BUSINESS

At 31 December 2022, our clients entrusted us to actively manage £50.2bn of their assets.

Delivering growth for clients through investment excellence is at the centre of what we do.

WHAT WE DO

We create a better future for our clients and the planet with our active investment excellence

AUM by asset classAsset classes

We offer a number of investment strategies within four core asset classes:

• Equities

• Fixed Income

• Multi-Asset

• Alternatives

Our investment teams are unconstrained by a house view, but are supported by

specialists in ESG issues and data science.

AUM by client channelClient channels

We offer a range of actively managed investment products through two principal

channels. These comprise:

• Retail, wholesale & investment trusts

• Institutional

We earn revenues by charging fees to our clients for the provision of investment

management services, typically based on a percentage of the assets under

management (AUM). We also have the potential to earn performance fees across

a number of investment strategies.

Distribution partner

We primarily access our clients through a range of distribution partners.

Our core partners include:

• Funds of funds

• Platforms

• Global financial institutions

• Advisers

• Wealth managers

• Life companies

• Private banks

• Institutional clients

• Consultants

AUM by distribution partner type

Equities

Fixed Income

Multi-Asset

Alternatives

57%

22%

14%

£50.2bn

86%

£50.2bn

Retail, wholesale &

investment trusts

Institutional

14%

Advisory

Discretionary

Institutional

Direct

47%

34%

14%

£50.2bn

Other

Investment trusts

4 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • At a glance

OUR CULTURAL PILLARS

68%

AUM

455

employees

EMEA

21%

AUM

employees

Rest of world

AUM

employees

Asia

AUM

employees

Jupiter office

Third party

Client service via local licensed distributors

Remote access

WHERE WE OPERATE

HOW WE DO IT

Talented individuals

delivering with conviction

We enable talented individuals to pursue their

own investment styles. Without the constraints

of a house view, our investment managers can

follow their convictions to deliver the best

outcomes for clients.

Meeting our clients’ needs

through working together

We work together to innovate and deliver the

investment capabilities that help our clients

meet their objectives, providing the best

outcomes for our clients, shareholders and

all our stakeholders.

An efficient

operating model

We have a single operating platform,

which we continue to develop to reduce undue

complexity and aid effective collaboration.

This allows us to adapt as market conditions

evolve, identify and respond to emerging

opportunities and support growth.

We succeed togetherWe value our peopleWe put clients first We challenge ourselves

For more on our cultural pillars, please see from page 56.

* Employee data refers to full-time equivalent employees as at 1 January 2023.

5Jupiter Fund Management plc Annual Report and Accounts 2022

DELIVERING CHANGE TO

PROMOTE JUPITER’S SUCCESS

Once again the Group has achieved very strong gross sales of £15.1bn

(31 December 2021: £16.5bn), but this has been offset by outflows from

some of our strategies. This includes two of our larger strategies; our

unconstrained fixed income franchise, where there has been reduced

investor appetite for bond markets, and our small and UK Mid Cap, the

performance of which has been impacted by a higher weighting in

growth-oriented stocks.

We are encouraged that net flows improved considerably in the

second half of the year to a net inflow position of £0.1bn from £3.6bn

net outflows in the first half. This was due to a number of large segregated

mandate wins from institutional clients, the development of which has

been a strategic priority for the Group. It is pleasing to see our recent

investments starting to deliver in this key growth area. For further

information on our business performance please see our CEO and

CFO statements on pages 10 and 22 respectively.

CEO transition

The most important change made to the management of our business was

the appointment of Matt Beesley as CEO, effective 1 October 2022. A key

role of the Board is to ensure that there are appropriate succession plans

in place for Board and senior management roles. When Andrew Formica

joined Jupiter as the Group CEO in March 2019, he indicated his anticipated

tenure in the role and the Board had developed succession plans aligned

to this. Further information on the process can be found within our

Nomination Committee Report on page 94.

Matt joined the business in January 2022 as Group Chief Investment

Officer (CIO) and his appointment strengthened the pipeline of talent

within the organisation. He has made an immediate impact on the

business. He has developed and implemented plans to rationalise the

Group’s fund range, to ensure it is more coherent for our clients and to

reduce complexity. Since his appointment as CEO, Matt has taken decisive

actions to promote Jupiter’s success and adapt to market and industry

conditions. He has shown strong leadership skills and brings dynamism

and energy to the role. The Board is encouraged by the progress Matt has

made in evolving and adding to the Group’s strategy, as well as addressing

many short-term challenges in the current economic environment.

We look forward to working with him and his management team to

deliver for all of Jupiter’s stakeholders.

On behalf of the Board, I would like to extend our thanks to Andrew

Formica, who has led the firm over the last three and a half years, through

what has been exceptional circumstances. Andrew prioritised investments

in key areas such as our institutional business which are delivering positive

benefits, as well as completing the Merian Global Investors Limited

(Merian) acquisition which has created a more resilient business and

provided additional growth opportunities.

Board and senior management

There have been two further changes to the Board during the year. Suzy

Neubert was appointed as a Non-Executive Director on 1 March 2022.

The Board is delighted with the contribution Suzy has made, particularly

her knowledge of distribution and marketing. Polly Williams stepped down

as a Non-Executive Director after serving eight years on the Board. I would

like to thank Polly once again for her material contribution to the Group’s

development and expert stewardship of our Audit and Risk Committee.

In line with our succession plans, David Cruickshank has successfully

taken over as Chair of the Audit and Risk Committee.

Dear Stakeholder

This year has seen a significant amount of change. The rapidly evolving

economic environment, largely driven by geopolitical issues, has impacted

us all, including our business here at Jupiter. Following our change in CEO

at Jupiter, we have implemented appropriate changes across the

management and structure of our business, to ensure we have an agile

and sustainable business, which can adapt to the ever-changing macro

environment. My opening report provides an overview of the key market

trends, how these have impacted our business performance and the

changes we have made to accelerate our business during the year.

Market environment

As global economies were endeavouring to recover from the pandemic

in the early part of this year, Russia invaded Ukraine causing significant

market declines and expediting increases in inflation, which in turn has

driven the current cost of living crisis. The volatile markets continued later

in the year, with the rapidly changing political environment in the UK,

resulting in further market disruption which further dampened appetite

for UK investments. Diversification has been challenging for investors, with

bond and equity markets falling together in a correlated manner and a

style rotation from growth to value further changing investor demand.

Business performance

AUM declined from £60.5bn as at 31 December 2021 to £50.2bn as at

31 December 2022, primarily driven by market declines of £6.8bn

coupled with continued outflows of £3.5bn. Aside from the prior year's

performance fees, which were not expected to be repeated, the decline

in AUM was the primary driver of the decrease in underlying profit before

tax (PBT) to £77.6m (31 December 2021: £216.7m).

6 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Chair’s statement

Chris Parkin, a Non-Executive Director and representative of one of our

major shareholders, TA Associates, has confirmed he will not seek

re-election as a Director at the 2023 annual general meeting (AGM). Chris

joined the Board following the acquisition of Merian from TA Associates in

July 2020 and has played an important role in the integration of Merian and

future strategy of the enlarged group. Although TA Associates retain the

right to appoint an individual to the Board while they hold 10% or more of

the issued share capital, this right will be waived and it is not currently

proposed to replace Chris on the Board. I would like to take the

opportunity to thank Chris for the support throughout the Merian

integration and for his sharp strategic insights provided during his tenure.

Matt has made a number of changes to his executive team, with a

streamlined Executive Committee and the introduction of a senior

management team (SMT), which has a broader membership from across

the business. The SMT’s remit is to assist the Executive Committee in the

efficient execution of the Group’s strategy.

Following Matt’s appointment as CEO, the management structure of

Investment Management has also been changed, with the appointment of

both a Head of Equities and Head of Fixed Income replacing the former CIO

role. Our Group Risk and Compliance team have also been restructured with a

separation of the functions under newly created roles; Head of Risk and Head

of Compliance, both of whom now report into our CFO, Wayne Mepham.

All of the above-mentioned roles have joined the SMT and further

information on our governance can be found in the Governance Report,

starting on page 74.

Purpose, culture and strategy

Our purpose is clear - we create a better future for our clients and the

planet with our active investment excellence.

We have reviewed and refined our purpose statement to focus on

outcomes and ensure sustainability is woven through all we do. Our clients

have always been at the centre of our business and as stewards of their

capital we are responsible for deploying this in a sustainable way, cognisant

of our impact on, and responsibility to, the planet. We have previously

committed to achieving net zero across our business operations and our

product range by 2050. We have also signed the Finance for Biodiversity

Pledge, which commits us to protecting and restoring biodiversity through

our investments. Further information on our sustainability strategy and

progress thereon can be found from page 38.

We have continued to focus on Jupiter’s culture, especially in light of the level

of change across the organisation. Ensuring we have the right people and the

right culture is essential to achieving our purpose and strategy. In light of the

competitive talent market, staff retention has been a priority throughout the

year. We have targeted salary increases to support our junior staff during the

cost of living crisis. We have also focused on supporting our employees, with

improved policies to support our staff at key points in their lives and careers.

Although we have maintained our focus on the key strategic growth areas we

have previously highlighted, institutional, international and sustainability, Matt

has reviewed, re-prioritised and refined these, in order to accelerate our

growth. Further information can be found in the CEO report on page 10.

Business initiatives

There have been a number of changes already implemented or in progress to

help drive the success of Jupiter. As previously mentioned, Matt has launched

a fund rationalisation programme with a 25% reduction in funds by number,

which will reduce complexity and addresses product proliferation. At the year

end, almost half of the proposed product changes had been implemented.

In our Q3 trading statement in October 2022 we provided a business

update, in light of Matt’s recent appointment, which included the

announcement of a programme to simplify our structure and reduce costs.

These are never easy decisions to take and the Board carefully considered

the impact on our stakeholders. However, in light of the market

environment and the broader challenge for the asset management

industry, these changes were necessary. There has been extensive

engagement with, and support offered to, our employees and further

information can be found from page 56.

There is a large amount of regulatory change driving the business’

agenda and we are seeing increasing divergence of requirements

across jurisdictions. On 1 January 2023, we became an enhanced firm under

the Financial Conduct Authority’s (FCA) Senior Manager and Certification

Regime (SMCR). We have commenced a project to ensure our compliance

with the new Consumer Duty requirements and this is a key priority for

2023, which we are embedding within our broader conduct framework.

Capital policy

A further development announced with the Q3 trading statement was to

our capital policy. From full year 2023 we will move away from a progressive

dividend policy and our ordinary dividend policy will be set to 50% of

pre-performance fee earnings and not subject to the previous year’s

minimum amount. The Board has also confirmed that it will continue to make

additional returns of capital on a periodic basis, based on the needs of the

business for growth and maintaining a healthy regulatory surplus.

In line with our previous guidance we are returning 70% of the cumulative

underlying earnings per share (EPS) for 2021 and 2022. Pursuant to that,

and in light of the Group’s strong capital position and Company valuation,

the Board approved a share repurchase programme to the value of £10m,

which was completed on 20 January 2023. In total the Company bought

back just over 8m shares for a weighted average price of £1.237.

In transitioning to our new dividend policy and in line with our

previous guidance, the Board has approved an additional return of capital

to shareholders, of up to £16m, which will be completed through a further

share repurchase programme. The programme will commence later in

2023 and all shares purchased under the programme will be cancelled.

The Board have also recommended to shareholders a final dividend for the

year ended 31 December 2022 in the amount of 0.5p per share. If approved

by shareholders at the 2023 AGM the dividend will be paid on 19 May 2023

to those shareholders on the register on 21 April 2023. Further information

on our capital policy can be found on page 28.

Outlook

Whilst the wider macro-economic environment and industry headwinds

remain challenging, we have already taken decisive action to reduce the

complexity and costs in our business and to ensure our product range

delivers solutions for our clients’ needs. We believe our refocused strategy

and increased agility will help to drive Jupiter’s success for the benefit of

all our stakeholders.

I would like to thank all of our stakeholders, particularly our employees

who have continued to work tirelessly on behalf of our clients, throughout

a challenging and very active period, and our clients who continue to trust

us with the effective stewardship of their investments.

NICHOLA PEASE

Non-Executive Chair

7Jupiter Fund Management plc Annual Report and Accounts 2022

AGILE

& FOCUSED

8 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • How we are focusing for the future

FOCUSING ON BECOMING A MORE AGILE BUSINESS

Although the active management industry is strong

and growing, it is clear that there are a number of

challenges to future growth. These challenges have

been exacerbated by the volatile market and

economic backdrop over the last year.

Investment managers face top line pressure from

both ongoing reductions to fees and from declining

markets. These fee pressures arise from a number of

areas, including pricing pressures from competition

but also ongoing shifts towards lower priced areas.

Concurrently, there are pressures on costs, with

operational complexity increasing and regulatory

focus continuing unabated.

Against this backdrop, it is critical that Jupiter remains

relentless in its pursuit of efficiency. We have an

opportunity to be agile in shaping our operating

model. If we can improve our overall efficiency and

drive scalability, this will be key in freeing up capacity

to invest in areas where we expect to deliver

increased scale or new areas of growth.

In 2022, we have reviewed our entire operating

model to drive efficiencies and to create capacity for

future growth.

We have reviewed our product range and concluded

that we had too many funds which were sub-scale or

undifferentiated, which risked diluting our active,

high-conviction approach. Through closures, mergers

and repositionings, almost one third of our mutual

fund range will be impacted and, once complete,

we will have reduced the range by around 25%.

We have also undertaken a restructuring programme.

Governance structures have been changed to enable

robust but faster decision making. Our Executive

Committee is now smaller, more agile and able to take

key decisions quicker – backed up by a broader senior

management team. The restructuring programme has

resulted in our headcount being some 15% lower than

had been previously planned.

With a relentless focus on efficiency and on value

for money, we have also reviewed all of our supplier

relationships and challenged those costs, particularly

in areas of discretionary spend.

These decisive management actions have reduced

undue complexity in Jupiter and positioned ourselves

for future growth.

9Jupiter Fund Management plc Annual Report and Accounts 2022 9Jupiter Fund Management plc Annual Report and Accounts 2022

A MORE FOCUSED

AND AGILE BUSINESS

It was with a great sense of pride that I stepped into the

role of Chief Executive Officer on 1 October 2022, and I

am honoured to be writing this, my first letter to you, our

stakeholders, in this year’s Annual Report and Accounts.

In the eight months preceding my appointment, I was fortunate enough to

get an excellent grounding in the business during my time as Jupiter’s Chief

Investment Officer. It was clear to me when I joined that we had a range

of distinctive and differentiated investment propositions that were

helping address a range of unmet client needs. Investment management

businesses are human capital businesses and Jupiter was – and is – full of

talented and committed people from a range of different geographies and

backgrounds, all striving to deliver exceptional investment outcomes and

client service for our increasingly broad client base.

This is the bedrock on which successful investment management

businesses are built and Jupiter has all the right foundations to continue

to be a leading and successful investment management business.

My immediate focus has been on sharpening this client proposition.

The last few years, however, have undoubtedly been challenging for our

company but also our wider industry, with the economic backdrop of the

last 12 months putting us under further pressure. Our share price fell by

just under 50% last year and at the end of the year was almost 75% off its

high point at the end of 2017. All of our permanent employees are also

shareholders, so we have been aligned through this difficult period.

Importantly, we are all very focused on making the necessary changes

to address the issues we face. While we recognise that there are many

aspects we can’t control, such as the rise and fall of asset prices, we are

intensely focused on the aspects that we can control to deliver the best

possible outcomes for all of our stakeholders.

As your newly appointed Chief Executive Officer, I inherit a company

where much has already been done to evolve the business and set it up

for future success. There is more to do, but it is our hope and expectation

that shareholders will soon start to see the benefits of our previous

endeavours manifest themselves in improved shareholder returns. These

areas of strategic focus will also help solidify the Group’s position in the

years to come, as a leading active investment management company.

A challenging year but with signs of improvement

Last year was a challenging year for the global economy and by extension

therefore for all financial markets. At the start of the year, pandemic-

related demand and supply side effects were already very visible across a

range of geographies and sectors. Inflation was elevated, but in many cases

was thought to be somewhat transitory, given it was largely as a result of

post-pandemic imbalances across global supply chains.

However, the invasion of Ukraine by Russia in February 2022 led to a sharp

rise in the oil price and with this, significant knock-on effects for wider

energy and power prices. As companies sought to preserve their

profitability, we saw price increases across the economy, with inflation

soaring and consumers’ real income sharply declining.

Central banks responded swiftly, raising interest rates from historic lows to

try to contain these inflationary pressures. The extent to which this will be

successful, will likely only start to be evident in the year ahead. Against this

uncertain economic outlook and an inflationary environment not seen in

over 40 years, it is perhaps no surprise that most asset markets have

declined in value over the last twelve months.

“Jupiter has all the right

foundations to continue to

be a leading and successful

investment management

business. We are intensely

focused on improving the

aspects of our business that

we can control to deliver the

best possible outcomes for

all of our stakeholders.”

MATTHEW BEESLEY

CHIEF EXECUTIVE OFFICER

10 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Chief Executive Officer’s review

Despite our increasingly globally diverse business, Jupiter still has a

significant bias towards the United Kingdom. Political change and the

economic uncertainty that followed as a result of three different

governments within just a few short months, not only impacted the UK

bond and equity markets but also had a significant impact on the value of

Sterling, falling to some of the lowest levels we have ever seen.

The impact on asset prices and subsequent volatility was a further negative

for investor confidence and it was inevitable our profitability would suffer.

More details on this can be found in the CFO review on page 22, but

underlying profit before tax and exceptional items decreased 64% to £77.6m

(2021: £216.7m) and underlying EPS fell in line with this decrease in profitability

to 11.3p (2021: 31.7p). Against this challenging backdrop, we have remained

focused on ensuring the business is well-positioned for long-term growth.

An improving flow picture

This challenging backdrop for industry flows was similarly reflected in our

own experience, and in the first half of the year we saw £3.6bn of net

outflows of client assets. Although the second half of the year remained

challenging for the industry, encouragingly we saw a marked improvement

in client activity reflective of increased interest in some of our own unique

investment capabilities.

Overall, we saw net outflows of £3.5bn, but flows were slightly net positive in

the second half, driven by positive net inflows in the fourth quarter of £0.6bn.

Gross flows remained strong, finishing the year on £15.1bn. Importantly, a

significant amount of these gross flows were into investment areas where

we have a smaller presence and are still building track records, or in client

segments where our presence is more nascent.

We saw particular success with institutional clients this year as the focus

over the last three years began to come through in terms of new mandates

funding. We generated gross flows of £3.1bn from institutional clients and

net new business of £2bn, both of which were records for Jupiter. Our total

AUM in this channel increased to £6.8bn, which represents 14% of the Group.

From an investment capability perspective, we saw strong flows into our

Asian Income capability, Global Sustainable Equities strategy and our

Strategic Absolute Return Bond fund. Collectively, these three strategies

saw total net inflows of just under £1bn. We also saw a strong turnaround

in performance in the Systematic team’s Global Equity Absolute Return

fund, which now has first quartile performance across most time periods

and moved into net positive sales.

While the outlook for the year ahead remains uncertain, we are

encouraged by what we see as an increasing alignment between client

needs and our differentiated and distinctive investment capabilities.

More details on our flows and AUM can be found on page 24.

Active, high-conviction investment

Our purpose is clear: we create a better future for our clients and the

planet with our active investment excellence.

At Jupiter, we are solely focused on active management. Whilst we recognise

that passive management has a role to play for many of our clients, we are

reassured that active AUM accounts for over three-quarters of total industry

assets and 90% of industry revenues. Furthermore, this continues to be a

growing industry. From 2005 to the end of last year, assets in actively managed

products have grown 9% per annum. For a high-conviction active manager

such as Jupiter, there’s a significant market to aim for here.

Recent market dynamics have created a challenging backdrop for our

own particular set of investment capabilities. Markets have been highly

correlated and the dispersion of returns relatively low compared to

history, which have limited the ability for those management strategies

focused on bottom-up individual asset selection.

In some cases, style headwinds for certain of our investment capabilities

have been particularly strong. In aggregate, this has led to a weaker overall

investment performance outcome than we would expect. For the three

years to the end of December 2022, 51% of our mutual fund AUM was

above the median within their respective peer groups, which is down from

58% at the end of 2021. For the five-year period to the end of December

2022, 53% of our AUM in mutual funds was outperforming.

These figures are not where we would aim to be, but they have been

driven by a small number of large funds moving below their peer group

median through the year. The majority of our mutual funds with over £1bn

of AUM are outperforming their peer group over one, three and five years.

More details on our investment performance can be found on page 32.

Building on our foundations and making space for growth

Despite the underlying growth in our industry, the current pressures on

fees from competitors and falling markets, plus the pressures from rising

costs, make it vital that we are relentless in our pursuit of efficiency and

scalability across our entire business.

These disruptive forces can create opportunities if we stay focused on

building an efficient model and driving scalability to meet our clients’

changing needs. Client needs are becoming more complex, and our

relationships with them are now more multi-faceted than ever before. With

many clients no longer solely focused on performance versus a benchmark

or peer group, this is a great opportunity for us to build deeper, longer-

lasting relationships. They also expect a higher level of service and reporting

while product trends are shifting too, away from single-country and regional

products, towards more global and more thematic styles.

At Jupiter, we have strong foundations in place to allow us to meet

these evolving and growing client needs. However, we have started to

make further changes to ensure we are optimally set up to capture this

growth opportunity.

In 2022, I instigated a restructuring of our fund range, recognising that we

had too many sub-scale, non-differentiated funds that were diluting our

active proposition. There were also a number of areas where we had

overlapping capabilities, or were present in areas of limited client demand.

Across the whole product range, 46% of our mutual funds had less than

one hundred million pounds of assets so we have made changes to

simplify our range of capabilities to better reflect client needs. In total,

through a series of closures, mergers and repositionings, changes have

been made to almost a third of the fund range.

11Jupiter Fund Management plc Annual Report and Accounts 2022

Once the changes are completed later in 2023, we will have around 25%

fewer funds by number. Importantly, because these endeavours have been

focused on our sub-scale funds, only 4% of overall Group AUM has been

impacted and total outflow as a result of these changes is estimated to be

substantially lower than this at around £140m to the end of the year. More

details on this can be found on page 34.

Last year, we also focused on simplifying our operating structure, reducing

our headcount, and reviewing our geographical footprint as we look to build

an increasingly efficient and scalable model. We instigated a restructuring

programme that led to a reduction in our planned headcount of around 15%.

Along with my management team, I would like to again thank those who

have been affected by this restructuring for all their hard work while they

have been at Jupiter and to wish them the very best for the future. The full

impacts of these changes won’t be seen until later in 2023 and there are

additional details on this in the CFO review from page 22.

We also made changes to our governance structures to support robust,

but faster decision making. On being appointed as CEO, I made changes

to the Executive Committee, creating a smaller group to allow for more

nimble and decisive action, supported by a broader senior management

team, with the right experience to ensure effective and disciplined

execution of our current and future strategic plans.

Together, all of these changes will make us more effective and efficient in

serving our clients.

Our strategic focus

The areas of strategic focus that I have inherited as CEO are appropriate

and necessary, but are unlikely to be sufficient to drive us forward given

our growth ambitions. Therefore as we look forward, we will focus our

attention on four key strategic objectives. These are to:

• Increase scale…in select geographies and channels;

• Decrease undue complexity…with costs managed carefully through a

relentless pursuit of efficiency;

• Broaden our appeal to clients…with new and existing investment

strategies, while also exploring additional methods of delivery; and

• Deepen relationships with all stakeholders…with purpose and

sustainability embedded in all we do.

For each of these, we have identified a number of specific, quantifiable

and measurable aims. We would not necessarily expect to achieve success

in each of these immediately or in a linear fashion, but we are focused on

working towards these key priorities.

Increase scale…in select geographies and channels

We will incrementally invest to scale up our business in a number of

geographies. As we scale up, we will look to grow our market share,

increase our AUM, and significantly improve both the profit contribution

and profitability from these and a number of other focus markets.

We will continue to build out the breadth of our fixed income capability,

where we have significant opportunities outside of our leading globally-

focused Strategic and Dynamic Bond franchise. We currently manage

£1.9bn of client assets in other fixed income strategies, and we will look

to grow this number.

We will continue to invest to grow and scale up our institutional business,

seeking to introduce more clients to our distinctive and differentiated

investment capabilities. We have seen a record number of RFPs in 2022.

We now have 18 ‘Buy’ ratings from consultants and our late-stage pipeline

of new potential business is as large as it has ever been. Institutional client

money tends to be managed with lower fees, but client relationships can

be longer lasting and over time, with scale, can be at least as profitable.

Our rolling three-year growth rate in assets under management from

institutional clients is 20% and we expect to see ongoing growth.

As above, we will continue to build critical mass and scale across a range of

new and emerging franchises. We have 26 funds and mandates that have

been launched less than five years ago where individual AUM is also less

than £1bn. Total AUM in these funds is almost £4bn and they generated

almost £700m of net inflows in 2022, having seen inflows of more than

£900m in 2021. Should client interests stay focused on these asset classes,

we would expect to grow AUM in these funds further in 2023.

Decrease undue complexity…with costs managed carefully

through a relentless pursuit of efficiency

We remain relentless in our pursuit of efficiency across the business.

Costs are carefully managed, with a zero-budget based mentality applied

across our cost base.

We will also continue with our review of our operating model and where

possible, we will seek to increase automation, using technology to

improve efficiency.

Over the longer term, we will focus on appropriately managing our

cost:income ratio, with each of the above areas likely to positively

impact this important key performance indicator (KPI) which, at end

2022, was 69%.

Broaden our appeal to clients…with new and existing

investment strategies, while also exploring additional

methods of delivery

Beyond those changes we are already making, we will continue to carefully

curate our product range to ensure that our offering remains distinctive

and differentiated. We intend to launch a new range of thematic funds in

2023 and are exploring developing our absolute return offering. Products

we launched in the last three years represent 13% of our current fund

range by number. With ongoing product development, we would expect

this figure to remain at around 10% over the medium term.

Building relationships with new clients and deepening existing strategic

relationships will remain a key focus. We have moved to survey a portion

of our client base each year and will use this feedback to measure our

success towards this goal. Our top 20 clients currently account for £19.5bn

of AUM or 39% of Group AUM. We aim to concurrently increase that

absolute level of AUM but decrease the percentage as we grow business

with our key clients but continue to diversify and broaden our client base.

We want our clients to get excited about everything we do, to feel the

energy and dynamism of our firm as we seek to address their investment

needs. While delivering active investment excellence is the essence of our

business, we want our clients to know how we are using technology to

increase levels of client reporting, data sharing and knowledge transfer.

We are a firm that is evolving to the ultimate benefit of all our

stakeholders, but notably, you, our shareholders.

Looking further ahead, we recognise that clients may soon look beyond

traditional mutual fund structures to get access to our investment

excellence. We are committed to exploring new methods of delivery

and are currently evaluating the merits of launching active ETFs.

12 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Chief Executive Officer’s review continued

Deepen relationships with all stakeholders…with purpose

and sustainability embedded in all we do

Sustainability is already woven through the fabric of our firm. As we

move forward, we will endeavour to ensure that it remains thoughtfully

and authentically embedded, and appropriately measured, in all that we

do. Whilst there is no single measure of success here, we’ll look to gain

the highest possible ratings and commendations from independent

third parties, grow AUM within our sustainability-focused products

and continue on our journey towards net zero. More information

can be found from page 38.

I am a passionate believer in the need to be purposeful as a company in all

that we do and ensure we play an effective role in creating a better future

for our planet. In 2022, working with our partner, Arrival Education, we

launched a programme we have called ‘Financial Confidence’ designed to

help young adults better navigate and manage their financial affairs, more

details of which are on page 41.

We continue to be active members of the Investment20/20 scheme

which helps young people from a wide range of backgrounds to access

our industry. Attracting and retaining a diverse and talented workforce is

crucial if we are to effectively understand and serve our clients. As CEO,

I personally lead our diversity, equity and inclusion (DE&I) initiatives at

Jupiter and am committed to building a more diverse and inclusive

workforce where all of our colleagues can thrive and deliver on their

full potential. We carefully monitor turnover of staff and judge our

effectiveness in being an employer of choice via staff surveys. More details

on this can be found in our People and Culture section from page 56.

At Jupiter we exist to serve our clients, but to be successful we need

effective and sustainable relationships with all of our stakeholders and

while no one single measure can capture the extent to which we are

succeeding here, as part of our dashboard of KPIs, we measure a number

of performance metrics including Total Shareholder Returns. We will

endeavour to grow these measures over time.

Looking forward to 2023

2022 has been challenging for all stakeholders but I believe our plans to

evolve our strategic focus will put us in a strong position to build on the

success of early strategic initiatives that have already made a difference,

including the rationalisation of our fund range and the decision to build

out our institutional business.

I want to thank our clients for their ongoing support, our shareholders for

their patience and my colleagues for their efforts in embracing change to

ensure the future success of Jupiter.

The medium-term outlook for our business is encouraging and I am proud

to be leading this company forward.

MATTHEW BEESLEY

Chief Executive Officer

Q&A

Taking actions and identifying opportunities

with Matthew Beesley

What has surprised you taking over at Jupiter?

Jupiter on the inside is the same business as it appears on the

outside. It is full of very talented people solely focused on helping

clients achieve their own financial objectives. The key attraction for

me was the chance to work with such an impressive array of

investment and non-investment professionals.

What have been your most immediate priorities?

In rationalising the product range, reviewing our operating model

and with that, streamlining our employee base and evolving our

management structure, we have sharpened our active investment

proposition, enabling us to be more efficient and effective in better

serving our clients’ needs.

What will be Jupiter’s key growth areas next year?

The exciting opportunity for Jupiter is that there are an array of

investment strategies and client channels and geographies that

could drive growth in 2023 and beyond. Client needs and preferences

change and we have to be ready to adapt accordingly, so a diversified

array of capabilities is important.

What are Jupiter’s biggest challenges?

Our biggest challenges have always been and always will be the

things that we can’t control, with the level of financial markets

clearly potentially the most impactful. We have to remain alert

to this and focus on managing what we can control.

What are you most excited about going into 2023 and beyond?

Of the things that we do control, I am very excited about the

strong maturing track records of a number of relatively new

investment strategies, as well as the traction we are gaining in

a number of relatively new channels and geographies in which

we are building a presence.

13Jupiter Fund Management plc Annual Report and Accounts 2022

MARKET TRENDS

A number of market trends have impacted our business and the wider industry through 2022.

Four key trends are detailed below along with how Jupiter has responded.

A VOLATILE

MARKET

BACKDROP

A SPIKE IN

INFLATION

In 2022, diversification was hard to find Inflation rose dramatically in 2022

Context

2022 was a year of greatly heightened market volatility. As economies

around the world continued to suffer from the impact of the pandemic,

war in Ukraine resulted in falling markets and steeply rising inflation,

particularly in the first half of the year. Political turmoil, notably in the UK,

had material impact on currency markets, with Sterling falling to some

of the lowest ever levels against the US Dollar. Diversification proved

challenging for investors, as bond and equity markets fell together, with

the highest negative correlation seen for some 30 years.

Jupiter’s response

While volatility is not necessarily a problem for active managers, indeed

can be a positive, the challenge this year was the combination of narrow

markets and high degrees of correlation between traditional asset

classes. Jupiter was impacted by this, affecting the overall aggregate

investment performance.

However, Jupiter is a high-conviction truly active manager, which does

not impose a house view upon our investment professionals. As a result,

we have a product range that is diversified across styles and investment

processes, with strategies suitable for different market environments.

The volatile market backdrop has been more conducive for our

alternatives, absolute return range, most notably the Global Equity

Absolute Return and Strategic Absolute Return Bond funds. Both

made positive investment returns this year and generated net

positive client inflows.

Context

Along with volatile markets and currencies, another challenge faced by

investors this year was rising inflation. Pressures on global supply chains

and the impact on energy prices following the invasion of Ukraine pushed

inflation to its highest rate for 40 years.

In order to attempt to control inflation, central banks globally embarked

upon aggressive cycles of hiking interest rates. The Bank of England raised

rates eight times up to the end of 2022, while the Federal Reserve raised

rates to 4.5%, its sixth consecutive hike and the highest level since 2008.

As a result, we saw bond yields rise and prices fall, adversely impacting

client demand for fixed income strategies.

Jupiter’s response

Jupiter is a diversified active asset manager and we do not impose any

house view upon our investment managers. As such, we have a broad

range of differentiated strategies, which are suitable across market

backdrops, including in an inflationary environment.

Absolute return funds performed well and we were able to discuss

with our clients the breadth of our fixed income offering. The Strategic

Absolute Return Bond fund has a flexible approach which can take a

position that benefits from falling bond markets.

Although European and Asian retail clients redeemed assets from Dynamic

Bond towards the start of the year, there was renewed interest in the

second half of the year as clients turned more positive on duration.

Source: Bloomberg, as at 31 December 2022 Source: Bloomberg, as at 31 December 2022

Bloomberg Global Aggregate (bond index)

MSCI World index

-30

-25

-20

-15

-10

-5

Cumulative return (%)

12/21 01/22 02/22 03/22 04/22 05/22 06/22 07/22 08/22 09/22 10/22 11/22

UK inflation (year on year, %)

Yield on UK 10 year gilt (%)

-2

1989 1991 1994 1997 2000 2003 2006 2008 2011 2014 2017 2020 2022

14 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Market trends

EVOLVING

CLIENT

DEMANDS

FOCUS ON

SUSTAINABILITY

Global AUM by product Continued net inflows into sustainable funds

Context

Client demands for investment products continued to evolve through

2022. Passive strategies continued to attract client interest, exerting

pressure on fees across the industry. Investor appetite for single country

and some regionally-focused products continued to diminish, with

increased flows towards more global or thematic-focused strategies.

As the available universe of public companies receded yet further, clients

allocated more of their portfolios towards unlisted and private assets.

Jupiter’s response

We remain fully committed to active, high-conviction investment

management. While we acknowledge that passive products have a role to

play for many of our clients, asset management continues to be

dominated by active management. Active AUM grew by 9% per annum in

the 15 years from 2005 and last year accounted for nearly 80% of industry

AUM and over 90% of revenues. However, passive continues to take

market share and is driving pricing pressures.

We are not immune to muted client demand for single country and

regionally-focused products, with significant AUM in UK and European

equities. However, Jupiter has a strong product line up of globally-focused

products and all of our recent product launches have invested on a global

basis. NZS Capital’s global growth strategies, Global Value and Global

Sustainable Equities all performed well this year and generated net inflows.

After a challenging start to the year, we also saw clients reallocating to our

unconstrained global fixed income strategies in the second half.

We will continue to evolve our product range to meet our clients’ needs.

We are exploring possible opportunities within private assets and will

launch a range of globally-focused thematic funds in 2023.

Context

Despite geopolitical developments presenting some challenges to the

growth of sustainable finance and investment in 2022, the direction of

travel remains clear. Regulators and policy makers across all jurisdictions

signalled their intention to drive the shift towards a sustainable, net zero,

global economy through the creation of robust and client-friendly

sustainable finance regimes.

Jupiter’s response

We are supportive of the accelerating shift to a sustainable global

economy. We welcome clear regulation and policy making that helps

consumers make informed decisions about how to invest for a safe

and secure net zero future and enables capital to flow to sustainable

businesses. As an active manager, we consider ESG issues across all our

investment strategies and we also offer dedicated funds investing in the

transition to a sustainable global economy and environmental solutions.

This year, we saw net inflows of over £250m into our sustainability-labelled

range of strategies.

The geopolitical events in 2022 that shaped the global economy in

unexpected ways have highlighted the need for secure, affordable,

sustainable, and equitable energy systems. We believe that we play

an important societal role by investing to create secure futures for

our clients in a way that also accounts for our wider responsibilities for

people and planet and we remain fully committed to supporting the

transition to a sustainable, low-carbon economy through our operations

and our investments.

AUM in 2021. Source: Boston Consulting Group, From Tailwinds to Turbulence, May 2022. Source: Morningstar as at 31 December 2022. Estimate aggregate net flows of funds

classified as sustainable by prospectus.

2021

2026e

2020

2010

2005

26%74%

22%

78%

21%79%

88% 12%

90% 10%

$149trn

$112trn

$110trn

$48trn

$38trn

Active Passive

£bn

700

600

500

400

300

200

100

-100

10 11 12 13 14

15 16 17 18 19 20 21 22

■ Europe

■

RoW

15Jupiter Fund Management plc Annual Report and Accounts 2022

OUR STRATEGY

Strategic objectives and key priorities

INCREASE SCALE

...in select geographies and channels

DECREASE UNDUE COMPLEXITY

...with costs managed carefully through a

relentless pursuit of efficiency

BROADEN OUR APPEAL

TO CLIENTS

...with a curated product offering, while

exploring new methods of delivery

DEEPEN RELATIONSHIPS

WITH ALL STAKEHOLDERS

...with purpose and sustainability

embedded in all we do

WE CREATE A

BETTER FUTURE FOR

OUR CLIENTS AND THE

PLANET WITH OUR

ACTIVE INVESTMENT

EXCELLENCE

• Targeted geographies

• Institutional client channel

• New and emerging franchises

• Disciplined cost management

• Automation and technology

• Supplier outsource and consolidation

• Contemporary product offering with active

investment excellence

• Partnerships and new methods of delivery

• Sharing knowledge and data

• Positive impact on society

• Diverse and talented workforce

• Shareholder returns and relationships

Through 2022, we have refined our strategic objectives. We remain focused on active, high-conviction

investment excellence and have identified four key strategic objectives to drive future growth.

16 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our strategy

Progress in 2022

• Grew AUM from international clients to 32% of Group

total and generated slightly net positive flows.

• Generated record £3bn gross and £2bn net flows

from institutional clients. Total assets in the client

channel now accounts for 14% of Group AUM.

• Continued to diversify our fixed income capabilities.

• Assets under management

• Net flows

• Net management fees

• Underlying earnings per share

• Cost:income ratio

• Total shareholder return

• Strategic risk

• Market risk

• Regulatory risk

• Technology and information

security risk

• Conducted rationalisation of sub-scale or

undifferentiated funds, which will ultimately reduce

the number of funds by 25%.

• Implemented a restructuring programme, reducing

planned headcount by 15% and simplifying

management structures.

• Completed review across operating model, including

outsource providers.

• Underlying earnings per share

• Cost:income ratio

• Total shareholder return

• Strategic risk

• Market risk

• Outsourcing and supplier risk

• Regulatory risk

• Technology and information

security risk

• Launched new strategies in key areas of client

demand, including Dynamic Bond ESG.

• Launched vehicles to offer our capabilities to a wider

range of clients, including US-domiciled vehicles of

GSE and GEM Focus.

• Announced launch of thematic fund range later in 2023.

• Investment performance

• Assets under management

• Net flows

• Net management fees

• Underlying earnings per share

• Total shareholder return

• Strategic risk

• Market risk

• Regulatory risk

• Achieved Tier 1 status for the Financial Reporting

Council (FRC) Stewardship code. AAA score from

MSCI and A- from CDP, which places us in

‘leadership’ category.

• Improved employee engagement score to 71%.

• Returned 8.4p through ordinary dividends,

completed a £10m share repurchase programme and

announced a £16m extension to the programme.

• Employee engagement

• Underlying earnings per share

• Total shareholder return

• Strategic risk

• People risk

• Regulatory risk

Links to KPIs Links to principal risks

17Jupiter Fund Management plc Annual Report and Accounts 2022

Investment performance (%)

51%

OUR PERFORMANCE

How we performed in 2022. Our KPIs enable us to monitor our progress.

NON-FINANCIAL KPIs

Percentage of our mutual fund AUM above the median over three years.

51% of mutual fund AUM was outperforming their peer group over a

three-year period (2021: 58%). The decline was due to three larger funds

moving below their median, primarily as the market rotated towards a

value-style of investing. Over one year, 49% of AUM outperformed and

over five years the figure was 53%. More details can be found on page 32.

Why this is important: Investment performance is the lead indicator for

our continued success and demonstrates our competitive advantage in

delivering investment excellence for clients.

Net flows are the gross inflows to our investment strategies less

redemptions during the year. Gross inflows remained strong at £15.1bn.

Volatile markets and challenging economic conditions weighed upon

investor sentiment, particularly in the retail channel in the first half.

Despite this, we saw record net inflows in the institutional channel of

£2.0bn and generated overall net positive inflows in the second half. More

details can be found on page 24.

Why this is important: Net flows are a lagging indicator of investment

success, reflecting our ability to deliver investment performance that

attracts client funds, and to grow our distribution.

The combined score from a number of key questions in our employee

engagement survey. Our employee engagement score for 2022 was 71%, a

one percentage point improvement on the prior year. We saw

improvement in scores on a number of key metrics, including the belief

that Jupiter puts clients first. A number of other areas were highlighted as

having scope for improvement and action has been taken to do so. We

currently only have two years’ data for this KPI as we have not historically

conducted comparable employee surveys.

Why this is important: The overall engagement score is a key metric for

monitoring employee sentiment and demonstrates our ability to attract

and retain talented employees.

The total value of assets which we manage on behalf of our clients.

AUM ended the year at £50.2bn. The decrease from the prior year was

driven by highly volatile and downward trending markets, subduing asset

values and negatively impacting investor sentiment. Falling markets

reduced AUM by £6.8bn while net outflows were £3.5bn.

Why this is important: AUM is the basis on which we earn management

fees and how we generate the majority of our revenue. Growing assets

under management through investment performance and positive net

flows demonstrates our ability to deliver investment outcomes and to

attract and retain clients.

1st quartile 2nd quartile

Net flows (£bn)

£(3.5)bn

Assets under management (£bn)

£50.2bn

Employee engagement (%)

71%

1140

2842

38 34

44 33

(3.5)

(3.8)

(4.0)

(4.5)

(4.6)

18 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our key performance indicators

FINANCIAL KPIs

Fees earned from managing our funds, net of payments to our

distribution partners. Net management fees decreased by £68.9m

to £384.8m, driven by lower average AUM due to market falls and net

outflows. The average net revenue margin declined by 2.5 basis points (bps)

to 73.5bps, driven by a shift in business mix to lower margin business, including

a greater proportion of our assets from institutional clients. We also generated

£10.3m of performance fees.

Why this is important: Net management fees are the largest component of

our revenue and demonstrate our ability to earn attractive fees by

designing and successfully distributing products that deliver value to clients.

Underlying profit after tax divided by issued share capital. Underlying

EPS decreased by 20.4p in 2022 to 11.3p. This decrease was in line with the

trend in profitability.

Why this is important: EPS measures the overall effectiveness of our

business model and drives both our dividend policy and the value

generated for shareholders.

The ratio of total operating costs divided by net revenue, excluding

exceptional items and the impact of performance fees. The cost:income

ratio increased in 2022 by eight percentage points to 69%. Costs have

been managed with discipline and a focus on efficiency, but a combination

of lower average AUM and pressure on management fee margins has

resulted in lower revenue.

Why this is important: The management of the cost:income ratio

demonstrates our ability to manage costs and to drive growth,

within the context of inflationary pressures and falling fee margins.

Net management fees (£m)

£384.8m

Underlying earnings per share (p)

11.3p

Cost:income ratio (%)

69%

OUTCOME KPI

The total return experienced by our shareholders through a

combination of share price movements and dividends paid.

In challenging markets and despite a rise during the fourth quarter, our

share price fell by 48% through the year, partially offset by dividends of

8.4 pence per share. We announced a £10m share repurchase programme,

which was completed in January. Our TSR of (42)% compares to a (17)%

average return across the FTSE 250. We have since announced a £16m

extension to the buyback programme.

Why this is important: Total shareholder return demonstrates our ability

to deliver a positive return to shareholders, through both share price

performance and the distribution of additional capital.

Total shareholder return

(42)%

384.8

453.7

384.0

370.0

395.7

11.3

31.7

28.7

28.8

32.4

55 11.4

(42)

(2)

(26)

(49)

Link to strategic priorities

Increase scale

Decrease undue complexity Broaden our appeal to clients Deepen relationships with all stakeholders

19Jupiter Fund Management plc Annual Report and Accounts 2022

HOW OUR ACTIVE

APPROACH CREATES VALUE

OUR KEY RESOURCES WHAT WE DO

Truly active, high-conviction

investment management

A client-led culture, designed to support,

prioritise and deliver for our clients

Industry-leading talent, who are

motivated and empowered

A commitment to sustainability

across the Group

A broad range of diversified and

differentiated product offerings

A diverse and inclusive culture,

in which our people can grow and thrive

A strong capital base with

healthy surplus capital

A robust capital allocation policy,

balancing investment for growth

with shareholder returns

High-conviction active strategies

Active investment management

See page 30

Agile & focused

Active decisions to improve efficiency in the business

See page 8

DRIVEN BY OUR ACTIVE APPROACH

Jupiter has a clear and effective value creation model, which helps us to generate value for our clients,

shareholders, people and society.

Investment

management

ProductDistribution

We create a better future

for our clients and

the planet with our

active investment

excellence

20 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our business model

Building a diverse and inclusive culture

Active decisions to drive diversity

See page 54

Sustainability woven through the firm

Active decisions to promote sustainability

See page 36

THE VALUE WE CREATE

For employees

Individual development

We have a culture that attracts and develops

talent. We support and challenge our people

to continuously develop.

71%

Employee

engagement

For shareholders

Total returns

We balance investment for growth of the

business with making return to shareholders.

Our revised dividend policy means from 2023

we will pay ordinary dividends of 50% of

pre-performance fee underlying earnings.

8.4p

Total dividend

For society

Stewardship

One of our biggest impacts comes from

engaging with the companies we invest in.

Each year, we hold more than 1,000 company

meetings to obtain investor insights and,

where relevant, challenge boards on issues

affecting long-term value. We are focused on

the sustainability of both investee companies

and our own business.

827

Engagements

with companies

on ESG matters

For clients

Investment performance after all fees

We help our clients to meet their long-term

investment goals, by delivering investment

outperformance after fees.

51%

Mutual fund

investment

performance

Read more on our stakeholders on page 52.

Investment management

• We are a specialist, high-conviction, truly active

asset manager

• We do not have a house view, but allow

our investment managers autonomy to follow

their convictions

• We seek investment outperformance after

all fees for our clients

• We actively engage with our investee

companies, not only to drive financial results but

also for societal benefits and a sustainable future

Product

• Our product development and governance

structure brings together our investment

management and distribution teams, to ensure

our product offering is aligned to client needs

• Our product development strategy

is focused on innovation to adapt

to clients’ changing needs

Distribution

• Basing our distribution structure around client

types and geographies gives us a clear

understanding of our clients’ investment

objectives, product and service needs

• In line with our culture, we build strong

relationships with consultants

21Jupiter Fund Management plc Annual Report and Accounts 2022

MAINTAINING OUR FOCUS IN

CHALLENGING CONDITIONS

Our results for 2022 reflect the impact of a number of wider

economic factors, as well as specific matters directly

impacting the Group.

It has been another year of significant change. Whilst we are making

progress in repositioning the Group, wider market impacts outside of our

control, and some structural headwinds, remind us that there is still more

to do. Our focus remains clearly on delivering long-term sustainable

growth both for our clients and our shareholders.

The severely adverse combination of macro-economic and geopolitical events

impacted consumer confidence and asset valuations in the first three quarters

of the year. A more optimistic sentiment emerged in the fourth quarter as we

saw client activity increasing and a partial recovery in market levels.

In response to this adverse operating environment, we undertook

a significant restructuring exercise and reviewed all our key supplier

relationships. Regrettably, this resulted in the loss of over eighty

roles as we looked to ensure our operating model aligned to our

scale, balancing the delivery of an efficient and properly-controlled

business with investment for future growth. I would like to reiterate

my appreciation to those affected by the redundancy programme for

the service they have provided during their time at Jupiter and wish

them all the best in their future endeavours.

We remain focused on reducing complexity in the business, increasing scale

in select geographies and channels and maintaining operational efficiency.

Although the overall financial results for 2022 are disappointing, with

underlying PBT down 64% to £77.6m, we ended the year with the business

better placed to deliver future growth.

We continue to present separately the impact of exceptional costs arising

from the Merian acquisition on the Group’s profitability. These costs are

reducing and should be minimal by 2025, but still remained significant in

2022. As in the prior year, we have also disclosed our results excluding the

impact of performance fees. In 2021, we earned larger than normal

performance fees and these have returned to lower levels this year.

Performance fees are more volatile by nature and the impact of accounting

for deferred bonus awards over multiple years also impacts on profitability.

This additional disclosure is intended to help users better understand our

financial performance, including profits from ongoing revenues.

Statutory PBT was down 68% to £58.0m (2021: £183.7m) after the deduction

of exceptional items of £19.6m (2021: £33.0m). Underlying EPS fell 64% to

11.3p (2021: 31.7p), in line with the decrease in profitability. Basic statutory

EPS fell by 68% to 8.9p (2021: 27.6p).

After the uncertainty and disruption caused by the Covid-19 pandemic in

2020 and 2021, 2022 has been dominated by macro-economic and political

uncertainty, with the concerning prospect of high inflation across most

jurisdictions. The current combination of high inflation and declining

growth has understandably put pressure on households, companies and

governments, significantly dampening investor appetite to its lowest level

in a decade. It remains to be seen how successful policies designed to

counteract these pressures will be in 2023.

“In 2022 we took decisive action

to restructure the business,

balancing the delivery of an

efficient and properly

controlled business with

investment for future growth.”

WAYNE MEPHAM

CHIEF FINANCIAL OFFICER

22 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Chief Financial Officer’s review

Within Jupiter itself, we remain focused on our agility, to ensure that

we can deliver our strategy faster and more effectively, and that our

client-centric approach enables us to deliver strong investment

performance in capabilities that are relevant to our clients’ changing needs.

We are focused on developing growth opportunities for the Group,

offsetting the headwinds that we face in a number of areas. As I set out

above, managing our business operations efficiently is important, but we

have also retained investment in select areas, including key geographies

and client channels where we are targeting greater scale. In 2022, flows

from institutional clients began to emerge at strong levels and, importantly,

high numbers of consultant ratings across a number of different capabilities.

Building scale here is important, along with generating broader client

relationships internationally. We have targeted these areas for a number

of years and our focus is to ensure we have investment capabilities that

are attractive to those clients and geographies to build greater scale,

while retaining our strength in our core UK retail market.

Our 2022 AUM ended the year at £50.2bn, a £10.3bn decrease on the prior

year, driven by a volatile, downward-trending market environment that

impacted investor appetite and asset values and the consequential

significant net outflows in retail funds. At the same time, however,

we saw gross client flows sustained at very high levels again, at £15.1bn.

We were pleased to see our strategy of growing our AUM from

segregated mandates and a broader institutional client base bearing fruit

in the year, with net inflows of £2.0bn, most of which was funded in the

second half of the year. The pipeline of new clients in this area is strong,

and a major focus for growth of our business.

Investment performance was mixed, with volatility in markets impacting

certain funds. We expect much of the reduction to be short-term in nature

as markets recover and metrics realign to be within normal historic ranges.

2022 2021

Before exceptional

items and net

performance fees

£m

Performance

fee losses

£m

Total

£m

Before exceptional

items and net

performance fees

£m

Performance

fee profits

£m

Total

£m

Net revenue 387.0 10.3 397.3 455.6 113.0 568.6

Fixed staff costs (82.4) – (82.4) (73.0) – (73.0)

Variable staff costs

(70.6) (33.9) (104.5) (79.1) (60.9) (140.0)

Non-compensation costs (114.6) – (114.6) (125.9) – (125.9)

Administrative expenses

(267.6) (33.9) (301.5) (278.0) (60.9) (338.9)

Other losses (9.7) – (9.7) (4.4) – (4.4)

Amortisation of intangible assets

(2.2) – (2.2) (1.8) – (1.8)

Operating profit before exceptional items 107.5 (23.6) 83.9 171.4 52.1 223.5

Net finance costs (6.3) – (6.3) (6.8) – (6.8)

Profit before taxation and exceptional items 101.2 (23.6) 77.6 164.6 52.1 216.7

Statutory profit before tax 81.6 (23.6) 58.0 131.6 52.1 183.7

1. Variable costs in respect of performance fee (losses)/profits mainly relate to the accounting charge for deferred bonus awards made in respect of 2021 performance fee revenues.

2. Administrative expenses exclude £0.8m classified as exceptional (2021: £14.2m).

3. Amortisation of intangible assets excludes £18.8m classified as exceptional (2021: £18.8m).

In total, 51% of mutual funds outperformed relative to their peers over

a three-year period, down from 58% in 2021; this was 53% over five years

and 49% over one year. Notwithstanding the unusual market conditions

in 2022, we are highly focused on ensuring strong service to our clients and

that includes investment performance returning to our normal levels in the

short to medium term.

Although 2022 has been a uniquely challenging year from many

perspectives, we have worked hard to effect changes to put the Group

on a secure footing, leaving it well-placed to respond quickly to change

and with well-defined strategic aims and purpose.

Despite the impacts of challenging markets and bearish investor sentiment,

the Group nevertheless continues to hold healthy levels of liquid assets

and capital.

Last year, we made a commitment to return capital to shareholders and

we reported that we expected it to be in the form of a share buyback

programme when it is not required in the business. In 2022, we announced

a £10m share buyback programme. We began this process in October 2022,

purchasing and subsequently cancelling 8.1m of our ordinary shares.

In our Q3 trading update, we set out an updated capital allocation

framework. We reset our dividend policy to pay out 50% of our underlying

earnings excluding performance fees as ordinary dividends and retained

our commitment to make additional returns of capital on a less frequent

basis. We believe this is a sustainable position, balancing investment in the

business with appropriate returns to shareholders, and puts the Group on

a very secure footing with regard to its cash management.

In common with other asset managers, Jupiter continues to face

challenging market conditions. Directing our resources into the most

important areas that will address these and support long-term growth

is our main priority.

23Jupiter Fund Management plc Annual Report and Accounts 2022

Movement in AUM by product (£bn)

31 Dec 2022 Net flows Market returns 31 Dec 2021

Retail, wholesale and

investment trusts 43.4 (5.5) (6.5) 55.4

Institutional 6.8 2.0 (0.3) 5.1

Total 50.2 (3.5) (6.8) 60.5

of which is invested in

mutual funds 39.3 (5.7) (5.9) 50.9

Assets under management

AUM decreased by 17% to end the year at £50.2bn (2021: £60.5bn). Average

AUM was £52.4bn, a decrease of 12% on 2021.

Gross flows were £15.1bn, close to the record level of £16.5bn seen last year.

This trend demonstrates strong alignment between our global fund offering

and what clients are looking for in their investment portfolios. As set out in

the Chief Executive Officer’s review, we saw good levels of client demand,

especially from UK retail clients, despite clients looking to de-risk their

portfolios for much of the year. The gross numbers tell an encouraging

story. Whilst a significant portion of the gross outflows arose in UK equities

mutual funds, a category that has seen substantial AUM reductions across

the industry over recent years, gross inflows came in a broad range of

strategies, including categories where we are looking to build our presence

– areas such as fixed income, value strategies and global equities. As AUM

in UK equities, particularly our small and mid cap range, has become smaller,

there is less scope for further significant future outflows in this area.

Conversely, we aim to further build on our capabilities and asset growth in

the areas where we are currently seeing strong gross inflows and areas that

are in net inflow in more normal economic conditions.

As global markets fell amid inflationary pressures, both equities and fixed

income retail products experienced losses, producing total negative

market returns on AUM of £6.8bn (2021: £5.6bn positive returns).

Total net outflows in the year were £3.5bn, slightly less than 2021 net outflows

of £3.8bn. We saw net outflows of £3.6bn in the first half, but retail outflows

slowed and we generated positive net inflows in the institutional channel in

the second half, particularly in the fourth quarter. We saw net positive flows

in the second half of £0.1bn, the first net positive six months since H2 2017.

Client redemptions were not limited to particular strategies, with net

outflows in multiple mutual fund ranges, reflecting investor sentiment in the

UK retail market. These included UK equities and fixed income, which saw

£2.1bn and £1.9bn of net outflows respectively. Within fixed income, £1.8bn

of this was concentrated in Dynamic Bond as broader market issues with

fixed income impacted flows. Redemptions slowed in the second half as the

fund’s position on duration began to gain traction with investors. The Merlin

range continued to see outflows of £0.5bn and the Systematic range saw

£0.6bn of net redemptions, predominantly from the North American fund.

Successes in the year included attracting strong flows into our Asian Income

capability, our Global Sustainable Equities strategy and our Strategic Absolute

Return Bond fund which, in aggregate, saw net flows of just under £1bn.

Our partnership with NZS Capital continues to generate growth, with net

inflows of over £500m in the year, and AUM of over £1.1bn.

After a number of years of repositioning the Group, we saw strong signs

of momentum building in our institutional business. We have made

significant investment in the past in terms of hiring, systems and client

servicing and further progress was made in the second half of the year,

attracting net inflows of £1.8bn in that period, and £2.0bn in 2022 as a

whole. As a result, having started 2022 with institutional clients making up

8% of our AUM, we finished the year at 14%. Flows came from a diverse

range of strategies and clients across all of our key geographical regions.

This has been and remains a major area of focus for us and in which we see

a great opportunity for further growth.

We are proud to say that our intention is for sustainability to be

embedded in all that we do at Jupiter. In the year, we were awarded an ‘A-’

score by the CDP for our corporate transparency and performance on

climate change. We are a Tier 1 Stewardship Code signatory and 42% of

our AUM is committed to net zero. We now have over £1.8bn of AUM

across our sustainability-labelled product ranges, with net inflows of more

than £250m into labelled strategies in 2022. This is another area where we

have invested and will continue to invest in the business. As a high-

conviction active asset manager, it has long been part of our business

beliefs and it will play a key role in continuing to shape what we do.

Net revenue

£397.3m

2021: £568.6m

Revenue

£443.5m

2021: £617.8m

24 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Chief Financial Officer’s review continued

In an inflationary environment, we also need to ensure that cost control is

balanced with offering our staff a compensation package that enables the

Group to remain competitive in attracting and retaining talent.

In respect of non-staff costs, we completed a review in the year of all supplier

relationships across the business and identified a number of areas where cost

savings were possible. We continue to maintain our focus on our cost base to

identify inefficient processes, outsourcing opportunities to consolidate

suppliers or outsource where appropriate, and investing in technology.

Total administrative expenses of the Group were £302.3m, down from

£353.1m in 2021, of which £0.8m related to exceptional items (2021: £14.2m)

and £33.9m were related to performance fees (2021: £60.9m). 2022

administrative expenses include £6.0m relating to the redundancy

programme which are not expected to recur. These changes represent

short-term costs to achieve a lower ongoing cost base and most of that

benefit will be achieved in 2023.

In presenting the Group’s cost base in 2022, it is important to explain the

impact of the variability of the costs relating to the performance fees earned

in 2020 and 2021, which significantly distort the underlying trend. To achieve

this, we have reported such costs separately in the tables that follow.

Additionally, in 2022, as in previous years, we have separately presented

certain items as exceptional. In 2022, these comprise costs relating to the

Merian acquisition that are required to be spread over multiple years.

Costs by category (£m) 2022 2021

Fixed staff costs

82.4 73.0

Variable staff costs before performance

fee-related costs

70.6 79.1

Other expenses

114.6 125.9

Administrative expenses before performance

fee-related costs

267.6 278.0

Performance fee-related variable staff costs 33.9 60.9

Administrative expenses

301.5 338.9

Exceptional items 0.8 14.2

Administrative expenses 302.3 353.1

Total compensation ratio before performance

fees

40% 33%

Total compensation ratio

47% 37%

Cost:income ratio

69% 61%

1. Stated before exceptional items and performance fees (see APMs on page 196).

2. Stated before exceptional items (see APMs on page 196).

“We are carefully balancing cost management

with the need to invest in talent and build

scale in target client channels and select

geographical regions.”

Net revenue

Financial markets were volatile in the year, generally trending downwards

amongst a series of peaks and troughs until the end of the third quarter,

at which point indices started to recover. However as prices were lower

for the majority of the year, average levels of AUM year-on-year were

lower and revenues reflected this.

Revenue in the year was £443.5m (2021: £617.8m), with net revenues of

£397.3m (2021: £568.6m), of which performance fees contributed £10.3m

(2021: £113.0m).

Net revenue (£m) 2022 2021

Net management fees 384.8 453.7

Net initial charges 2.2 1.9

Performance fees 10.3 113.0

Net revenue 397.3 568.6

Revenue 443.5 617.8

Net revenue decreased by £171.3m to £397.3m, of which 60% arose from

the reduction in performance fees. Net management fees decreased by

£68.9m to £384.8m, driven by lower average AUM, which was £7.3bn lower

at £52.4bn as a result of the dual impacts of net outflows and negative

investment returns.

Our average net management fee margin reduced from 76.0bps in 2021 to

73.5bps for 2022. This reduction was broadly in line with our expectations,

driven by an increase in AUM in lower margin business, including significant

net inflows into our institutional business. As we reposition the Group with

a greater weighting towards institutional business, we have experienced

downward pressure on this measure. Our focus is on building scale in select

areas, growing our existing business and pursuing other opportunities for

growth that will drive increases in absolute revenue and profits, but which

will come with a lower average net management fee margin for the Group.

Performance fee levels were lower compared to the larger than normal

amounts earned from the Chrysalis Investment Trust (Chrysalis) in 2021. We

have eight funds which have the potential to generate performance fees,

along with a number of segregated mandates.

Administrative expenses

Against a backdrop of price inflation and lower revenues, cost control

was a key focus during the year. Following the significant reduction in

the scale of the business in the first half of 2022, the Group undertook

a comprehensive review of the operating model. The review identified

the opportunity to rebalance resources whilst bringing increased agility.

We also remained focused on retaining an operating model centred

around our clients, with a clear focus on risk management, and retaining

investment in key areas of growth. As a result, a redundancy programme

was undertaken and regrettably around 80 roles were impacted.

25Jupiter Fund Management plc Annual Report and Accounts 2022

Before performance fee-related variable staff costs and exceptional items,

administrative expenses were £267.6m (2021: £278.0m), 4% lower than in 2021.

Our fixed staff costs increased from £73.0m in 2021 to £82.4m in 2022,

of which £4.1m related to the redundancy programme, with cost savings

achieved in 2023 against a backdrop of strong inflationary pressures across

all businesses. Our total headcount has decreased from 579 at the start of

the year to 522 on 1 January 2023. Average headcount for the Group in 2022

decreased from 584 to 572. Our focus remains on maintaining a robust

process on assessing headcount needs, along with supplier spend,

aligned to the scale and needs of the business and our clients.

As in previous years, operational agility is at the centre of our approach to

cost management, as well as ensuring we attract and retain talented people

and have a robust control environment.

Variable staff costs (£m) 2022 2021

Variable staff costs before performance

fee-related costs and exceptional items 70.6 79.1

Performance fee-related variable staff costs 33.9 60.9

Variable staff costs before exceptional items 104.5 140.0

Exceptional items 0.8 7.7

Variable staff costs 105.3 147.7

Variable staff costs before performance fee-related costs and exceptional

items decreased from £79.1m to £70.6m and included £1.9m of costs

relating to the redundancy programme. The decrease is broadly in line

with the decrease in net revenue of the Group (before performance fees),

adjusted for the impact of deferred compensation costs from previous

years that are required to be accounted for in the current period.

A proportion of our variable compensation (excluding performance fees)

comprises deferred bonuses in the form of share-based and fund-linked

awards. The accounting charge for fund-linked awards is determined by

the fair value of the relevant funds in which the notional units or shares

are awarded. We hedge such movements in the value of these awards by

purchasing units or shares in the underlying funds, although accounting

timing mismatches occur between the recognition of gains or losses on

the units or shares and the recognition of the corresponding gain or loss

on the deferred variable compensation awards. In both 2021 and 2022,

these differences were not significant.

Other factors driving the decrease in the Group’s variable compensation

were movements in Jupiter’s share price, resulting in lower national

insurance charges, and the UK Government’s decision to reverse the

previously announced increase in the UK rate of national insurance

contributions from April 2022.

As with other hedged deferred compensation awards, the performance

fee-related variable staff costs are exposed to short-term fluctuations

in the accounting charge, despite being perfectly hedged against such

movements over the life of the awards as a result of purchasing units

or shares in the underlying funds. In 2022, the impact of movements in

the value of the assets to which the value of the awards were linked

(principally Chrysalis) was that approximately £9.8m of accounting charge

that would have been charged in the years 2023 to 2025 was accelerated

into 2022. As a result, later years will see reduced charges in the income

statement relating to these awards. We expect charges arising from the

2020 and 2021 performance fee earnings to continue to be recognised

until 2025, albeit at lower amounts.

The Group’s total compensation ratio including all performance fee

related compensation increased from 37% to 47%, reflecting the variable

staff costs on prior year performance fees (including the higher costs

referred to above) and lower levels of performance fees earned in 2022.

The Group’s total compensation ratio before performance fees and

exceptional items increased from 33% to 40%, reflecting inflationary

cost headwinds, the £6.0m cost of the redundancy programme and

deferred compensation costs from previous years that we account

for in the current period.

Other expenses have decreased by £11.3m to £114.6m due principally to a

decrease in costs that are largely linked to AUM levels, including changes

to supplier relationships and one-off costs incurred in 2021, principally

relating to historical matters.

The Group’s cost:income ratio increased from 61% to 69%. This is largely

driven by a 15% decrease in management fees only partially offset by cost

reductions in the year.

Exceptional items

Exceptional items are items of income or expenditure that are significant

in size and which are not expected to repeat over the short to medium

term. Such items have been separately presented to enable a better

understanding of the Group’s financial performance. Where appropriate,

such items may be recognised over multiple accounting periods. In 2022,

exceptional items were £19.6m (2021: £33.0m) and relate to accounting

charges arising from the acquisition of Merian that, due to their nature, are

required to be spread over more than one financial year. The charges in

2021 were primarily acquisition-related, but also included the costs of a

targeted post-integration restructuring programme, reviewing the

structures, systems and processes of the Group.

26 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Chief Financial Officer’s review continued

The Group has not classified the cost of its 2022 redundancy programme

as an exceptional item, in line with our commitment that any further costs

would no longer be classified as such in the medium term.

Exceptional items (£m) 2022 2021

Acquisition-related

Amortisation of acquired intangible assets 18.8 18.8

Deferred compensation costs

related to the acquisition 0.8 7.7

Total acquisition-related 19.6 26.5

Non-acquisition-related

Redundancy programme and other

compensation costs – 6.5

Exceptional items 19.6 33.0

The acquired intangible asset of £75.0m relating to the Merian acquisition

in 2020 is being amortised over four years. An annualised charge of £18.8m

(2021: £18.8m) is therefore expected to be recognised until June 2024.

The Group incurred acquisition costs in the form of deferred earn-out

(DEO) awards to certain former Merian shareholders. These are required

to be treated as compensation costs as they include employment criteria

and are charged over a three-year period. Vesting of these awards is

contingent on meeting certain performance conditions on 1 July 2023.

We do not currently expect any performance conditions to be met on

two of the three tranches and we have released all accrued liabilities in

respect of these tranches in 2022.

Other income statement movements

Other losses of £9.7m (2021: losses of £4.4m) comprised losses on seed

investments, net of hedges, after dividend income. Seed investments are

hedged for market beta risk, usually by taking a short position on a fund’s

benchmark, where it is possible to do so, and foreign exchange risk

through the purchase of forward currency contracts. Gains and losses

therefore generally arise from under- or overperformance against a

fund’s benchmark, as well as the costs relating to the beta hedge.

Net finance costs

Net finance costs of £6.3m (2021: £6.8m) are broadly unchanged and

primarily comprise the interest charge on the Group’s £50m subordinated

debt issued in April 2020.

Profit before tax

Statutory PBT for the year decreased by 68% to £58.0m (2021: £183.7m)

mainly as a result of lower levels of management and performance fee

income, exacerbated by a cost base inflated by the front-loading of

deferred performance fee-related staff costs. Excluding exceptional items

and net performance fees, PBT decreased by 39% to £101.2m (2021: £164.6m).

Tax expense

The effective tax rate for 2022 was 17.4% (2021: 18.6%), below the headline

UK corporation tax rate of 19.0% (2021: 19.0%). The difference is due to net

tax credits relating to future tax deductions on deferred compensation

and additional tax credits available in respect of prior year tax submissions.

Our published tax strategy is available from our website at

www.jupiteram.com.

Earnings per share

The Group’s basic and diluted statutory EPS measures were 8.9p and

8.8p respectively in 2022, compared with 27.6p and 26.9p in 2021.

Underlying EPS, defined as underlying profit after tax excluding

non-controlling interests divided by the weighted average number

of shares in issue (see page 159), was down 20.4p at 11.3p (2021: 31.7p).

“In 2022 we were the first global Asset

Management firm to be accredited with

the Fair Tax Mark. This is a clear indication

of our aim of acting responsibly in

everything we do.”

27Jupiter Fund Management plc Annual Report and Accounts 2022

Excluding performance fee losses/(profits), underlying EPS was down 9.4p

at 14.7p (2021: 24.1p).

(£m) 2022 2021

Statutory profit before tax 58.0 183.7

Exceptional items 19.6 33.0

Performance fee losses/(profits) 23.6 (52.1)

Underlying profit before tax before

performance fee losses/(profits) 101.2 164.6

Tax at average statutory rate of 19% (19.2) (31.3)

Underlying profit after tax before

performance fee losses/(profits) 82.0 133.3

Profit attributable to non-controlling interests (0.6) (0.2)

Underlying profit after tax before

performance fee losses/(profits) excluding

non-controlling interests 81.4 133.1

Statutory profit before tax 58.0 183.7

Exceptional items 19.6 33.0

Underlying profit before tax 77.6 216.7

Tax at average statutory rate of 19% (14.7) (41.2)

Underlying profit after tax 62.9 175.5

Profit attributable to non-controlling interests (0.6) (0.2)

Underlying profit after tax excluding non-

controlling interests 62.3 175.3

Weighted average issued share capital 552.4 553.1

Underlying EPS before performance fee

losses/(profits) 14.7p 24.1p

Underlying EPS 11.3p 31.7p

Basic EPS 8.9p 27.6p

The weighted average issued share capital takes account of the repurchase

and cancellation programme that has resulted in the reduction of 8.1m

shares in issue, completed on 20 January 2023.

Cash flow

The Group generated positive operating cash flows after tax in 2022 of

£162.3m (2021: £188.9m). This represents 339% of statutory profit after tax, up

from 126% in 2021 as a result of significantly higher levels of unrealised losses

from fund unit hedges and a lower profit base. Net inflows from investing

activities of £35.1m (2021: net outflows of £12.0m) principally constituted net

disposal of seed capital. Outflows from financing activities of £117.0m (2021:

£167.7m) included dividend payments of £90.2m made to shareholders and

£21.4m of shares purchased by the Employee Benefit Trust (EBT) to hedge

deferred compensation awards to employees in the form of Jupiter shares.

The net increase in cash in the period was £80.4m (2021: £9.2m increase).

Assets and liabilities

The Group’s cash position at the year-end date was up to £280.3m

(31 December 2021: £197.3m) as a result of net cash receipts from trading

profits, including the cash element of 2021 performance fees. Payment of

the performance fees earned in 2021 was principally in the form of

Chrysalis shares to match the deferred bonus awards and related

employment taxes. These cash inflows were partially offset by dividend

payments to shareholders, a share buyback programme and payments to

the EBT to acquire shares to hedge deferred bonus awards to employees.

The Group’s issued debt of £50m is repayable in July 2030 or, at the

Group’s option, from April 2025. The revolving credit facility (RCF) of £80m

provides additional access to liquidity. The three-year facility, which

expires and will be replaced in April 2023, was not drawn in the year.

Seed investments

We deploy seed capital into funds to support their growth, to ensure an

effective launch and to accelerate the process of raising assets over critical

size thresholds. As at 31 December 2022, we had a total investment in

Jupiter funds of £72.6m (31 December 2021: £142.3m) at fair value. We have

a Board-approved limit of up to £200m of seed capital funds (at cost),

and we anticipate that additional investments will be made in the near

future to seed growth opportunities.

Capital management

The Group remains profitable and maintains large surpluses over its

regulatory capital requirements at both consolidated and individual entity

levels. In 2022, total dividends paid to shareholders were £90.2m against

£47.9m statutory profit after tax. Funding of the EBT, net of charges

relating to share-based payments, and tax movements in reserves reduced

reserves by a further £15.6m in the year. The net movement in total

shareholders’ equity was a decrease of £57.5m to £843.3m.

The parent company of the Group, Jupiter Fund Management plc, has

distributable profits of £121.6m (2021: £184.9m). The payment of dividends

by regulated entities within the Group and by Jupiter Fund Management

plc is limited by regulatory capital and liquidity requirements.

The Group seeks to maintain a balance between providing returns to

shareholders and maintaining sufficient capital and cash reserves to

support its business activities. As well as providing sufficient liquidity

to be able to meet all its liabilities as they fall due, the Group’s working

capital provides funding for seed investments to support both new and

existing fund products and strategies.

Dividends and returns of capital

In October 2022 we announced a change to our ordinary dividend policy

which was reset to 50% of pre-performance fee underlying earnings and

no longer subject to a minimum of the prior year amount. The Board’s

capital allocation policy remains to make additional returns to

shareholders on a periodic basis, based on the capital needs of the

business for growth and a healthy regulatory surplus.

This revised policy, as part of our overall capital allocation framework,

allows us to return capital to shareholders on a clear and sustainable basis.

“Our new capital allocation framework

balances a sustainable ordinary dividend

policy and additional returns of capital on

a periodic basis with a healthy capital

surplus over regulatory requirements.”

28 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Chief Financial Officer’s review continued

We previously committed to a target of returning at least 70% of cumulative

underlying EPS for 2021 and 2022. In view of that target, and in addition to the

25.0p of ordinary dividends already paid in respect of the 2021 and 2022

financial years, we announced a £10.0m share buyback programme to

repurchase and subsequently cancel shares. That programme completed in

January 2023 and represents a total 1.8p per share return of capital based on

the pre-buyback shares in issue, bringing the total to 26.8p. The Group’s

cumulative underlying EPS for 2021 and 2022 was 43.0p. At 70%, this results in a

minimum of 30.1p of total returns, an additional 3.3p per share after taking into

account ordinary dividends already paid and the share buyback programme.

In transitioning to the new ordinary dividend policy, the Board has

proposed a final ordinary dividend of 0.5p, taking full-year dividends for

2022 to 8.4p. This represents 57% of the 2022 pre-performance fee EPS

and is therefore higher than would have been paid under the new ordinary

dividend policy. The Board has also announced an extension to the

buyback and cancellation programme of up to £16.0m which will

commence later in 2023. When taking account of ordinary dividends

paid or proposed, shares acquired in lieu of dividends in the EBT and

consideration paid for the share buyback programmes, this represents a

distribution of 70% of cumulative underlying EPS for the two years ending

31 December 2022.

The Board seeks approval for the final dividend at the AGM on

10 May 2023.

Liquidity

The Group’s liquidity comprises cash available for use in the business,

supported by an undrawn RCF of up to £80m. The current RCF expires

in April 2023 and we expect to agree a new facility before the expiration

of the current agreement. The Group maintains a consistent liquidity

management model, with liquidity requirements monitored carefully

against the existing and longer-term obligations of the Group.

Statement of viability

In accordance with provision 31 of the 2018 Corporate Governance Code,

the Directors have assessed the prospects of the Group over a longer

period than the 12 months required by the Going Concern provision.

The Directors confirm that they have a reasonable expectation that the

Group will continue to operate and meet its liabilities, as they fall due,

at least until 31 December 2025.

The Board’s viability assessment is based on information known today and

with reference to the Group’s current position and strategy, the Board’s risk

appetite, the Group’s financial plans and forecasts, and the Group’s principal

risks and how these are managed, as detailed in the Strategic report.

The Group defines its long-term strategic planning objectives over five

years and this is underpinned by a rolling five-year financial plan, the first

year of which is the current year budget. The further into the future the

planning horizon is, the greater the level of uncertainty in the financial

projections. Therefore, the Group uses a three-year period in assessing

viability in order to be consistent with the minimum period used in the

Group’s Internal Capital Adequacy and Risk Assessment (ICARA) and

financial projections, and because it has a sharper focus than the full

five-year rolling financial planning horizon.

The rolling financial plan incorporates both the Group’s strategy and

principal risks and is reviewed by the Board at least annually when the

budget for the following year is approved.

In exceptional circumstances, the Board reviews and approves structural

changes to the budget intra-year. These formal approval processes are

underpinned by regular Executive Committee and Board discussions of

strategy and risks, in the normal course of business.

Details of the principal risks faced by the Group, and the strategies in

place to mitigate exposure to them can be found in Our Approach to

Risk Management, beginning on page 66.

Throughout the year the Board assesses progress by reviewing forecasts

compared to the budget and longer-term projections compared to the

financial plan. The current year forecast and longer-term financial projections

are regularly updated as appropriate and consider the Group’s profitability,

cash flows, dividend payments, share purchases, seed investments and other

key internal and external variables. Scenario analysis is also performed as part

of both the Group’s financial planning process and within the Group’s ICARA,

which is approved by the Board. These scenarios evaluate the potential impact

of severe but plausible occurrences, which reflect the Group’s risk profile and

identify and model appropriate and realistic management actions that could

be taken to mitigate the impact of the scenarios on capital and liquidity.

In the most recent ICARA, approved by the Board in July 2022,

scenarios included:

• sustained market downturn arising from a geopolitical stagflationary

environment combined with an operational risk event and a significant

loss in the seed portfolio;

• the failure of internal policies, leading to a regulatory breach; and

• a discrimination tribunal and dismissal of a key investment manager.

Primary management actions to relieve stresses on the Group’s ability to

operate during these scenarios are reductions in variable compensation

costs, reducing returns to shareholders, and disposal, where possible,

of seed investments to provide additional liquidity.

The Group also considers the correlation between different levels

of AUM and profitability, modelling the impact of and sensitivity to

market movements which directly affect the value of AUM and

therefore the Group’s revenues.

We believe that the statement of viability continues to reflect our

internal financial planning, budgeting, forecasting, review and challenge

processes which assess profitability, as well as those through which we

assess risk exposures arising from the implementation of the Group’s

operational strategy.

The Strategic report found on pages 1-73 has been duly approved by the

Board and signed on its behalf by:

WAYNE MEPHAM

Chief Financial Officer

29Jupiter Fund Management plc Annual Report and Accounts 2022

A HIGH-CONVICTION APPROACH

At Jupiter, our purpose is clear – we create a better

future for our clients and the planet with our active

investment excellence. This fundamental purpose is

embedded throughout our culture and is the basis

of all our decisions.

We firmly and passionately believe in the value of

active management and how it can improve outcomes

for our clients over time. Despite well-publicised

challenges faced by our industry, active management

continues to dominate the investment management

industry, and it is growing. Last year actively-managed

AUM accounted for 78% of industry assets and 93%

of revenues. For the fifteen years from 2005, AUM

in active products have grown by 9% per annum.

Conviction is at the heart of how we invest. When it

comes to achieving the best outcomes for our clients,

we have no house view to dictate positions. Instead,

we allow our fund managers the autonomy and

freedom to form their own opinions and follow their

own convictions, always with support from dedicated

sustainability and risk management specialists.

This active, high-conviction approach applies equally

across our product range. We look to ensure that our

client offering is always differentiated and appropriate

for our clients’ needs. Where this is not the case, we

take action. This year, we have rationalised our fund

range, closing, merging or repositioning some 25% of

our funds. More details on this are on page 34.

Where we look to launch new products, these will

always be in areas of strong client demand and where

we believe can provide a differentiated offering to our

clients. In many cases, we will use our own seed capital

to help build track records for these strategies. Products

launched over the last five years now account for

almost £4bn of AUM and they have, in aggregate,

cumulatively attracted £2.9bn of net inflows.

30 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • How we are focusing for the future

ACTIVE

STRATEGIES

31Jupiter Fund Management plc Annual Report and Accounts 2022

INVESTMENT MANAGEMENT

At Jupiter, we are committed to truly active asset

management, taking high-conviction positions in the

companies in which we invest. We aim to create

better futures for our clients and the planet with our

active investment excellence.

We have a diverse but differentiated product offering across a broad

range of asset classes, styles and investment universes. But we remain

focused on specialist strategies where we believe we can deliver

high-quality, sustainable performance to our clients and remain

differentiated from our peers.

We do not have a house view, but rather we empower our investment

professionals with a high degree of autonomy to follow their convictions.

This year, we have simplified our product range to ensure that our offering

remains differentiated. We have also reviewed our management structure

and reduced complexity where possible. In place of the former CIO office,

we have appointed Heads of Equity and of Fixed Income to achieve more

efficient, specialised decision making.

Challenging period for active management

Delivering positive investment outcomes for our clients remains our key

focus at Jupiter. With volatile but highly correlated markets throughout

the year, 2022 was at times a challenging year for active management.

Over three years to end December 2022, 51% of our AUM in mutual funds

outperformed their benchmark median (2021: 58%). Over one year the

figure was 49% (2021: 80%) and over five years it was 53% (2021: 68%).

Although our aggregate figure for three years (our KPI) is not at a level we

would aim for and there are pockets of performance challenges, most of

our funds are performing as we would expect given their investing styles.

The change in the one- and three-year numbers is mostly due to a small

number of large funds which were in the first or second quartile, moving

below this through the year. These are funds whose investment style has

been negatively impacted by the market backdrop, including growth

strategies such as UK and European equities and unconstrained fixed

income in a rising rate environment.

The Dynamic Bond fund takes a long-term high-conviction view and

performance can differ from its peers. Historically, short-term relative

underperformance has been driven by contrarian positioning that has been

amply rewarded in the long run. The team had high conviction from the

start of 2022 that inflation and growth would reduce, leading to lower

government bond yields. The Russian invasion of Ukraine challenged that

thesis, prolonging a period of higher yields and causing the fund to

underperform in 2022 and impacting longer-term numbers. The team

retains high conviction that slowing growth and inflation will cause a

significant shift in the market environment, which would lead to a

recovery in absolute and relative performance. Key clients have remained

supportive of the team and as market performance has started to reflect

the team’s view, we have seen client interest, inflows and strong fund

performance at the start of this year.

The European fund has moved below its median through 2022 as it has

been negatively impacted by the rotation towards a value-style of investing.

This has also impacted UK Mid Cap which, although it does not have the

same innative style bias, has more recently invested in growth-oriented

companies. The fund has additionally suffered from the negative impact

of outflows, which has further amplified negative performance trends.

32 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Strategic and operating review

3 year mutual fund

outperformance

51%

Funds and mandates

over £1bn of AUM

Strong performance across other capabilities

More positively, we have also seen a number of funds (and over £10bn of

assets) move above their median ranking through 2022.

Jupiter’s value equity team delivered strong relative performance, through

both positive stock selection and the rotation towards their investment

style. UK Special Situations, Income Trust and Global Value have all

demonstrated strong performance over short- and long-term time horizons.

Our alternatives offerings also had a strong 2022, helping preserve

investors’ capital in a difficult period.

This includes Global Equity Absolute Return, which has seen a strong

turnaround in performance. After returning 19% in 2021, which was a

calendar year record for the fund, it returned almost 9% absolute

performance in 2022, in a year in which positive absolute returns were not

easy to achieve. It is now first or second quartile relative to its peers across

all time periods and we saw positive inflows from clients in the year.

Strategic Absolute Return Bond also delivered very strong performance in

2022, up over 6% in absolute terms in a period where most major asset

classes were down double figures. The strategy is first quartile across all

key time periods and continues to attract client interest, generating over

£400m of net inflows through the year.

AUM

(£bn)

3 year

quartile ranking

Dynamic Bond 5.7 3

Strategic Bond 3.4 3

European 3.2 4

UK Special Situations 2.0 1

Merlin Balanced 1.8 1

Merlin Income 1.7 1

Merlin Growth 1.6 1

Income Trust 1.6 3

North American Equity 1.4 1

Global Equity Absolute Return 1.3 1

A commitment to sustainability

Sustainability lies at the core of our business and is woven throughout our

investment teams.

We believe that better-run companies perform better. As a high-conviction

active asset manager, we recognise that we have an important role to play

allocating capital on behalf of our clients, both as active owners and

long-term stewards of our clients’ assets.

To this end, all of our investment managers are required to embed

considerations of ESG risks into their investment processes, actively

engaging with our investee companies to help them improve their

practices. They are supported by a deeply experienced stewardship team.

We also have a range of sustainability-focused products, which continued

to attract client interest this year despite a more difficult market

environment. Across the range, we generated over £250m of net inflows

and total AUM now stands at £1.8bn.

For more details on our approach to sustainable investing,

please see from page 38.

Data-driven insights

Throughout 2022 we have continued to invest in our data science

capabilities. From starting as a team of one in 2018, it has now grown to

nine data scientists, analysts and engineers.

The team work across the firm to integrate data science through our

operating model. They do not manage money themselves, but rather

provide analysis and data-driven insights to our investment professionals,

which they would not otherwise have access to. The team work with

huge volumes of often unstructured datasets, analysing, cleansing, and

developing insights that help our investment managers deliver better

outcomes for our clients. The team have received strongly positive

feedback from clients and other third parties, particularly on their work

on ESG data analyses and integration. This year, the team are working

towards using AI and natural language processing for research on carbon.

ESG data analysis and integration is a key aspect of this and we have

constructed in-house tools, including ESG Hub, which gathers, cleanses and

intelligently visualises ESG data from both third-party providers and in-house

holdings data. This provides our investment managers with both a clearer

overview and much more granularity of the ESG risks across their portfolios.

33Jupiter Fund Management plc Annual Report and Accounts 2022

PRODUCT AND DISTRIBUTION

In a highly challenging year, we have continued to

put our clients first. We have targeted investment in

areas of strategic growth, including the institutional

channel and our overseas businesses. At the same

time, we have focused on reducing complexity in

the business and streamlining our product range to

ensure that our client offering remains differentiated.

A clear client proposition

As a high-conviction active asset manager, we aim to offer a range of

investment capabilities focused on the areas where we believe we can

have the most impact to help our clients achieve their financial goals.

However, over recent years the complete range of products through

which we deliver our investment capabilities had grown to over 100 funds,

with a sizeable tail of sub-scale or less-differentiated client offerings.

There were also areas where we had overlapping funds or which were

focused on areas of limited client demand, all of which carried the risk

of diluting our active proposition.

As a result, much of our focus this year has been on simplifying and

rationalising our fund range. This has reduced undue complexity, but has

also resulted in a more differentiated product offering and a much clearer

client proposition.

Through mergers, closures and repositionings, almost a third of the fund

range will be impacted. This has been heavily focused on the long tail of

sub-scale funds, with more than 80% of the funds involved being under

£100m in assets. In total, only 4% of total Group AUM is in scope of the

changes. As at end December 2022, we had seen associated outflows of

only 0.3% of total Group AUM.

We will continue to closely monitor our fund range on an ongoing basis

and always looks to reduce undue complexity where possible.

Concurrently, we have also continued to evolve our product range to

broaden our appeal to clients, with targeted launches of new strategies

and vehicles and investing our own capital to support the development

of track records, such as with Dynamic Bond ESG fund. We also launched

US-domiciled vehicles for our existing Global Sustainable Equities and

Global Emerging Markets Focus capabilities, opening up those strategies

to the significant potential of a US client base.

We have continued to see success from newly launched products,

with cumulative net flows of £2.9bn from vehicles launched since 2018.

This ongoing innovation will continue through 2023, as we develop our

ability to offer more personalised solutions to clients. We will develop

solutions designed for specific regions, whether through new capabilities

or tailoring existing strategies.

As well as a broader thematic range, we will also explore launching a

multi-asset absolute return strategy, utilising investment capabilities

across our equities and fixed income teams.

Success in the institutional channel

Through 2022, we have continued our focus on broadening our expertise

in the institutional channel. We have invested in this space over the course

of the last few years, including appointing a new Head of Institutional this

year, and it is encouraging that we are now seeing the benefits of this hard

work starting to come through.

Through recent years, we have engaged with record numbers of

institutional clients, through RFPs, Due Diligence Questionnaires and other

direct client engagements. We have pitched for ever more mandates and

our pipeline continues to grow to record levels.

Our relationships with consultants continued to broaden across the world

this year. We now have 18 ‘Buy’ ratings from nine consultants, across nine

different strategies.

We are now starting to see success in this key area with institutional

clients entrusting us to manage their assets. Predominantly through

segregated mandates, we generated gross flows of over £3bn in 2022,

which translated to £2bn of net inflows, both of which are records for

Jupiter in any year.

Encouragingly, these flows, and our growing pipeline, are also diversified in

terms of both new markets and a broader range of investment capabilities.

As well as mandates from clients based in the UK and the US, we

generated inflows for the first time from clients in Australia and South

Korea. We saw institutional inflows into Global Sustainable Equities,

Value equity strategies and UK equities.

The nature of the institutional channel means that the flows profile will

not always be linear and success will not be in a straight line. However, this

year’s flows are testament to the hard work of the team over recent years

and we look forward to building on this success through 2023 and beyond.

Net flows from

institutional clients

£2.0bn

Gross sales

£15.1bn

Assets managed

on behalf of clients

outside the UK

£15.9bn

Strategic and operating review continued

34 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report •

ENGAGING WITH OUR CLIENTS

Our clients are at the heart of everything we do.

Through this year we have sought to actively engage with our

clients to deepen these relationships and to take a more strategic,

holistic approach to client account management. Our product

development approach has evolved to become more tailored and

more bespoke in nature to meet client demand.

We have also engaged with our clients this year through our first

annual client survey

. We scored highly in a number of key areas,

including 84% in relationship management and 83% in customer

support. There are also areas where we scored less favourably,

such as communication and some investment outcomes. In all

cases, action has been taken to improve the service we provide

to our clients.

2022 was also the first full year since the start of the pandemic

in which we have been able to connect with our clients on a

face-to-face basis and we have taken every opportunity to do so.

Over the course of the year, we have had over 10,000 client

engagements across the world. We have attended or hosted

nearly 350 client events across 26 countries, including our flagship

Investment client conference which was held in London.

Opportunities across our global footprint

Growing Jupiter’s presence outside of our home market of the UK remains

a key strategic focus. Our overseas businesses now account for 32% of

Group AUM and 25% of revenues.

Despite significant outflows from our core UK business, we generated

broadly flat flows this year from international clients. European and Asian

clients redeemed assets from the Dynamic Bond fund in the first half, as

inflationary fears and rising yields weighed upon retail sentiment. This was

offset by strong inflows of £1.6bn in the second half of the year, largely

driven by institutional clients and encouragingly diversified across a

number of strategies.

Although we have had success in recent years in growing our overseas

business and expanding our global footprint into new markets, most

notably into the US, we have a need and an opportunity to do more.

Our foundations are strong and we now have the opportunity to build

scale in key markets. We have worked hard to identify where the most

significant opportunities lie. We have strengthened our team, including

with a newly appointed Head of International. We have allocated

resources to the few key markets where we see the greatest

opportunities to drive future growth.

Delivering value for money

Through active investment excellence, we seek to create a better future

for our clients - and to do so in a way that delivers value for money.

This year, we published our third annual Assessment of Value for our

UK fund range. We continued to have a strong year of delivering value

to our clients, against an incredibly challenging backdrop of market

volatility and turmoil.

We have continued to evolve our approach this year, in order to ensure

that we maintain high standards of rigour and governance oversight. We

have deepened the level of scrutiny applied to the process, continually

challenging ourselves to understand our clients’ experiences, regardless of

the challenging market backdrop.

In 2022, 91% of our funds were found to have delivered long-term

capital growth to our clients over five years. 78% of our funds’ unit classes

received a positive rating of either 4 stars (“has consistently delivered

strong value”) or 3 stars (“has delivered value”).

We have taken the decision to apply a number of changes to the fund

range where we found that value was not consistently being delivered,

including changes in the fund management team, merging, closing or

repositioning strategies.

We have also actively reduced the annual management charges across the

‘J’ units for our UK fund range. As a result, around 40,000 clients will

experience a 40bps reduction in fees.

We look forward to continuing to evolve our process, delivering value to

our clients and taking swift action where we have not.

1. Client survey comprised in-depth interviews with 40 clients across regions and

client channels.

35Jupiter Fund Management plc Annual Report and Accounts 2022

SUSTAINABILITY

WOVEN

THROUGH

THE FABRIC

OF OUR FIRM

36 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • How we are focusing for the future

SUSTAINABILITY LIES AT THE CORE OF OUR BUSINESS

2022 was an important year in progressing towards

our firm-wide sustainability ambitions. Internally, we

enhanced our sustainability governance framework which

is owned by the Executive Committee and the Board.

We relaunched our Sustainability Advisory Council

to provide expert counsel, insight and guidance

on material sustainability issues for labelled and

non-labelled funds.

We launched the DE&I forum under our new

CEO’s leadership to reflect our culture and

behaviour framework.

We created new sustainability and responsible

investment policies to govern our investments

and operations.

Externally, our core commitment to sustainability is

recognised by our Tier 1 FRC Stewardship Code status.

We retained our listing on the FTSE4Good Index Series

and achieved a AAA score from MSCI. Our A- CDP

score positions us in the ‘leadership’ category.

We are committed to operating our business

and managing all of our assets on a net zero basis.

The AUM in scope for net zero alignment, which

stands at 42% in 2022, is currently amongst the most

ambitious target of Institutional Investors Group on

Climate Change (IIGCC) members.

We are one of the leading asset managers when

it comes to in scope net zero alignment AUM and

we are on target to meet our net zero operational

alignment targets.

37Jupiter Fund Management plc Annual Report and Accounts 2022 37Jupiter Fund Management plc Annual Report and Accounts 2022

SUSTAINABILITY WOVEN THROUGH

THE FABRIC OF OUR FIRM

Sustainability lies at the core of our business and is

woven through the fabric of our firm. Our approach

to sustainability has a dual focus: to support the

transition to a sustainable, low-carbon economy in

our investments and our operations, and to meet the

needs of our clients, employees, shareholders and

wider society.

We aim to be authentic in everything that we do, including on

sustainability, applying the same standards and principles to our business

and operations that we apply to the investments we make. Our decisions,

whether as a corporate or as an investor, have an impact internally on our

employees, and externally on our clients and wider society.

In 2022, we put in place a central corporate sustainability team to lead and

deliver on our firm-wide sustainability ambitions. The team has made good

progress, launching several new sustainability initiatives and reviewing our

existing commitments and pledges to ensure that we continue to embed

good practice across all of our business areas.

We reviewed and updated our sustainability governance arrangements.

We created a Sustainability Committee, chaired by the Head of

Sustainability, and brought stewardship within scope of the Investment

Review Forum (IRF) and the Investment Oversight Committee (IOC).

We engaged with our colleagues across the business on sustainability

issues through the introduction of the introduction of a sustainability

town hall and Sustainability Matters, a quarterly newsletter. Employee

engagement on sustainability is very high and we continue to see high levels

of demand from colleagues to embed sustainability across all business

areas. In response to that demand, we have reviewed our current training

offer and plan to roll out new sustainability training across Jupiter in 2023.

In 2022, we published a Sustainability Policy for the first time. In the policy,

we set out our existing corporate approach to sustainability and the ways

in which we seek to act as a responsible business, including how we

manage our operational footprint, engage with suppliers and set

expectations and demonstrate commitment to putting our cultural

pillars into action through employee and stakeholder engagement.

We have set ourselves an objective to ‘be bolder on biodiversity’.

With Executive Committee and Board support we created the Biodiversity

Working Group, an internal expert team that works together to help us

build our understanding of the links between climate change and

biodiversity loss and advise us how we can manage and mitigate

our biodiversity impacts both as an investor and at Group level.

As an active asset manager, we believe that we play an important societal

role by investing to create secure futures for our clients that also accounts

for our wider responsibilities for both people and planet.

We describe our active ownership approach in the Responsible Investment

Policy which sets out transparently the ESG issues that will be the focus of

our investment teams’ active ownership and engagement into 2023 and

beyond. The focus issues are Climate Change, Biodiversity, Human Rights,

Human Capital and Corporate Governance.

We remain committed to reducing the environmental impact of our

operations. In 2022, we worked with an external environmental agency to

map our Scope 3 emissions with key suppliers to better understand the

emissions associated with services we procure. We also started the

process of certifying our environmental management system for our

head office in London to IS014001 standard.

As a signatory to the UN Global Compact (UNGC) we support its ten

principles on human rights, labour environment and anti-corruption and

we reflect the principles in our approach to investment stewardship.

Looking ahead

We are proud of the progress we have made in 2022 but there is more

work to be done. We have set ambitious targets for 2023 and beyond.

Plans are already underway to build out a new investment stewardship

engagement template and engagement tracking system to improve how

we report on engagement activity, targets and outcomes for clients and

other interested stakeholders. We also intend to produce a quarterly

responsible investment report which will inform our clients about our

stewardship of their assets and demonstrates how active ownership

through company engagement and considered use of proxy voting

helps protect the value of their investments. Our investment teams

that already produce their own annual stewardship reports will continue

to report independently as well as contribute to the planned firm-wide

quarterly report.

We will update our global voting policy in 2023. We will also engage with

our clients and other stakeholders on voting choice and pass-through

voting. We will publish an initial transition plan aligned with the Transition

Pathway Taskforce that builds on our Task Force on Climate-related

Financial Disclosures (TCFD) reporting.

38 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Sustainability

Managing our emissions

2022 energy and carbon statement

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 government’s policy on

Streamlined Energy and Carbon Reporting.

During the reporting period 1st January 2022 to 31st December 2022, our measured Scope 1 and 2 emissions (location-based) totalled 331.1 tCO

Our measured Scope 3 emissions totalled 1,182.7 tCO

e. This comprised:

FY2022 FY2021

UK Rest of world Total UK Rest of world Total

Total Scope 1 emissions 71.7 0.0 71.7 120.9 0.0 120.9

Natural gas 69.3 0.0 69.3 116.8 0.0 116.8

Fuel for transport 1.47 0.0 1.47 3.4 0.0 3.4

Other fuels 0.96 0.0 0.96 0.71 0.0 0.71

Total Scope 2 emissions (location-based) 224.8 36.6 261.4 229.8 34.9 264.7

Total Scope 2 emissions (market-based) 0.0 0.0 0.0 0.0 0.0 0.0

Total Scope 1 and 2 emissions (location-based) 296.5 36.6 333.1 350.7 34.9 385.6

Total Scope 1 and 2 emissions (market-based) 71.7 0.0 71.7 120.9 0.0 120.9

Scope 1 and 2 intensity per FTE (market-based) 0.64 0.0 0.64 0.2 0.0 0.2

Total selected Scope 3 emissions n/a n/a 1,182.7 n/a n/a 156.2

Business travel – flights n/a n/a 1,155.8 n/a n/a 154.9

Business travel – rail n/a n/a 0.08 n/a n/a 0.03

Business travel – hotels n/a n/a 25.3 0.0 0.0 0.0

Waste 1.15 0.0 1.15 1.11 0.0 1.11

Water supply 0.25 0.0 0.25 0.13 0.0 0.13

Our Scope 1 and 2 emissions (location-based) have decreased by 14% in the

year. This is largely due to a 41% reduction in our Scope 1 emissions, with a 41%

decrease in natural gas, predominantly in our London head office. Our London

office has implemented several energy-saving initiatives during 2022 such as

optimising the air handling unit strategy to reduce instances of simultaneous

heating and cooling and reducing out-of-hours usage of the office.

All five of our offices that we report on either use renewable energy or are

covered by renewable electricity certificates and we remain part of RE100.

Our measured Scope 3 emissions totalled 1,183 tCO

e. This includes flights,

rail, hotels, water and waste. Our full Scope 3 footprint will be disclosed in

our 2022 Sustainability Report.

Our measured Scope 3 emissions increased by 657% from 2021, which is

primarily a result of increased air travel following the Covid-19 pandemic.

Business travel in 2022 is 22% lower than in 2019 (pre-pandemic), evidencing

the focus on reducing our business travel where possible.

During the year, our total fuel and electricity consumption totalled 1,616

kWh, of which 95% was consumed in the UK. The split between fuel and

electricity consumption is displayed below.

FY2022 FY2021

Energy consumption (kWh) UK

Rest of

world Total UK

Rest of

world Total

Electricity 1,163 74 1,237 1,082 70 1,152

Fuels

379 0 379 637 0 637

1. Natural gas and transportation fuels (petrol and diesel)

Our emissions have been verified to a reasonable level of assurance by an

external third party according to the ISO 14064-3 standard.

SUSTAINABILITY

IN OUR OPERATIONS

Methodology

We quantify and report our organisational GHG emissions in alignment

with the World Resources Institute’s Greenhouse Gas Protocol Corporate

Accounting and Reporting Standard and in alignment with the Scope 2

Guidance. We consolidate our organisational boundary according to the

operational control approach, which includes five offices. We adopt a

materiality threshold of 5% for GHG reporting purposes, meaning we

report on offices that have six or more employees. The GHG sources

that constituted our operational boundary for the year are:

• Scope 1: Natural Gas, Car mileage, Refrigerants

• Scope 2: Electricity

• Scope 3: Flights, Rail, Hotels, Water, Waste

Consumption data for December for our Grantham and Luxembourg

offices were unavailable at the time of preparing this report, so it is

estimated taking an average of the winter months that were available.

The Scope 2 Guidance requires that we quantify and report Scope 2

emissions according to two different methodologies (‘dual reporting’):

(i) the location-based method, using average emissions factors for the

country in which the reported operations take place; and

(ii) the market-based method, which uses the actual emissions factors of

the energy procured.

39Jupiter Fund Management plc Annual Report and Accounts 2022

“Jupiter Fund Management is an

exemplar of financial transparency

and tax disclosure. They provide a

comprehensive country-by-country

breakdown on their income, profits

and associated taxes paid. There is also

commendable commitment to follow

the spirit as well as the letter of the

law, and confirmation that their tax

policies are adhered to. Jupiter rightly

take real pride in the contribution

their tax makes to society, and long

may it continue.”

PAUL MONAGHAN

CHIEF EXECUTIVE, FAIR TAX FOUNDATION

“I’m delighted that Jupiter has become

the first global asset manager to be

awarded this accreditation from the

Fair Tax Foundation. It is a testament

to our firm’s commitment to do the

right thing in relation to our tax

conduct and how we seek

transparency of our tax affairs

for the benefit of our clients

and other stakeholders.”

WAYNE MEPHAM

CHIEF FINANCIAL OFFICER

Working with suppliers

Our policies and due diligence processes help to ensure that our

suppliers uphold human rights both in their own organisations and in

those of their suppliers.

We publish an annual Modern Slavery and Human Trafficking Statement

stating our approach to understanding and mitigating the risk of

modern slavery in our supply chains and our operations in line with

the UK Modern Slavery Act.

Our Supplier Code of Conduct sets out the minimum standards we

expect from our suppliers. These include respect for human rights,

DE&I and sustainability.

In 2022, as part of our management of supplier performance and risk, we

assessed the risk of modern slavery in our supply chains, as well as supplier

responses to sustainability questions.

Acting responsibly

Our approach to tax

We do not tolerate tax evasion, nor do we tolerate the facilitation of tax

evasion by any person acting on the Group’s behalf. We seek to manage

our tax affairs in a straightforward way, which means that we comply with

our tax filing, reporting and payment obligations in all jurisdictions in a

timely manner.

Our corporate structure and operating model ensure that our tax affairs

are transparent to the tax authorities. Our approach is governed by a

Board-approved tax strategy. We ensure this strategy, and the procedures

and controls which underpin our approach, are appropriate, monitored

and fully implemented. All our employees are required to undergo training

in preventing the facilitation of tax evasion.

Fair Tax Mark

In 2022, Jupiter was awarded the Fair Tax Mark accreditation by the Fair

Tax Foundation, the first global asset manager to secure this gold standard

of responsible tax conduct.

Fair Tax Mark accreditation seeks to encourage and recognise

organisations that pay the right amount of tax at the right time and in the

right place. Tax contributions are a vital part of the broader social and

economic contribution made by businesses, helping the communities in

which they operate to deliver valuable public services and build

infrastructure that paves the way for growth.

As part of the accreditation, Jupiter’s Group tax strategy has been updated

to include a detailed country-by-country breakdown of financial

performance including taxes paid in each jurisdiction and we strengthened

our commitment to responsible tax conduct. These high standards of

conduct are not just in the Group tax team but across our organisation

including our colleagues in the reward and finance teams.

40 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Sustainability continued

Supporting local communities

Jupiter has a well-established Charity Committee, sponsored by a member

of the Executive Committee. In 2022, under the Charity Committee’s

leadership, we put in place a formal budget targeting four key areas:

• Corporate charity – second and final year of our partnership with

Momentum. One-off corporate donations as well as money raised from

company events including Miles for March, rounders, the annual quiz

and individual fundraising

• Rapid response – dedicated budget for supporting global disasters. In 2022,

100% of the pot was donated to the DEC Ukraine Humanitarian Appeal

• Doorstep donations – aimed at supporting charities local to the Jupiter head

office in London. In 2022, we supported St Andrews Youth Club, Cardinal

Hume Centre, Grey Coat Hospital School and Westminster School

• Global giving – expanding the remit of the Charity Committee to put in

place a dedicated charity budget for our global offices

Over the course of the year, Jupiter and our employees contributed over

£250,000 to charitable causes.

Volunteering

We successfully launched the Alaya platform to help with setting up

volunteering opportunities for all employees. We will continue to

encourage more engagement in 2023 and we provide our employees with

five paid volunteering days per annum to promote volunteering activities

across the Group.

Arrival Education Programme

The ability to manage personal finances is an aspect of adult life that is not

included in formal education, a gap which can be further emphasised among

young people who grew up in low-income households. Recognising this,

Jupiter in 2022 engaged with Arrival Education (Arrival), an organisation

specialising in enabling access to industry for individuals from diverse ethnic

and socio-economic backgrounds, to assess potential ways that Jupiter

could engage on this topic.

Jupiter commissioned research with Arrival to assess financial confidence

among Arrival’s talent network. 95% of young people asked did have

financial goals for their life, but on average rated their level of confidence

as 5 (on a scale of 1 to 10) in respect of their ability to make good financial

decisions to set them up for a stable and secure future.

With this research as a basis, we designed a financial confidence

programme to connect our Jupiter people with Arrival’s ethnically and

socially diverse talent network. This enabled us to share our knowledge

and help give young people from low-income communities the

confidence and awareness of the key steps to take in their 20s to build

financial security for their future. By sharing our knowledge and expertise

to raise awareness of financial matters amongst young people with no

natural source of information, Jupiter can begin to play a stronger role in

bringing about wider change in society, and enhance our positive social

impact, whilst providing the opportunity for colleagues to connect around

a socially responsible initiative. In November 2022, we hosted the first of

two pilot events with a group of 28 Jupiter colleagues and 33 young

people, aged 18-25, for a full day workshop in our London office.

On the day, we gave presentations, ran small group coaching activities,

and held discussions around three core areas: managing your income, being

smart about debt and understanding savings and investments. The event was

a great success, receiving positive feedback from both Jupiter volunteers

and the young talent who participated. The team asked attendees to rate

their financial confidence before and after the event, and the average

moved from 4.9/10 beforehand, to 8.4/10 after, a 71% rise. Jupiter volunteers

cited a real sense of the company coming together, and 75% of colleagues

agreed that they felt more connected to the challenges faced by talent

from low-income households having participated in the event.

“I have a new perspective from the

volunteers, and this has inspired me.

I feel more driven than ever before as

I now understand my financial situation

a lot better.”

ARRIVAL TALENT PARTICIPANT

“An enlightening, exciting day. I’m very

proud to have taken part in it.”

JUPITER PARTICIPANT

41Jupiter Fund Management plc Annual Report and Accounts 2022

As a high-conviction active asset manager, Jupiter

recognises that we have an important role to play in

the allocation of capital, both as active owners and

long-term stewards of the assets in which we invest

on behalf of clients.

Our individual investment teams adopt an active ownership approach that

reflects their asset class and investment strategies, identifying extra-

financial information to enable them to make better-informed and

relevant investment decisions. Our investment teams define their

individual investment processes, and the materiality of ESG issues which is

integrated into investment analysis and decision making, influencing asset

allocation, portfolio construction, security selection, position sizing,

stewardship, engagement and subsequent decisions on whether to remain

invested or exit.

Sustainability themes

In 2022, we identified five material sustainability issues that underpin

Jupiter’s corporate and investment strategy and approach. Investment

teams consider these issues in their portfolio construction, asset allocation

and investment approach.

1. Climate

Climate change represents a material systemic risk for business and for

investments. We recognise that the asset management industry has a

significant role to play in contributing to the objectives of the Paris

Agreement by allocating capital to businesses that are aligning with the

transition to a net zero economy and by acting responsibly in aligning our

operational carbon footprint in line with a 2050 net zero trajectory.

3. Human rights

As a signatory to the UNGC, we are committed to upholding human rights in

our business operations, supply chains and portfolio companies. We protect

the rights of our employees through our employment policies and practices.

We monitor and assess human rights policies and procedures for our

investee companies to ensure that they are promoting good governance

and management of human rights issues. We expect companies to comply

with internationally-recognised human rights codes and standards.

4. Human capital

Good human capital management supports both value creation and

business resilience, and we believe that investing in human capital

correlates with longer-term business success. As such, we actively look for

ways to bring diverse perspectives into decision making and we support

people with development opportunities and experiences.

As an active owner of assets, we understand that approaches to human

capital management, including DE&I will differ, and we seek to understand

an investee company’s operating model and we engage to advise on best

practice and potential improvements.

5. Corporate governance

Corporate governance is the process by which companies are directed

and controlled.

As active owners, we assess company governance on a range of

issues including:

• Boards and executive leadership

• Remuneration

• Protection of minority rights and related party transactions

• Systemic risks

• Conduct, litigation and relations with policy makers and regulators

• Corporate culture

• Audit and control environment

1. Media Release: Nature’s Dangerous Decline ‘Unprecedented’; Species Extinction Rates ‘Accelerating’ | IPBES secretariat

ACTIVE OWNERSHIP

We are a signatory to the Net Zero Asset

Managers (NZAM) Initiative

We are a signatory to the NZAM Initiative through the IIGCC. We

have committed to operate our business and manage our assets on

a net zero emissions basis by 2050.

2. Biodiversity

Biodiversity underpins healthy societies, resilient economies, and the

ability of companies to operate. The intergovernmental Science-Policy

Platform on Biodiversity and Ecosystem Services (IPBES) has indicated that

75% of the land-based environment and approximately 66% of the marine

environment have been altered significantly by human actions

, which

paints a picture of value destruction on an extraordinary scale. Financial

institutions and investors are critical in helping to prevent further

biodiversity loss and restoring nature to ensure ecosystem resilience.

We signed the Finance for Biodiversity Pledge

We signed the Finance for Biodiversity Pledge in 2021 as a signal

of our commitment to protect and value our natural environment.

This commits us to protecting and restoring biodiversity through

our investments by: collaborating and sharing knowledge, engaging

with companies, assessing impact, setting targets and reporting

by 2025.

We have set up an internal Biodiversity Working Group (BWG)

to lead the development of our firm-wide biodiversity strategy.

The BWG includes cross-firm representation and is chaired by an

Investment Director. The BWG will focus on plastics and water in 2023.

42 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Sustainability continued

ENGAGEMENT AND STEWARDSHIP

ACTIVITY IN 2022

Number of ESG

engagements

827

with 453 companies

Stewardship

We maintained our Stewardship

Code signatory status in 2022,

which was awarded by the FRC for

continuing to meet the expected

standard of reporting.

Number of

climate-related

engagements

278

Number of proxies voted

2,332

meetings

26,917

resolutions

Number of shareholders

resolutions on ESG issues

633

Number of resolutions

against management

2,191

Number of ESG

engagements

collective

789

individual

43Jupiter Fund Management plc Annual Report and Accounts 2022

ENGAGEMENT IN ACTION

Corporate governance: Jubilee Metals

Our UK Small and Mid Cap strategy is a shareholder in this AIM-traded

company, whose principal business focus is the recovery of metals

from historical mine waste material and tailings. In the team’s view,

this fast-growing and profitable business has significant opportunities

to deliver positive sustainability outcomes by recovering metals

needed to enable the energy transition with lower environmental

impact than new mining projects, and by rehabilitating environmentally

hazardous tailings sites in sub-Saharan Africa. Since December 2021,

we have been engaging with management with the goal of ensuring

that the company’s corporate governance arrangements keep pace

with its growth. Specifically, the company’s Board reflected its

entrepreneurial history and lacked independence and diversity.

We encouraged the company to address this and were pleased when

the company subsequently announced the appointment of its first

independent Chairman, a highly experienced former mining

executive, in June 2022.

Given the nature of its operations, Jubilee Metals has a range of direct

environmental and social impacts which it must manage effectively.

We noted that the company’s ESG disclosure framework was at a

nascent stage of development and encouraged Jubilee Metals to

provide sufficient transparency for investors to gain confidence in its

status as a sustainable mining company. The company subsequently

appointed the former Group Head of Sustainable Development at

Anglo American plc as an independent director and Chair of a newly

created Safety and Sustainability Committee. She is also the

company’s first female Director. Jubilee Metal’s ESG disclosure

framework has significantly improved. We are pleased with the

company’s development. We remain invested and continue to

monitor progress.

Deforestation: Itaú Unibanco

Our Global Sustainable Equities Fund is a shareholder in Brazil’s largest

private bank Itaú Unibanco. The team has engaged for information on

the Amazon Plan launched in 2020 to promote sustainable development

in the region in collaboration with two other large banks. The Amazon

is a key area for protection given that, even though it contains one

third of all tropical trees on earth, an area over seven times the size

of greater London was deforested in a period between 2021 and 2022

Over three million species, including 2,500 tree species, live in the region

In the first year of the Plan, four key areas have been prioritised. First,

the banks are working with the meatpacking industry – the Brazilian

cattle industry is the world’s biggest driver of tropical deforestation

– to improve practices including eradicating illegal deforestation by

2025 and enhancing the traceability of supply chains. Itaú is using

georeferencing technology to assess whether clients in certain sectors

are responsible for deforestation or other destruction of biodiversity

conservation areas.

Second, the banks are supporting the digitalisation of the land registry

in the region, which should help them be more precise in determining

who is responsible for wrongful deforestation and incorporate this

information into their decision-making and risk management processes.

Itaú incorporates an assessment of environmental and social practices

into its loan portfolio risk assessment, and wants to encourage clients

to improve practices by providing differences in credit pricing.

Third, the banks have committed to providing financing to encourage

sustainable cultivation to credit cooperatives and agribusinesses

involved in products coming from the Amazon.

Lastly, they are working to understand how to grow the local

bioeconomy sustainably, which should support socio-economic

development in the country. Itaú has surveyed Amazonian inhabitants

to understand their needs and requirements of financial services in

order to help improve access to credit, and is working with local

industries on new business models to reduce their environmental

impact and improve their social practices such as working conditions.

In the future, other areas for focus include green and social

infrastructure, creating markets for payments for ecosystem services

and local development projects. We expect many of the learnings from

the company’s financial inclusion work should be directly relevant to

helping Itaú maximise the opportunity and impact of the work it is

doing to reduce the biodiversity impacts of its financing activities and

also improving economic outcomes for those who also do business in

the Amazon region.

1. Despite an 11% drop in 2022, Amazon deforestation rate has soared under Bolsonaro

(mongabay.com)

2. Biodiversity and the Amazon Rainforest - Greenpeace USA

3. Trase Insights - Yearbook 2020 - The leading direct driver of deforestation in

Latin America

Employee health and safety: Nokia

Our Global Value Strategy is a shareholder in Nokia. The team

strongly believes that each of the companies in their portfolio

should target zero workplace-related fatalities for two reasons.

Firstly, companies have an ethical duty to provide a safe working

environment for their employees. Secondly, safety provides a broad

indication of how well the company is being run. A poor safety track

record is often symptomatic of poor working practices and lack of

management control and a focus on improving safety can have much

broader positive impacts on worker morale, productivity and

ultimately a company’s share price.

The investment team have been engaging on safety with Nokia.

The company reported one employee fatality over the past eight

years, but when the team increased the scope of reported fatalities

to include contractors and subcontractors that number grew to 41.

Shocked by the quantum of workplace-related deaths, the team

urgently engaged with the company to seek clarity.

Nokia confirmed that these fatalities are primarily contractors falling

from height while installing and maintaining Nokia equipment in

emerging markets. The company agreed with us that the level of

fatalities is unacceptably high. Nokia’s management introduced a

set of non-negotiable rules called the ‘Nokia Life Saving Rules’

in 2015 but these do not seem to be having the desired effect as

many contractors are not adhering to the rules properly. The team’s

view is that more needs to be done. Improving compliance may be

challenging but as we have seen in the mining industry, positive

change is possible. We will continue to monitor and if we do not see

improvements then we will consider escalation steps including

voting against management.

44 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Sustainability continued

We reviewed our sustainability and stewardship

governance in 2022. In place of the CSR Committee,

we created a new Sustainability Committee which is

chaired by the Head of Sustainability and whose

members include the CEO and the Non-Executive

Director who is chair of the Audit and Risk

Committee. We folded the Stewardship Committee

into the Investment Review Forum and tasked the

Investment Oversight Committee with responsibility

for assessing material ESG investment issues.

SUSTAINABILITY GOVERNANCE

Sustainability governance structure

Jupiter’s Board and Executive Committee have overall responsibility for

corporate strategy, which includes our corporate sustainability

commitments and positioning.

In 2022, we undertook our first internal sustainability audit with BDO LLP.

The audit looked at our sustainability governance and oversight, strategy

and objectives, and policies and procedures. The audit findings and

suggested enhancements have been built into the 2023 workplan.

Jupiter Fund Management PLC

Executive Committee

Sustainability Committee

• Directs the corporate sustainability strategy

• Monitors compliance with Jupiter policies

• Reviews performance and progress against targets

• Approves external disclosures and reporting

Investment Oversight Committee

• Accountable for stewardship and active ownership across

investment teams

Investment Review Forum

• Reviews ESG risk, net zero commitments and targets at the

portfolio level

• Monitors UN Global Compact violations

• Reviews voting and company engagement across all

investment strategies

Delegated responsibility via the CEO

Quarterly reporting

45Jupiter Fund Management plc Annual Report and Accounts 2022

TCFD REPORT

In this section we provide our response to the recommendations of the TCFD.

Our disclosures set out how the Group is in the process of embedding

climate considerations across the four TCFD pillars of governance,

strategy, risk management, and metrics and targets.

Disclosures in this report relate to Jupiter Fund Management plc.

Additional climate-related disclosures including Jupiter’s first transition

plan will be published in Q2 2023 in our 2022 Sustainability Report. Entity

and product level TCFD disclosures as required by the FCA rule ESG 2.1

will be published on the Jupiter website in the first half of 2024.

For the risk management and strategy pillars, we have taken two

approaches. Firstly, we consider climate risk and opportunity in our

own operations and secondly within our investment strategies,

where most of our exposure lies.

Consistency

We do not consider ourselves to be fully consistent with the TCFD

recommendations and recommended disclosures. The table below and on

page 47 sets out where we are consistent and where we are not consistent

and describes 2023 actions to improve our disclosure and consistency.

Strategy

• We undertake scenario analysis to assess the climate-related impacts on

our investments and operations. Consistent processes for reviewing

these impacts are being formalised across the Group, and we expect

to provide greater detail in the 2022 Sustainability Report and next

year’s Annual Report.

• In 2023, we are considering how to build the outcomes of scenario

analysis into a firm-wide climate stress test. The results will enable us

to report on potential impact of climate-related issues on financial

performance and financial position, which we are not currently doing.

Metrics and targets

• We have not reported our full Scope 3 emissions for 2022 in the Annual

Report and therefore we do not consider ourselves to be consistent

with the metric and targets pillar of TCFD. We measure our Scope 3

emissions and will report the 2022 data in our 2022 Sustainability Report.

The data was not available at time of preparing this report.

• The metrics and targets reported are not specific to our climate-related

risks and opportunities. In 2023, we will review and update the

climate-related risks and opportunities and as part of this review we will

agree on the metrics and targets.

We are evolving our approach to TCFD reporting and our forthcoming

2022 Sustainability Report will provide additional climate-related risk and

opportunity information and asset class metrics and targets to meet the

Supplemental Guidance for the Financial Sector.

TCFD overview

Recommended disclosures and consistency Reference Actions in 2023

Governance

Describe the Board’s oversight of climate-related

risks and opportunities.

Page 47 • Present updated climate-related risks and opportunities to

the Board in the second quarter of 2023.

• Deploy the updated sustainability governance structure

via the Sustainability Committee and IOC to better

identify corporate and investment-related climate risks

and opportunities.

Describe management’s role in assessing and

managing climate-related risks and opportunities.

Pages 45 and 47

Risk management

Describe the organisation’s processes for

identifying and assessing climate-related risks.

Pages 47-48 and 66-69 • Enhance the Enterprise Risk Management Framework (ERMF)

to improve the monitoring of climate-related risk against

the updated Group definition of sustainability risk.

• Adopt a formal controversies approach to manage headline

levels of ESG risk identified in a security at the pre-trade

compliance stage and for post-implementation monitoring.

Describe the organisation’s processes for

managing climate-related risks.

Pages 47-48 and 66-69

Describe how processes for identifying, assessing,

and managing climate-related risks are integrated

into the organisation’s overall risk management.

Pages 47-48 and 66-69

Strategy

Describe the climate-related risks and

opportunities the organisation has identified

over the short, medium, and long term.

Page 49 • Review and update climate-related risks and opportunities

and report progress against a defined set of metrics.

• Re-assess net zero alignment of securities for in scope

strategies using our bespoke assessment approach.

• Test the resilience of our Group strategy under selected

climate scenarios.

Consistent Partially consistent Not yet consistent

Disclosure level key

46 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Sustainability continued

TCFD overview continued

Recommended disclosures and disclosure level Reference Actions in 2023

Strategy continued

Describe the impact of climate-related risks and

opportunities on the organisation’s businesses,

strategy, and financial planning.

Pages 48-49 • Review and update climate-related risks and

opportunities and report progress against a defined

set of metrics.

• Re-assess net zero alignment of securities

for in scope strategies using our bespoke

assessment approach.

• Test the resilience of our Group strategy under

selected climate scenarios.

Describe the resilience of the organisation’s

strategy, taking into consideration different

climate-related scenarios, including a 2°C or

lower scenario.

Pages 48-49

Metrics and targets

Disclose the metrics used by the organisation

to assess climate-related risks and

opportunities in line with its strategy

and risk management process.

Page 50 • We will set near-term 2030 and long-term 2050

reduction targets for our operational emissions.

• Our full Scope 3 emissions will be reported in the

2022 Sustainability Report.

Disclose Scope 1, Scope 2, and, if appropriate,

Scope 3 GHG emissions, and the related risks.

Pages 39 and 50

Describe the targets used by the organisation to

manage climate-related risks and opportunities

and performance against targets.

Page 50

Disclosure level key

Governance

The Board has ultimate responsibility for risk and corporate strategy.

The Board delegates responsibility for management of the Group’s

day-to-day business and for ensuring the implementation of strategy,

including responsibility for climate change-related matters, to the CEO.

The CEO uses the Executive Committee to help discharge this duty.

Sustainability, including climate change, is one corporate strategic

performance metric assessed as part of the Executive Directors’ overall

performance. The strategic performance measures comprised 25% of the

Executive Directors’ bonus metrics for 2022.

Our enhanced sustainability and stewardship governance framework,

described on page 45, enables the Board to have oversight of the

climate-related risks and opportunities impacting our business.

The Sustainability Committee is a delegated committee of the Executive

Committee with responsibility for directing the corporate sustainability

strategy, including our firm-wide climate change commitments. The

Sustainability Committee is chaired by the Head of Sustainability and

meets quarterly. Its members include the CEO and the chair of the Audit

and Risk Committee.

Strategic and systemic sustainability issues, such as climate change, are

monitored by the Sustainability Committee and our corporate level

progress towards meeting objectives is reviewed by the Executive

Committee quarterly and presented to the Board twice each year.

The Board reviewed the Group sustainability priorities, including climate, in

May 2022. Going forward, a defined schedule for Board reporting on

sustainability, including climate risk, has been agreed for 2023 onwards.

During the first session, which will take place in May 2023, the Board will

be presented with the sustainability strategy for the year ahead, including

stakeholder requirements, Jupiter strategic priorities, targets and objectives

and climate-related risks and opportunities. The second session will be

focused on reviewing progress against the strategic priorities including

any factors that may have changed.

Subsidiary operating Boards are provided with regular updates on progress

towards meeting sustainability strategic priorities throughout the year.

Sustainability information is communicated to the Risk, Compliance and

Capital Committee and Audit and Risk Committee on an ad-hoc basis.

The IRF meets quarterly to review material ESG investment issues including

climate risk. Individual investment teams supported by the stewardship team

are responsible for assessing and identifying ESG risks within their portfolios.

Once identified, the IRF escalates incidents of material ESG risk to the IOC

which can further escalate to the Executive Committee as needed.

Risk management

In 2022, the Audit and Risk Committee approved an updated definition of

sustainability risk that includes climate risk. Sustainability risk is defined as

the failure to identify, assess, manage and report on ESG issues that could

cause actual or potential material negative impacts on our core business

activities. It can crystallise through investment decisions that fail to

adequately assess ESG materiality and/or operational risk including

physical risks such as the increasing likelihood of extreme weather events,

which have the potential to place pressure on our operating environment.

Consistent Partially consistent Not yet consistent

47Jupiter Fund Management plc Annual Report and Accounts 2022

Operations

The Group has a comprehensive approach to identifying, monitoring,

managing, and mitigating risk. Our ERMF, described on page 67, enables us

to identify and manage the material risks, including operational climate-

related risks, to which we are exposed. The ERMF supports the effective

management of risks to ensure that the Group’s risk profile remains within

its risk appetite; protects and enhances stakeholder value by contributing

to the achievement of our objectives; and informs the three lines of

defence to ensure effective escalation of material risk issues.

Sustainability risk is one of four risks which are pervasive throughout our

risk taxonomy. The potential impacts of sustainability risks can therefore

be understood through the assessment of our principal risks, leveraging

inputs from the Sustainability Committee and teams and individuals from

across the business.

We began developing an accredited environmental management system

for our London office in 2022. The management system enables us to

better respond to ongoing risks associated with energy pricing through

improving our energy efficiency.

Investments

Climate-related investment risk and opportunity is identified via research

and analysis conducted by investment teams pre-investment and during

ownership. The stewardship team provides climate expertise to support

this assessment and serves as a challenge function. Insights are leveraged

from our internal proprietary platform that gathers, cleanses and presents

ESG data from both third-party providers and in-house sources. These

data sets were expanded in 2022 using MSCI Climate Value-at-Risk (Climate

VaR) to provide a visualisation of transition risk and physical risk.

The Stewardship team reviews and assesses the analysis carried out by

individual investment teams when considering climate risks and

opportunities for their strategies. Individual securities which present

elevated levels of ESG risk or are in potential conflict with the Group’s

Sustainability Policy or Responsible Investment Policy are reviewed by

the IRF and escalated to the IOC where necessary.

We will adopt in 2023 a formal controversies approach to manage headline

levels of ESG risk identified in a security at the pre-trade compliance stage

and for post-implementation monitoring. Where headline reputational risk

for the Group is identified, the IOC and or the Sustainability Committee

may choose to escalate the issue to the Executive Committee.

As a member of the NZAM initiative, 42% of our AUM is aligned with

the goals of the Paris Agreement as of 2022. We believe that portfolio

alignment is an effective way to protect our clients’ assets from a range

of climate-related risks. We manage transition risks in our portfolio

through our propriety assessment of in scope securities.

Strategy

We have we committed to achieve net zero emissions by 2050 across

both our investments and operations. As of 2022, 42% of AUM is in scope.

We have committed to reducing the emissions intensity of the assets

currently in scope by 50% by 2030 against a 2020 baseline. The 2020

baseline includes assets previously managed by Merian, which now fall

within Jupiter's management. For our operations, which make up a small

percentage of our total footprint, we are in the process of establishing

near-term 2030 and long-term 2050 reductions targets against our

established 2019 baseline. More details can be found on page 50.

Identifying climate risks and opportunities

In the table on page 49 we describe our internal assessment of climate

risks and opportunities identified through our sustainability governance

framework and functional input from investment, stewardship, corporate

sustainability, risk, and Legal. Following the review of our sustainability

governance structure in 2022, we intend to review our climate risk assessment

in 2023 and provide further detail in our 2022 Sustainability Report.

As part of our internal planning horizons for climate risk, we consider

short-term to be up to 2025, medium-term to be from 2026 to 2030 and

long-term to be from 2031 to 2050. The short-term time horizon reflects

the approach adopted by our risk team. The medium- and long-term time

horizons align with our net zero targets.

We use the MSCI Climate VaR tool to assess how individual securities in an

investment strategy might be affected by the transition to a low-carbon

economy. On page 49 we describe the different scenarios we deploy to

assess potential physical and transition impacts.

Managing climate risks and opportunities

Investee companies

Our investment teams consider physical and transition climate impacts

in their investment processes and as part of their ongoing investment

analysis where they consider climate to be material at the sector,

industry and security level.

Our investment and stewardship teams actively undertake individual

and collective engagement with investee companies to encourage better

climate disclosure and monitor and manage transition risks.

In 2022, the stewardship team assessed over 1,100 companies for net zero

alignment using a bespoke assessment approach that builds on IIGCC’s Net

Zero Investment Framework (NZIF). We developed a live database to track

net zero alignment of holdings for in scope strategies which consists of

our fundamental, long-only, developed market equities and Sustainable

Finance Disclosure Regulation (SFDR) Article 8 and 9 products. The

database provides investment teams with an engagement score and list

of priority companies in terms of level of net zero alignment and transition

potential. Investment teams use the analysis to engage on improving

decarbonisation disclosures and carbon intensity reduction pathways

by 2030 and to monitor and manage transition risks.

Client demand for our products

We integrate climate impact as an investment consideration in all our

strategies. We also assess the impact of current and emerging climate

regulation on our strategies. In addition, we offer a range of sustainability

focused strategies to our broad range of clients.

Climate regulation and policy

We expect to be in scope of all current and emerging climate regulation and

policy in the jurisdictions in which we operate. We undertake regulatory

and policy horizon scanning to ensure we have full sight of climate-related

disclosure requirements. We engage directly with regulators and via industry

bodies to inform and shape the evolving climate regulatory landscape.

48 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Sustainability continued

Climate-related risks

Type, description and time frame Impact Metrics

Market risk

Emerging regulation could negatively impact the financial performance

of carbon-intensive companies in our portfolios.

Investment

impact

• Net zero alignment (page 50)

• Weighted average carbon intensity (page 50)

Policy and legal risk

New climate regulations could impact client demand for our products.

Reduced

revenue

• Net flows into thematic and

sustainability-labelled strategies (page 24)

Policy and legal risk

Climate and ESG reporting requirements could expose us to

regulatory penalties.

Increased

costs

• Compliance with required climate and ESG

disclosure (pages 46 and 47) and effective

oversight thereof (page 110)

Physical risk

Our portfolio companies could be impacted by physical climate risks.

Reputational

impact

• Net zero alignment (page 50)

• Climate-related engagement with investee

companies (page 43)

• Portfolio climate risk monitoring (page 48)

Climate-related opportunities

Type, description and time frame Impact Metrics

Products and services

Increased demand for strategies which employ sustainable

investment strategies.

Increased

revenue

• Net flows into thematic and sustainability-labelled

strategies (page 24)

Products and services

Emerging policies could positively impact investee companies which

deliver climate solutions.

Increased

revenue

• Increased market demand for environmental

strategies (Jupiter Ecology Fund Impact

Report 2022)

Long-term Medium-term Short-term

Time frame key

Scenario analysis

We assess the exposure of our investments to climate-related risks and

opportunities under different climate scenarios using a recognised

third-party model. MSCI’s Climate VaR tool enables us to undertake a

forward-looking and return-based valuation assessment to measure

climate-related risks and opportunities in our strategies.

Physical risks and opportunities

We use MSCI ‘aggressive’ and ‘average’ physical scenarios that evaluate the

impact and financial risk of several extreme weather hazards, such as

extreme heat and cold, heavy snowfall and precipitation, wind gusts, tropical

cyclones, coastal flooding/sea level rise and fluvial flooding. The physical

scenarios cover listed equities and corporate bond asset classes.

Transition risks and opportunities

MSCI’s transition scenarios evaluate potential policy and technology

changes. The policy scenarios overlay climate policy outlooks and future

emission reduction price estimates onto company data.

The technology scenarios identify current green revenues as well as the

low-carbon patents held by companies. The policy scenarios cover listed

equities, corporate bond and sovereign asset classes. The technology

scenarios cover listed equities and corporate bond asset classes.

We use three Network for Greening the Financial System (NGFS) scenarios

to assess our strategies: ‘orderly’ (1.5 degrees), ‘disorderly’ (1.5 degrees) and

‘hothouse’ (3 degrees).

Scenario analysis results and next steps

We evaluate the results of scenario analysis at sector level, using aggregated

heat maps to determine areas of high impact in our portfolio. The analysis is

used to inform our risk identification and engagement planning.

We will provide greater detail of the results of our scenario analysis in our

2022 Sustainability Report. We are considering appropriate actions based

on the outcomes of scenario analysis including how we build the results

into a firm-wide climate stress test.

49Jupiter Fund Management plc Annual Report and Accounts 2022

Investments

100%

renewable energy

Coverage: All offices within our

materiality threshold

where we procure energy

Status: All in scope offices use

renewable energy or are covered

by renewable electricity

certificates

Achieve net

zero operational

emissions by 2050

(Scopes 1 & 2)

Coverage: Scope 1 and 2 emissions for

offices within our materiality threshold

Status: Near-term 2030 and

long-term 2050 reduction

targets under

development

Total financed carbon

emissions

(Scopes 1 & 2)

Coverage: 68.1% coverage of equity

and bonds. Excludes cash

Status: 99,419

tons CO2e

Portfolio weighted

average carbon intensity

(Scopes 1 & 2)

Coverage: 71.2% coverage. Excludes

sovereigns and cash

Status: 225.7 tons CO2e /

$1M sales

Reduce the portfolio

emissions intensity

of the current in scope

assets by 50% by 2030 against

a 2020 baseline

Coverage: 42% of AUM

Status: Individual strategy

targets are being scoped

Operations

Metrics and targets

Our objective is to align our investment strategies to the Paris Agreement

and we actively monitor alignment through metrics and targets including

our bespoke net zero alignment assessment framework and third-party

climate assessment tools such as MSCI Climate VaR.

Detailed asset class disclosures including GHG emissions and weighted

average carbon intensity will be reported in the 2022 Sustainability Report.

As an investment manager, our emissions are primarily Scope 3 category 15

financed emissions. Here we highlight the metrics and targets we currently

use to assess and manage climate-related risks and opportunities. Our

operational Scopes 1, 2 and 3 emissions are provided on page 39. Our

current approach is based on net zero asset alignment, which prioritises

the transition to a low-carbon economy through active stewardship.

This approach creates a greater understanding of a company’s readiness to

implement climate-related changes, track progress against goals, and

demonstrate impact over time.

At a strategy level, our investment teams may also consider asset

alignment based on the NZIF, carbon intensity reduction, science-based

targets and temperature scenarios consistent with the goals of the Paris

Agreement. Where relevant, we may use third-party carbon scores as a

proxy to assess how portfolio companies are managing climate risk. Our

strategy level metrics will change over time given the entity and product

level TCFD disclosures required under FCA rule ESG 2.1.

In 2021, we established a target for our Scope 1 and 2 emissions to be net

zero by 2030. In line with the latest climate science and best practice, we

have reconsidered that approach and are now targeting a greater reduction

in emissions and less reliance on carbon offsets. As a result, we are in the

process of establishing near-term 2030 and long-term 2050 reductions target

against our established 2019 baseline. Interim targets will enable monitoring

and reporting of our progress towards decarbonising our operations by our

target date of no later than 2050. We remain committed to net zero targets,

across both our full range of investments and our operations, taking account

of the most recent climate science and best practice.

Manage all assets

on a net zero

emissions basis

Coverage: Whole investment book

Status: 42% of AUM consisting of our

fundamental, long-only, developed

market equities and SFDR

Article 8 and 9 products

1. Measures a portfolio’s exposure to carbon-intensive companies, defined as the portfolio weighted average of companies’ carbon intensity (emissions/sales).

2. Measures the total carbon emissions for which an investor is responsible by their equity ownership. Emissions are apportioned based on equity ownership (% market capitalisation).

The impacts of climate change are rapidly evolving and continue to be uncertain. Forward looking and historical climate metrics should be treated with caution

as there are many significant underlying assumptions and judgements. The reported measures in this document reflect good faith estimates, assumptions,

and judgements at the given point in time. There is a risk that these judgements, estimates or assumptions may subsequently prove to be incorrect.

50 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Sustainability continued

MEMBERSHIPS AND COMMITMENTS

51Jupiter Fund Management plc Annual Report and Accounts 2022

ENGAGING WITH

OUR STAKEHOLDERS

Clients

Why we engage

Our clients are the people and firms that

invest in our funds and segregated

mandates. We engage to help us

understand their investment objectives

and priorities, and how these will evolve in

order to develop solutions to help them

achieve their objectives.

What is important to them

• Investment returns net of fees

• Client service and reporting

• Our ESG approach and practices

• Product range and capabilities

How we engage

• Primarily through our Distribution and

Investment Management teams, who

are responsible for building relationships

with current and potential clients

• Our new CEO has met with key clients

since his appointment and provided

direct feedback to the Board

• We have undertaken client surveys to

seek clients’ views on our business and

the service provided

• We have held virtual and physical

meetings, conferences and road shows

• We publish podcasts and articles to

provide clients and potential clients

with our insights into markets

Outcomes

• Gross sales £15.1bn

• Over 10,000 client engagements across

the world

• Clients scored us 84% for relationship

management under the client

engagement survey

• 14% of our AUM from

Institutional clients

Shareholders

Why we engage

Our shareholders are the people who own

the business and we rely on their support

and engagement to help us deliver our

long-term strategy. Understanding their

views and providing regular updates to

them on the performance of the business

is of key importance to the success of

the Company.

What is important to them

• Long-term sustainable business, with

clear articulation of strategy

• Our ESG approach and practices

• Attractive returns

• High standards of governance and

effective risk management

How we engage

• Our results presentations and

roadshows with investors, which are

undertaken after our final and interim

results and are a critical part of our

investor relations programme

• Meetings with Jupiter’s Directors, senior

managers and Investor Relations team

• Our AGM, which was held in-person for

the first time since the global pandemic

Outcomes

• Underlying EPS 11.3p

• New dividend policy

• £10m share repurchase programme

completed and a further £16m share

repurchase programme announced

Further information on page 34. Further information on page 75.

People

Why we engage

It is our people who enable us to deliver

for our clients and make a positive

difference in the world. We engage with

them to understand their priorities which

helps us to retain, develop, motivate and

recruit talented individuals who are aligned

with our culture.

What is important to them

• Opportunities for career progression

and development

• Working in a diverse and

inclusive culture

• Fair reward and supportive

benefits package

• Our ESG approach and practices

How we engage

• We have an employee engagement

forum ‘Connections’ who discuss

employee views and initiatives and

feedback to the Board and management

to support our employees. Connections

engage directly with the Board as

detailed further on page 88

• All employee townhalls and

employee surveys

• Through our management structure

• Our CEO holds ‘Meet the CEO’ sessions

with staff from across all areas of

the business

• Our all-employee magazine

• Weekly emails from our CEO

Outcomes

• Employee engagement score: 71%

• New learning and development

programme launched

• New policies aimed at supporting staff

through various life stages e.g. paternity

and menopause

• Salary increases aimed at supporting

more junior employees with the

cost-of-living crisis

Further information on page 56.

Engagement with our stakeholders in order to understand their views and priorities is critical to our success

and enables us to make better informed decisions. Why we engage, the key priorities of our stakeholders, the

ways in which we engage with them and the key outcomes of that engagement can be found below.

Details of how the Board has engaged and considered stakeholder interests in key decisions can be found on pages 88 and 89.

52 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Stakeholder engagement

Further information on page 38.

Business partners

Why we engage

Our business partners include our

distribution partners (platforms, advisers,

wealth managers, financial institutions,

funds of funds and life companies) and our

suppliers. They are critical to ensuring the

effective distribution and servicing of our

products and they supplement our

operational infrastructure, which enables us

to benefit from their expertise and scale.

What is important to them

• A product range which meets their

clients’ requirements and delivers

outperformance

• Development of beneficial and effective

long-term business relationships

• Prompt payment for services and rebates

• Accurate and timely information, in

order to fulfil their obligations

How we engage

• Our Distribution and Investment teams

engage regularly with our distribution

partners through meetings and briefings

• Our Procurement team who are

responsible for central engagement with

our suppliers and set the governance

framework for managing the relationships

• Direct and regular contact with the

relevant business areas to which the

services/goods are supplied

• Meetings with senior managers

across Jupiter’s business and Directors

as appropriate

Outcomes

• Partnerships with 10,483 distributors

• Further embedding of the supplier

management framework

• Rationalisation of key suppliers from

10 to 7

Society

Why we engage

We believe we have a responsibility to

make a wider contribution to society. This

includes the effective stewardship of the

assets we invest on behalf of our clients,

which we believe is the biggest potential

impact we can have.

What is important to them

• The impact we and our investee

companies have on the environment

and wider society

• Our plans to improve and enhance the

impact we have and achieve better

outcomes for our stakeholders

• Our initiatives to support diversity,

equity and inclusion across the industry

How we engage

• Our Investment managers, supported

by our Stewardship team, regularly

hold meetings with investee companies

on ESG matters to help drive benefits

for society

• We have direct engagement with our

charitable partners, including through

our volunteering partnership scheme

• Our publicly available information and

various methods to engage with us

directly on key matters

Outcomes

• 827 ESG-focused stewardship

meetings held

• Held our first financial education

conference, to help improve the

financial confidence of young people

• 10 new Investment20/20 placements

State and regulators

Why we engage

State authorities set the legal and tax

frameworks within which we operate, and

regulators are responsible for supervising

their respective financial systems including

the entities and people working within

them. They have an interest in ensuring we

act with integrity and transparency, are

effective stewards of our clients’

investments and comply with

requirements. We also engage with

regulators and policy makers to help

develop and understand evolving

regulatory requirements.

What is important to them

• Protecting the interests of clients

• Protecting markets and ensuring their

smooth operation

• How our business protects clients’

interests and acts responsibly, through

our governance and control frameworks,

and ESG approach and practices

How we engage

• Our Compliance team lead engagement

with our regulators, who also meet with

Directors and senior managers across

the business

• Regulatory applications, notification and

filings, participation in thematic reviews

• Engagement with tax authorities across

the world to ensure responsible and

transparent tax conduct

Outcomes

• Registered as an enhanced firm under

the FCA’s SMCR

• Awarded the Fair Tax Mark accreditation

by the Fair Tax Foundation

• £115m regulatory capital surplus

Section 172 Directors' Duty

The Directors have continued to discharge their duties in accordance with section 172 of the Companies Act, which includes the need to consider the

interests of the Company’s wider stakeholders. Details of how the Directors have fulfilled their duties can be found throughout the Strategic and

Governance reports. The content below on stakeholder engagement and further details on how the Directors’ duties are discharged, and the oversight of

these duties, are included in the Governance section starting on page 74.

53Jupiter Fund Management plc Annual Report and Accounts 2022

AN ENVIRONMENT WHERE EVERYONE CAN THRIVE

We seek to create the space for everyone to have a

positive impact. Recognising the benefits of allowing

our people to play to their strengths, while allowing

them the freedom to challenge themselves to grow,

we aspire to build an environment where everyone

can thrive.

The expectations and priorities of the workforce

have changed significantly over recent years, with

more scrutiny than ever on an employer’s holistic

employee offer. We understand that in order to

continue to successfully recruit and retain the

best talent, we cannot stand still. We must take an

active and systematic approach to delivering on

employee feedback.

From consulting over 300 of our employees during

the development of our Group-wide cultural

behaviours, to empowering our employee networks

to deliver the most impactful initiatives to drive

change, we put the employee voice at the centre

of how we adapt our offer, to deliver on the

expectations of our employees.

And in return for this commitment, we expect our

people to deliver to the highest standards for our

clients. In 2022, we focused on improving our

recruitment practices - centralising and enhancing

our process to bring about better outcomes for our

people and for our business.

We recognise that sometimes, in order to make the

most of individual differences, the structures and

processes a business has in place need to be examples

of consistency, fairness and equality of opportunity.

To this end, we have continued to support our line

managers with a series of training sessions to promote

strong team performance, undertaken a thorough

talent review, and enhanced our year-end HR

processes to ensure we are consistently rewarding and

recognising high performance.

Because the value of our differences is only as strong

as the environment that allows them to thrive.

54 Jupiter Fund Management plc Annual Report and Accounts 2022

How we are focusing for the futureStrategic Report •

DIVERSE

& INCLUSIVE

55Jupiter Fund Management plc Annual Report and Accounts 2022

Proud@Jupiter

As part of the roll-out of our cultural pillars, we have launched a

new peer recognition scheme to recognise colleagues that make us

all proud to work at Jupiter. The award celebrates and rewards

colleagues whose actions and behaviour uphold the values that set

Jupiter apart, with a monthly monetary award for the standout

nomination amongst all those submitted by employees. Since the

launch in November, over 60 nominations have been made for

employees who go the extra mile in their day-to-day roles,

representing a truly inspirational snapshot into what the ‘Jupiter

difference’ looks like through the eyes of our people.

Individual Conduct Rules

Strong culture is an imperative, not least in the eyes of our clients.

In 2022, we embarked on a programme of targeted and interactive

training on the FCA’s individual conduct rules, in addition to the

annual mandatory training. The sessions were face-to-face, and

were designed and tailored for the relevant functional area with

attendance mandatory. Every UK-based employee in the firm

attended one of these 29 session.

Engagement with the sessions was high, with positive feedback citing

the ‘tangible’ nature of the sessions. Key themes for action were

identified through the strong interactive nature of the training, which

will form part of the onward plan for the team and the business.

PEOPLE AND CULTURE

To enable our people to deliver our purpose and strategy and create a

consistent culture in which the cultural pillars are lived daily, we set out to

articulate the behaviours that sit underneath our cultural pillars. We chose

to frame this deepening of our cultural pillars through the lens of

‘behaviours’ to underline the active role that each of us plays in promoting

the culture that Jupiter needs to succeed in the future.

The project aimed to develop a deeper understanding of our people’s

perceptions of life at Jupiter and the behaviours required. The research

spanned all levels and locations of the organisation, including one-to-one

interviews with senior leaders, focus groups with employees and an

online survey – all of which resulted in feedback from over 300 employees.

The result was a set of tangible behaviours that each Jupiter employee is

expected to uphold in their day-to-day role. Acknowledging that some

aspects are already true today, and others require more deliberate action

from each Jupiter colleague to bring them to life, we have reinforced our

performance management process to shine a light on the ‘how’ as well as

‘what’, and begun a roll-out of manager support to enhance this important

aspect of life at Jupiter.

People and culture

Independence of thought and individual accountability define us. The

nature of our business puts our people at the heart of what we do, driving

decision making, behaviour and investment.

We are proud of our journey so far and continually try to find better ways

to work and share lessons learnt so that we can be even stronger

tomorrow. 2022 has seen a significant focus on enhancing the culture of

our firm to the benefit of our people and to our clients.

Articulating the behaviours for a successful future

With the change that our business has witnessed over the past two years

– navigating the pandemic, remote working and the acquisition and

integration of Merian, all against a backdrop of turbulent financial markets

– we felt we needed to clarify and codify the culture that Jupiter stands

for and wants to strive for.

In 2020, we established our cultural pillars:

• We put clients first

• We value our people

• We challenge ourselves

• We succeed together

56 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our people and culture

ENGAGEMENT PULSING

Acknowledging that in today’s working environment, having a more

frequent view of employee sentiment allows management to act on

feedback in a more meaningful and impactful way, we have begun

our transition away from an annual survey to engagement ‘Pulsing’.

The first Pulse-style engagement survey ran in December, with

questions focused around Purpose, Strategy and the newly launched

Jupiter Behaviours.

The survey attracted a 90% participation rate (+8% from the 2021

survey) and a significant number of employees also provided

responses to our open comment questions to share their

perceptions and experiences of the future direction of Jupiter and

the company culture. At 71%, we have seen an increase in our overall

engagement score of +1%, when compared to the previous survey in

November 2021 on a like-for-like basis.

Of particular note in these results are the strong positive trends in

inclusion, leadership communication, work/life balance and clients

first. It is encouraging to see the impact in these results of actions

taken since the previous survey including the focus on leadership

communication, a renewed energy for DE&I and initiatives seeking

to promote understanding and awareness of clients among the

wider staff population.

The Board and the Executive Committee are fully committed both

to listening to what our people are telling us, and to responding

effectively to issues raised.

Engagement survey highlights

Feedback for continuous improvement

We believe that we can only succeed together if we listen to each other

and are prepared to be challenged. At Jupiter, we achieve this through

open debate, innovation and continuous improvement. Jupiter values the

voice of our employees, and has many established channels through which

employee feedback can be given.

Connections

Our employee representative forum, Connections, helps to drive

engagement at all levels of the business and regularly communicates

with our people to gather views on strategy, people, culture and all

aspects of the business. The Chair of the forum provides updates to the

Executive Committee and the Board and Connections act as the Group’s

formal workforce advisory panel for UK staff.

A key responsibility of each Connections representative is to work with

their management team member and the wider team to identify key

themes from the employee engagement survey. In 2022, the

representatives undertook a thorough review of the feedback received,

qualitative as well as quantitative, and ran focus groups with a cross-

section of the organisation to propose and test initiatives. Key actions

taken following this feedback include increased communications from

management, supported by the provision of greater opportunities for

colleagues across teams to connect on a professional and social basis.

In addition to their role in driving the employee engagement agenda, this

year the Connections group participated in collective consultation for

redundancy, working actively with management to ensure the best

possible outcomes for exiting staff in challenging circumstances.

Health and wellbeing

The health and wellbeing of our people continues to be a priority, with

the transition of life back into the office bringing new challenges and areas

of focus. Since returning to the office in 2021, we have continued to

operate a hybrid working model, with a minimum of three days in the

office and up to two days working from home. This supports our desire to

build a strong shared culture through connecting with colleagues, whilst

empowering our people to work in a way that is best for them and helps

maintain a healthy work/life balance.

In 2022, we relaunched our Mental Health First Aider (MHFA) initiative, and

in September, 15 Jupiter colleagues attended a two-day course to receive

the official MHFA accreditation. Jupiter’s Mental Health First Aiders are

trained to listen, reassure and respond, even in a crisis. They can do this by

recognising warning signs, and they have the skills and confidence to

approach and support someone experiencing mental ill-health. This was

complemented by a series of seminars for all staff on wellbeing, including

resilience, adopting a growth mindset and emotional agility.

Jupiter’s Social Committee is a network run by colleagues from a range of

business areas with the aim of organising social events that encourage our

employees to connect and build relationships in a social setting outside of

work. Following the pandemic and a period of working from home, the

Social Committee launched in 2022 with a number of successful events,

including a popular ‘Table Quiz Night’ and regular organised meet ups, as

well as activities focused on fitness such as a running club.

I believe that overall, Jupiter

puts clients first:

85%

I would recommend

to friends and family

that Jupiter is a good

place to work:

71%

I am proud to say I

work for Jupiter:

70%

57Jupiter Fund Management plc Annual Report and Accounts 2022

Rewarding our employees

Our reward framework is designed to attract, motivate and retain talent.

It creates a tangible link between performance and compensation, while

ensuring that our people’s interests are aligned with those of our clients.

Through a mix of fixed and variable components, we provide competitive

total compensation that rewards success and the promotion of our

culture and values.

Enabling Group-wide share ownership is an important objective in

promoting our cultural pillar of ‘We succeed together’. Compensation

awards, particularly deferred bonuses and longer-term incentive plans,

are designed to align the interests of our employees with those of

our stakeholders.

This includes granting a free Jupiter share award of £2,000 to each of our

employees for the fourth year in a row and continuing our ‘CEO Award’

programme (also granted in Jupiter shares) which recognises a number of

employees who have demonstrated an exceptional contribution to the

success of Jupiter.

In addition, employees can participate in schemes which provide

opportunities to purchase Jupiter shares which can be in a tax-

efficient manner.

Keep learning

The development of our people is key to Jupiter’s success. With our annual

Learning and Development curriculum, as well as our generous support for

professional qualifications, we look to support our people with the right

development opportunities and experiences to enhance their skills and

seek out opportunities for personal and professional growth, so they can

reach their full potential.

After several years of virtual training, our colleagues were keen to get back

into the classroom, and we saw strong uptake for our Learning and

Development curriculum – with over 40 training sessions run, and over 300

employees attending at least one training course in 2022. This year’s offer

included courses on current industry trends, as well as workshops on

professional skills development. We continue to look to internal expertise

to run training, and continued with our series of ‘Data Science 101’ courses

fully managed by our highly skilled in-house data science team as well as

supporting other cross-departmental knowledge-sharing initiatives.

Leadership and Management was identified as a priority area for the year,

with a desire to both upskill and inspire the leaders within our business as

well as giving these groups the opportunity to connect as a cohort. Our

Leadership programme saw us bring together over 50 of our senior leaders

over the course of several training events and workshops, focusing on a

mix of business topics and professional skills, change leadership and

strategic development.

For our line managers, we ran a series of ‘pick-and-mix’ training sessions on

a variety of core management topics, as well as rolling out webinars

delivered by the HR team to guide managers on critical points in the year

such as performance management and making reward recommendations

which will be built on in 2023.

“Enabling Group-wide share ownership is an

important objective in promoting our

cultural pillar of ‘We succeed together’.

Compensation awards, particularly

deferred bonuses and longer-term

incentive plans, are designed to align the

interests of our employees with those of

the Group’s stakeholders.”

58 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our people and culture continued

...and targeted action plans for

Gender Ethnicity Social Mobility

DIVERSITY, EQUITY AND INCLUSION:

INSIGHT AND ACTION

Jupiter has a long and proud history of recognising the value of diversity

– giving our talented professionals the freedom to pursue their own

investment styles has underlined our high-conviction investment approach

and is fundamental to the way we think. We respect and celebrate

different perspectives and experiences, and are tenacious in our desire to

create an environment where everyone can do meaningful work for

clients, for our business, and for the world around us. At Jupiter, we unlock

the potential of all our people so our clients can achieve theirs.

DE&I continues to be at the forefront of life at Jupiter, reinforced by

Matthew Beesley’s strong advocacy and commitment to effecting change

within the industry and our organisation.

At an industry level, we have continued our longstanding support of the

Investment20/20 programme, which supports access to the investment

industry for young people through hiring for potential rather than

background or experience. In 2022, we have recruited a further ten

trainees and apprentices into roles across the Jupiter group.

As a financial services institution and employer, we identified an area in

which we could significantly impact the lives of the communities we

operate in, by expanding our DE&I social mobility focus to include financial

literacy. In November 2022, we launched a flagship ‘Financial Education’

social initiative, which gives young people from low-income backgrounds

the opportunity to meet with Jupiter staff, understand more about

managing their finances, and build industry connections for the future

(more on page 41).

In 2022, we refreshed our DE&I strategy and developed a targeted action plan to help us to achieve our 2023 targets.

Cross-dimension areas of focus...

Increasing the

impact of our

Employee Networks

Building

accountability and

awareness of DE&I

within the

organisation

Enhancing our

employee data

Within the organisation, Jupiter seeks to strike a balance between a broad

approach to DE&I – addressing all aspects of diversity – and targeting

initiatives for greatest impact. Set out below are some of our current areas

of focus, which have been defined through seeking feedback from

employees, clear insights from our partner organisations, and data to

remain grounded in clear insights, tangible action and meaningful results.

Together, we believe we can create a truly inclusive environment in which

everyone can thrive.

Empowerment and accountability

Jupiter has a number of long-standing employee networks established to

support underrepresented groups: Ethnicity (relaunched in 2021 as Gravity),

Faith, Pride and the recently launched Gender Equality Network. In 2022,

these networks have been brought together through a central DE&I forum.

The forum is proudly chaired by our CEO, and includes representatives

from each of the individual networks, along with Communications and HR.

The DE&I forum has been established to bring about better co-ordination

and alignment between the networks, enhancing the impact of actions

taken by seeking inter-sectional views and decision making. Each of the

networks has been empowered to make their own decisions on actions

that will have most value to the groups they represent, allowing Jupiter

to benefit directly from their insight to inform areas of focus.

59Jupiter Fund Management plc Annual Report and Accounts 2022

Examples of initiatives taken by Jupiter employee networks include

becoming members of ‘LGBT Great’ in order to access benchmarking

insight and best practice guidance for policy adaptation, and a pilot

mentoring scheme within Investment Management to support the

development of younger members of staff. The mentoring scheme was

driven by the Gender Equality Network following feedback from female

team members that this would be particularly beneficial.

The increased visibility of our employee networks in 2022 has led to strong

results in the DE&I space in the staff engagement survey. In December, we

saw a 20% increase in positive responses to the question ’I feel able to be

myself at work’, now standing at 89% overall – a question which seeks to

highlight how open and inclusive the working environment is for our people.

We have continued our senior level support for industry initiatives, with

our CEO continuing his role as a mentor as part of the Diversity Project’s

#TalkAboutBlack initiative. This initiative has proved invaluable in

highlighting the challenges faced by black investment managers in the

industry, and insight into ways Jupiter can support bringing about change.

For the 2022 performance year, the Executive Committee’s objectives and

variable pay were linked to a diversity and inclusion assessment and their

delivery against diversity targets relating to gender, ethnicity, disability and

socio-economic background.

Gender

2022 2021

Women Men Women Men

Board Members 3 6 3 6

% of Board 33% 67% 33% 67%

Senior Positions on the Board (CEO, CFO, SID, Chair) 1 3 1 3

Senior Management 9 33 21 79

% of Senior Management

21% 79% 21% 79%

Other Employees 180 290 195 288

% of Other Employees 38% 62% 40% 60%

Total 192 329 219 373

Executive Management

2 3 - -

% of Executive Management 40% 60% - -

Jupiter systematically collects data on legal gender from all employees on a mandatory basis. Gender identity data collection commenced in late 2022 and

is therefore not used as the basis of reporting at this time.

1. The definition of Senior Management has been updated to reflect the new management structure, resulting in a smaller overall population size.

2. Executive management includes members of the Executive Committee and Company Secretary, in line with the Listing Rules guidance. Comparable year-on-year data is not available for

Executive Management given changes to management structure.

60 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our people and culture continued

Ethnicity

2022

White British/

White Other

Mixed/Multiple

Ethnic Groups

Asian/Asian

British

Black/African/

Caribbean/Black

British

Other Ethnic

Group

Not specified/

Prefer not to say

Board Members 8 1 – – – –

% of Board 89% 11% – – – –

Senior Positions on the Board (CEO, CFO, SID, Chair) 4 – – – – –

Senior Management

30 1 4 – – 7

% of Senior Management 71% 2% 10% – – 17%

Other Employees 288 18 79 14 9 62

% of Other Employees 61% 4% 17% 3% 2% 13%

Executive Management

5 – – – – –

% of Executive Management 100% – – – – –

2021

White British/

White Other

Mixed/Multiple

Ethnic Groups Asian/Asian British

Black/African/

Caribbean/Black

British

Other Ethnic

Group

Not specified/

Prefer not to say

Board Members 7 – – – – 2

% of Board 78% – – – – 22%

Senior Positions on the Board (CEO, CFO, SID, Chair) 4 – – – – –

Senior Management 62 1 11 – 1 25

% of Senior Management 62% 1% 11% – 1% 25%

Other Employees 274 16 78 17 12 86

% of Other Employees 57% 3% 16% 4% 2% 18%

1. The definition of Senior Management has been updated to reflect the new management structure, resulting in a smaller overall population size.

2. Executive management includes members of the Executive Committee and Company Secretary, in line with the Listing Rules guidance. Comparable year-on-year data is not available for

Executive Management given changes to management structure.

Data and insights

At Jupiter, we consider diversity Group-wide, by region, by function and

by team, as well as at varying levels of seniority. Information is collated on

a voluntary basis on disability, ethnicity, gender and sexual orientation for

all employees.

Whilst the data available on gender and ethnicity has historically been

good, we acknowledged that data in the other aspects listed above was

relatively low. This was proving an inhibitor to taking meaningful action

and effectively assessing the diversity makeup of our firm. Through the

implementation of a new employee HR information system, which was

rolled out in September 2022, Jupiter effectively increased its data capture

across key aspects of diversity, achieving an 87% disclosure rate on

ethnicity diversity data, as well as more systematically capturing data on

sexual orientation and disability for the first time. We anticipate that we

will be able to use the data to inform future DE&I targets and initiatives in

a way that is both meaningful and challenging.

In addition to our internal data-driven insights, Jupiter has this year

contributed to industry benchmarking research to help inform our own

DE&I strategy, as well as shaping industry policy and cross-company areas

of focus. As a long-standing signatory of the Women in Finance Charter,

Jupiter has once again completed a submission against our targets, and we

were proud to have achieved the target of 30% female representation at

board level early in 2021 (against a 2023 target).

2023 will mark the conclusion of our previous period for DE&I targets and

will bring with it a revised ambition to work towards. We welcome the

reinforcement of criteria for female representation at board level to 40%,

and will adapt our targets accordingly in 2023, as well as extending

ethnicity targets beyond the Parker Review board composition target (met

ahead of the target date in 2022).

“With the roll-out of our new Employee HR

System, we capitalised on the opportunity

to improve our understanding of our

workforce through data, helping us to

identify which areas we need to focus on,

as well as monitoring progress and testing

the both the long-term and short-term

impact of our initiatives.”

TRACEY KINSELLA, HR DIRECTOR

61Jupiter Fund Management plc Annual Report and Accounts 2022

Spotlight: enhanced recruitment practices

Having a centralised recruitment process is one of the key ways in which

the integrity, fairness and transparency of recruitment into an organisation

can be best upheld. It also sharply enhances our ability to influence DE&I

aspects through data analysis and promoting equalising practices.

At Jupiter, our approach to recruitment remains to ensure that we recruit

the best person for the role. In this spirit, we have brought about a number

of changes to our practices this year, with a specific focus on gender, which

aim to ‘level the playing field’ whilst still allowing hiring managers to take the

decision based on the most suitable candidate for the role. These include

adapting the language of our job adverts to attract a wider candidate pool

and appeal to women, asking for salary expectations rather than current

compensation, and encouraging gender-balanced shortlists for all roles with

a particular focus on senior level.

Since the roll-out of the new employee HR information system, we have

been able to generate enhanced data-driven insights into our recruitment

practices. We began tracking data on gender-balanced shortlists in May

2022, monitoring male:female ratios at CV shortlist and interview stage,

and the gender of the candidate that was hired at the end of the process.

So far, our reporting on progression through the recruitment process

shows that women are proportionally outperforming male candidates in

terms of conversion to interview, and conversion to hire. We view this as

an encouraging early insight into how we can bring about change by

improving gender balance at shortlist stage.

We are pleased to report that for the full year 2022, 50% of external hires

were female – a record for the last four years.

We have again recruited a number of Investment20/20 trainees into our

business this year, with strong diversity among this intake. We recruited

70% of our recent entry-level intake from non-fee-paying schools, and

70% from Asian, Asian British, Black and Black British backgrounds, and the

intake was 50:50 gender balanced. The recruitment process was conducted

through ‘blind’ CVs – with names, as well as school name, redacted from

CVs before submission of the shortlist to the hiring manager.

In addition to adapting our internal practices, we have also taken on new

and pragmatic external partnerships to target female talent, for example

through advertising roles with GAIN (Girls are Investors) and Return Hub

– targeting hidden pools of female talent in the market.

LAUNCH OF THE GENDER

EQUALITY NETWORK

Within the asset management industry, women are significantly

under-represented in certain departments, notably, but not

exclusively, investment management and distribution. This is not

just specific to Jupiter, but an industry-wide issue and one we want

to help change. Despite several years of companies trying to

address this imbalance, statistics continue to show that there has

been no meaningful growth in the number of women joining

investment management

. As a network, we are determined to

ensure we have the right policies, procedures and initiatives in

place to attract and retain female talent, and ensure everyone has

the same opportunities to reach their full potential.

The network has identified several areas where we will focus our

attention: hiring new talent; promoting employees and retaining

the current talent we have; maternity and paternity policies;

family-friendly initiatives; and menopause.

On retention of staff and career progression, we have established a

pilot mentoring programme within Investment Management which

has 32 participants in the first wave. The scheme will be used as a

testing ground for a potential roll-out across the Group in 2023 and

has been extremely well received by participants.

We have also helped shape the policy and benefits suite available

to employees at Jupiter. Recognising that DE&I is as much about

the structural inequalities that can exist across genders, this was a

particularly important area of focus for us, and we are proud to have

contributed to the Group’s decision to increase paid paternity leave

for new fathers to eight weeks, as well as the launch of structured

guidance to support people going through the menopause.

CLAUDIA RIPLEY

Chair of the Jupiter Gender Equality Network

1. Where are all the women in asset management? | Financial Times (ft.com)

62 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our people and culture continued

We thrive on open debate, feedback

and continuous improvement.

We welcome constructive challenge and aren’t afraid to say

what we think.

We are driven and continually seek out innovative and different

solutions to improve what we do and how we do it.

We remove barriers to high performance so that we can always

do our very best for our clients.

A passionate focus on serving our clients and a commitment

to delivering superior performance after fees is central to

why we exist.

Every decision we make has the client at its core.

Our business is built on trust, and we collaborate and develop

strong relationships so that we can make the right decisions for

clients every day.

Our intellectual curiosity means that we’re always looking to

improve how we meet their needs and objectives.

Only by working together as one team can we meet our

individual and business goals.

We maximise our collective impact by working and winning

as a global team.

Together, we focus on our strategy and prioritise everything

we do accordingly.

We value the ideas and capabilities we all bring to the business, as

well as the contribution every single person makes on our journey

to growth.

We celebrate successes and inspire each other to go further to

drive greater returns.

Independence of thought and individual accountability define

us. We believe that diversity and the freedom to think and act

differently will set us apart.

We actively look for ways to bring diverse perspectives into our

decision making.

We create the space for everyone to have a positive impact and

help our people to shape their own career paths.

We support people with the right development opportunities and

experiences. We encourage people to seek out opportunities for

personal and professional growth so can they can reach their

full potential.

We succeed together

We value our people

We put clients first

We challenge ourselves

OUR CULTURAL

PILLARS

63Jupiter Fund Management plc Annual Report and Accounts 2022

The non-financial and sustainability information required to be disclosed is detailed below and certain information is included by reference to the

following locations in the Annual Report and Accounts:

Non-financial information Section Page

Business model

Our business model 20

Principal risks

Our approach to risk management 66

Key performance indicators

Our key performance indicators 18

TCFD Statement

TCFD report 46

Jupiter has a number of policies and statements which are in place to support the effective governance of the organisation. The key policies are

summarised in the table below. During the year all policies have operated effectively and details of how we ensure their effective implementation is

detailed below.

Clients

Treating Customers Fairly

This policy is to ensure that the Group consistently embeds the principle of treating

customers fairly, which includes commitment to dealing with investors in its products and

its discretionary clients honestly, openly, competently and with integrity.

Conflicts of Interest

This policy is designed to ensure that we operate to high standards and take all appropriate

steps to identify and prevent, or manage conflicts of interest that may occur between the

interests of one client and another, or between the interests of a Group company (or an

employee) and clients. A number of enhancements have been made to the process during

the year, to ensure appropriate identification, escalation and management.

Our People

Diversity, Equity and Inclusion

There is a Diversity, Equity and Inclusion statement for both the Board and the wider Company

which sets out our approach to promoting a culture of diversity, equity and inclusion.

Code of Ethics

Details the standards of conduct all of our employees are required to adhere to.

Conduct Rules

The FCA Conduct Rules are high-level overarching requirements that apply to individuals on

how they conduct themselves in relation to their activities at Jupiter and, where relevant, their

personal conduct. They are designed to ensure our people act with integrity and uphold the

highest standards of conduct.

Health and Safety

The policy is designed to protect the health, safety and welfare of our employees and visitors

to our offices to provide and maintain safe working conditions.

Whistleblowing

The purpose of the policy is to outline the channels through which employees can raise issues

or concerns about the activities of Jupiter or its employees. It has been adopted to foster a

culture of openness and transparency and to encourage employees to raise concerns of

suspected wrongdoing. See policy implementation overleaf for further information.

Environment and Society

Environmental

This policy provides a commitment to mitigate the direct impacts of our activities on the

environment wherever possible.

Sustainability

This sets out our approach to sustainability matters including our sustainability strategy,

governance and the material sustainability issues relevant to Jupiter’s corporate and

investment footprints.

Responsible Investment

This policy details how we integrate ESG matters into our investment management activities

and our views/approach on material ESG matters.

Stewardship

The Stewardship Policy details how we incorporate voting, governance and sustainability

considerations into our investment management process to improve the outcomes for

our clients.

Tax Strategy

This strategy ensures that we comply with our tax reporting and payment obligations in a

timely manner and that we engage with tax authorities in a co-operative and transparent way.

NON-FINANCIAL AND SUSTAINABILITY

INFORMATION STATEMENT

64 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Non-financial and sustainability information statement

Human Rights

We strongly support the protection of individuals’ human rights and this is embedded in our

corporate values. Our employment policies and practices are designed to protect our

employees’ human rights.

Modern Slavery

Our Modern Slavery and Human Trafficking Statement details the steps we have taken to

ensure that there are no instances of modern slavery in our workplace or throughout our

supply chain, and how we oversee our investee companies to receive assurance over their

practices and supply chains.

Data Protection

This policy is designed to ensure we protect any personal information that the Group may

hold related to individuals.

Financial Crime

Anti-Bribery and Corruption

This policy ensures that the Group operates to high ethical standards and complies with all

applicable anti-bribery and corruption laws.

Anti-Money Laundering and Terrorist

Financing

The Group’s anti-money laundering (AML) framework is designed to ensure that it complies

with the requirements and obligations set out in relevant legislation, regulations, rules and

industry guidance for all jurisdictions in which we operate and mitigates the risk of the Group

being used to facilitate financial crime.

Anti-Tax Evasion

The Group is committed to acting professionally, fairly and with integrity in all its business

dealings and relationships, wherever it operates, and implementing and enforcing effective

systems to counter the facilitation of tax evasion.

Market Abuse

The purpose of these policies is to ensure Jupiter staff observe the proper standards of market

conduct, protect the integrity of the markets in which we operate and do not obtain an unfair

advantage from the use of inside information to the detriment of third parties who are

unaware of such information.

Policy implementation

We ensure the effective implementation of our policies by:

• fostering a culture of integrity and accountability;

• clear communication of our policies through our employee induction,

training, management briefings and our intranet, through which we

make our key policies available to our people;

• our governance framework, including our Board, management and

reporting committees, which provide us with a robust structure within

which we oversee the implementation of the policies;

• workforce training programmes, covering areas such as anti-bribery and

corruption, money laundering, market abuse and tax evasion, which

employees are required to complete each year;

• our employee handbook, which assists with contractual terms, expected

conduct and our policies; and

• reviewing the majority of our policies at least annually to ensure they

are in line with best practice, meet our regulatory requirements and are

updated with any changes required for their effective implementation.

The business is responsible for implementing these policies, principles

and codes and they have operated effectively and in line with anticipated

outcomes. The effectiveness of these policies is reviewed by our Risk

and Compliance teams (second line of defence) and our Internal Audit

function (third line of defence). For further information on how our three

lines of defence model operates, please see the Risk section on page 66.

We operate an independent whistleblowing line enabling our employees

to confidentially raise any concerns, including non-compliance with

our policies and procedures. The Chair of our Audit and Risk

Committee is responsible for overseeing the investigation of any

whistleblowing reports.

65Jupiter Fund Management plc Annual Report and Accounts 2022

OUR APPROACH

TO RISK MANAGEMENT

Our aim is to manage risk in a manner which

helps Jupiter achieve its strategic goals whilst

understanding and effectively mitigating the

potential material harms to clients, the market

and the firm.

The Board and executive management are responsible for establishing

and maintaining a strong risk management and compliance culture that

embeds and supports a high level of risk awareness and a sound internal

control environment.

This is achieved through leadership behaviours which establish the tone

from the top, our governance structure, a clear definition of roles and

responsibilities and a robust risk management framework.

The Group has a comprehensive approach to identifying, monitoring,

managing and mitigating risk.

Risk governance and responsibilities

The Group operates a three-tier risk governance framework, generally

known as the Three Lines of Defence model, which distinguishes between

risk management and risk oversight. This approach provides a clear and

concise separation of duties, roles and responsibilities.

The Board has ultimate responsibility for oversight of the risks of the

Group and for determining the risk appetite limits within which the Group

must operate. It delegates day-to-day responsibility of risk management

and control activities to the Chief Executive Officer, supported by the

Executive Committee and the Risk, Compliance and Capital Committee,

with oversight from the Audit and Risk Committee.

The ERMF clearly defines the roles and responsibilities for risk management

and provides a process for escalation through our governance structure,

which enables ongoing and robust oversight.

FIRST

LINE

SECOND

LINE

THIRD

LINE

Risk and control management

The business functions and line

managers across the Group are

responsible and accountable for

the identification, assessment and

management of the individual risks

and associated controls within their

respective areas of responsibility.

Risk and control oversight

Risk and Compliance, supported by

additional control and oversight functions,

provide independent oversight and

challenge with respect to the first line’s

management of their risks, and provides

assurance that the Group’s regulated

activities are undertaken in accordance with

regulatory requirements.

Internal audit

Internal Audit is an independent provider

of assurance over the effectiveness of

the Group’s processes and governance

with regards to risk and internal control,

assessing whether they are adequately

controlled and challenging management to

improve their effectiveness.

KEY GOVERNANCE COMMITTEES

Risk, Compliance and Capital

Committee

The Risk, Compliance and Capital Committee

is responsible for the oversight of the Group’s

risk profile relative to its agreed risk appetite.

It is accountable for overseeing the design and

operating effectiveness of the Group’s risk

management and capital management

frameworks and policies, including compliance

with relevant regulations. The Committee

receives regular reporting and ongoing

updates, from which it reports any

recommendations and escalations to the

Executive Committee and, for certain matters,

to the Audit and Risk Committee.

Executive Committee

The Executive Committee is responsible for

implementing the strategy and objectives set

by the Board and communicated by the

Chief Executive Officer, ensuring the

implementation of a sound system

of internal governance, control and risk

management. This includes monitoring

compliance with the regulatory framework of

the markets in which it operates. It is also

responsible for implementing the Group’s

culture, values and standards.

Audit and Risk Committee

The Audit and Risk Committee is responsible

for reviewing and monitoring the integrity of

the Group’s financial statements. It is also

accountable for reviewing the effectiveness of

the Group’s risk management and its internal

control systems, oversight of the Internal

Audit function and the Group’s relationship

with external auditors.

66 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our approach to risk management

2022 ERMF enhancements

During 2022, a number of initiatives were undertaken to enhance the

way we monitor, assess and manage risk. These included:

• Embedding of the areas of the framework enhanced during 2021,

specifically our risk appetite and TDRA.

• Further enhancement of our framework for the management

of Liquidity risk.

• Building our framework to support the assessment of ESG risks.

• Development of processes to support our Operational Resilience.

• Focusing on embedding our assessment of the material harm

which we could potentially cause to clients, the market or the firm.

• Completion of our first ICARA, ensuring that we have adequate

capital and liquidity and ensuring compliance with the Investment

Firms Prudential Regime (IFPR).

• The continued embedding and enhancement of our Conduct

processes and controls, including staff training and the

development of the KRIs which provide a view on potential

Conduct issues.

• Further developments to our Risk system for capturing RCSAs

and risk incidents.

Enterprise Risk Management Framework

The ERMF enables Jupiter to identify and manage the material risks

to which it is exposed. The ERMF supports the effective management

of risks to ensure that the Group’s risk profile remains within its risk

appetite, protects and enhances stakeholder value by contributing

to the achievement of our objectives and informs the Three Lines

of Defence to ensure effective escalation of material risk issues.

The Group’s risk appetite defines the level and type of risk that the Group

is prepared to accept in pursuit of its strategic objectives and business

strategy, taking into account the interests of its clients, shareholders and

other stakeholders, as well as capital and other regulatory requirements.

An important part of the Board’s remit is to determine the Group’s risk

appetite, taking into account its strategic plans, the business environment,

and the current and likely future condition of our business and operations.

The bottom-up identification and assessment of Operational risk is

performed by teams across the business via an RCSA. The assessment

identifies and monitors material risks and associated key controls by

considering the operating environment, processes, roles and responsibilities,

as well as risk incidents. Risks are assessed on both an inherent and a residual

basis, with ratings determined for potential impact and likelihood. Where

processes or controls are identified as insufficient, line management is

required to take appropriate action to ensure they are improved in order

to pose a minimal (or acceptable) level of risk to the Group.

ORSA is a forward-looking assessment of exposures to severe but

plausible operational risk events. It is used by the Group to identify

and quantify the material risks that have the potential to impact Jupiter,

based on the experience and opinions of internal subject matter experts.

A variety of scenarios (differing in nature, severity and duration) are used

to estimate the impact of events on capital requirements. The Group

also uses scenario analysis to ensure that we understand our exposure

to high-severity events and implement mitigating actions, in line with

our risk appetite.

The TDRA identifies the Group’s material risks and monitors their profile.

It is informed by data and information pertinent to each risk category,

which is used to assess the residual risk impact and the likelihood of the

risk crystallising. The consolidated view of the Group’s risk profile is

presented to the Risk, Compliance and Capital Committee for their

approval, before being presented to the Audit and Risk Committee.

A risk incident is a failure of process, people or systems which results

in an actual or potential impact. Incidents are reported, recorded and

investigated to determine the root cause, impact, theme and to ensure

that appropriate remediation work is completed as required. Incidents are

monitored and captured across the business and independently reviewed

to ensure completeness and accuracy. Analysis of incidents is used to

support our TDRA, RCSA and ORSA processes.

KRIs are used by the Group to provide an early sign of changing risk

exposures, enabling us to identify trends and emerging risks which are

used to inform and support management decision making. Our KRIs form

a fundamental part of our TDRA process.

Our view of the risk profile is reported regularly through our governance

structure to ensure it receives an appropriately high level of senior

management and Board attention at both a Group and Regulated Entity

level. The Boards take action, as required, where a risk is deemed to be

outside of appetite.

Emerging risks are a condition, situation or trend that could significantly

affect the Group’s risk profile. They are raised by the business through the

TDRA and RCSA process. Each one is challenged to consider likelihood,

impact and any action required to ensure we are fully prepared should

they begin to crystallise.

Risk

incidents

Risk appetite

Operational

Risk Scenario

Analysis

(ORSA)

Risk reporting

Risk and

Control Self

Assessment

(RCSA)

Emerging risks

Key Risk

Indicators

(KRIs)

Top-down Risk

Assessment

(TDRA)

ERMF

67Jupiter Fund Management plc Annual Report and Accounts 2022

Risk profile

The Group is exposed to various risk types in pursuing its business

objectives which can be driven by internal and external factors.

Understanding and managing these risks is both a business imperative and

a regulatory requirement. Our taxonomy defines and describes these risks,

providing a consistent methodology for assessment and reporting. Some

risks are pursued to support the business plan, such as the risks relating

to investment performance. Other risks are inherent in routine business

activities, such as the risk of Financial Crime. The differing risks faced by

the Group are documented within our taxonomy and managed through

the Group’s ERMF in line with risk appetite. The type and severity of the

risks we face can change quickly in a complex and competitive

environment, therefore the framework for managing these risks is dynamic

and forward-looking to ensure it considers both current and emerging risks

which could potentially impact the Group.

As an investment management firm, Jupiter’s most material risk exposures

are in the Strategic, Market and Operational (including regulatory) risk

categories. However, our exposure to Capital Adequacy, Liquidity and

Credit/Counterparty risks is also monitored to ensure they are managed

on a prudent basis and remain within regulatory requirements and the

Group’s risk appetite.

“As an investment

management firm, Jupiter’s

most material risk exposures

are in the Strategic, Market

and Operational (including

regulatory) risk categories.”

Sustainability riskOperational Resilience risk Reputational riskConduct risk

The Group is also exposed to Sustainability, Operational Resilience, Reputational and Conduct risks and their

associated harms. We consider these risk types to be pervasive throughout our taxonomy and the corresponding

icons have been used to illustrate this within our principal risks for 2022. See from page 71 for more details.

68 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our approach to risk management continued

OPERATIONAL RESILIENCE RISK

The Group defines Operational Resilience as the Group’s ability to

prevent, adapt, respond to, recover, and learn from operational

disruption. Operational Resilience addresses how the continuity

of the services that the Group provides are maintained regardless

of the cause of disruption and helps to ensure that it is prepared

for the inevitability of disruption, rather than only trying to minimise

the probability of disruption occurring. It includes preventative

measures and the capabilities in terms of people, processes and

organisational culture to adapt and recover when things go wrong.

During 2022, significant focus has been placed on complying with the

regulatory requirements relating to Operational Resilience. This has

involved the identification of the Important Business Services (IBS)

which could cause intolerable harm to clients, markets or Jupiter

itself, understanding any vulnerabilities from a people, systems,

premises and supplier perspective from delivering those services

and setting appropriate impact tolerances for each IBS through

testing against a broad range of severe but plausible scenarios to

ensure that we understand the required resources to ensure our

service remains robust.

As we move forward into 2023, focus will move to embedding this

framework to ensure that we continue to challenge our ability to

remain within our impact tolerances and enhance our Operational

resilience through ongoing assessment and assurance testing.

CONDUCT RISK

The Group defines Conduct risks as those which can arise from action

(or inaction) on an individual and/or firm level which results in

customer detriment, a negative impact to market stability, or

restricting effective competition. Conduct is considered in all aspects

of the way the Group operates, including in relation to the Group’s

culture and values and how those influence an individual’s behaviour.

The Group recognises that Conduct risk issues can crystallise

across various parts of the business and can be strategic, financial,

infrastructural or behavioural in their nature. Conduct risks can arise

on both an individual and Group basis. Jupiter has continued to review

and evolve its Conduct risk management approach in 2022.

Conduct risk is monitored through the Conduct Risk Dashboard.

The dashboard is designed to provide a lens into Conduct risk

from which the relevant Committees can review and investigate

both potential and actual Conduct risk issues within the Group.

The Conduct Risk Dashboard has continued to be reviewed and has

been enhanced during 2022.

We have also continued to focus on educating employees on the

importance of good conduct, with a specific training programme rolled

out to all employees.

SUSTAINABILITY RISK

Sustainability risk is the failure to identify, assess, manage and

report on ESG issues that could cause actual or potential material

negative impacts on our core business activities.

Sustainability risk can crystallise through investment decisions that

fail to adequately assess ESG materiality which impact the firm’s

financial performance and reputation, investment decisions that fail

to adequately assess ESG materiality that create headline risk resulting

in reputational damage, or operational risk including physical risks

such as the increasing likelihood of extreme weather events which

have the potential to place pressure on our operating environment

and in extreme cases our Operational Resilience. Risks of this nature

result from different areas of our enterprise risk taxonomy which are

monitored and assessed through the ERMF to minimise the potential

for client dissatisfaction or harm.

The Group has established a sustainability governance structure to

oversee the management of Sustainability risk. The structure is centred

around the Sustainability Committee and the IRF that feeds into the

IOC. The Risk Compliance and Capital Committee oversee the risk

profile of the Group through our TDRA, where Sustainability risk is

specifically considered.

REPUTATIONAL RISK

The Group defines Reputational risk as the risk of loss or other adverse

impact arising from unfavourable perception of the firm on the part

of customers, counterparties, employees, regulators, shareholders,

other stakeholders, the media or the general public. For example,

Reputational risk can arise as a result of operational risk incidents,

strategic decisions, or generally as a result of inappropriate behaviour

of the Group, as perceived by various stakeholder groups.

69Jupiter Fund Management plc Annual Report and Accounts 2022

Principal risk heatmap

The heat map illustrates the relative impact and likelihood of a risk

crystallising on a residual basis, which is considered to be the risk exposure

after the application of existing mitigating controls.

The heat map reflects the principal risk types to which the Group is

exposed (as defined within our taxonomy) based on the potential impact

and likelihood of them crystallising. We monitor all risks within the

taxonomy, including Sustainability, Operational Resilience, Reputational

and Conduct risks, through the quarterly review of our risk profile.

Overall, our risk profile increased during 2022, as a result of a number

of external challenges.

Our increasing risk direction for Strategic risk reflects the disruption in

markets following the invasion of Ukraine, which prompted increased

volatility and operational risk.

The corresponding changing global sanctions regimes have increased our

Financial Crime risk. Whilst the landscape continues to evolve, we believe

that the Group has taken appropriate action and is well positioned and

equipped to respond in a way that continues to mitigate risk and protect

our client interests.

Jupiter’s regulatory footprint has increased, driven by changes to the

regulatory landscape, increasing regulatory divergence and an increase

in communication with regulatory bodies in the post-pandemic

environment. We continue to engage with our regulators in an open

and transparent manner.

Technology and Information Security risk has also increased due to

the potential for a cyber-attack. We continue to invest in our control

environment in this area of the business, reducing vulnerabilities

where possible.

Outsourcing remains a key component of our business strategy and we

rely on our third-party relationships to deliver our business services.

Understanding and managing our People risk is essential to the success of

our business. A full review of the resourcing requirements and capabilities

required has been undertaken to ensure staffing levels reflect the size and

complexity of the business, whilst also meeting our evolving business,

operational and regulatory requirements.

Further details on the assessment of our most material risks are included in

the tables on the following pages.

Principal risk Risk direction

Strategic risk

Market risk

Operational Risks

Outsourcing and Supplier risk

Regulatory risk

Financial Crime risk

People risk

Technology and Information Security risk

Data Management risk

Execution, Processing and Reporting risk

Model risk

Legal risk

Business Continuity risk

Physical and Safety Security risk

Client and Fiduciary risk

Product risk

Likelihood

Impact

70 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our approach to risk management continued

Strategic risk

• We consider Strategic risk to be the risk to our business as a result

of matters inherent in the nature of our business model or the

financial and competitive markets in which we operate.

• Key areas of focus during 2022 included the ongoing global

inflationary landscape and market volatility, alongside a continued

focus on sustainability.

• Europe and the UK has been impacted by market uncertainty

as a result of the war in Ukraine and the impact of the Covid-19

stimulus. In addition, the UK was hit by political instability which

contributed to the continued weakening of Sterling.

• The combination of a worsening macro-economic backdrop,

continued geopolitical challenges and inflationary concerns,

weighed upon investor sentiment during 2022. Despite this, Jupiter

reported improved flows from the start of H2.

• The Board sets the strategy and ensures the organisation has the right

structure, leadership, culture and resources to execute it.

• The Board and Executive Committee regularly review the strategic plan,

opportunities and threats, budgets and targets.

• SMT created to ensure effective execution and delivery of strategy.

• Our risk appetite is aligned to our strategic objectives and is set

and monitored by the Board.

• Independent second line oversight of our risk profile.

• We continue efforts to diversify across both regions and asset classes.

Our strategy is to defend our existing UK positions where prudent to

do so, whilst increasing the scale of our international and

institutional businesses.

Market risk

• We consider Market risk to be the risk of loss arising from market

movements, including the risk that any market risk mitigation

techniques used by the Group prove less effective than expected.

• The Group is mainly exposed to market movements through the

effect of asset values increasing or decreasing the level of AUM,

impacting future revenue generation, foreign currency exposure,

seed investments in funds and unfunded client subscriptions.

• The Board continues to set aside an amount of seed capital to

be used to invest in Jupiter funds to support and grow our

investment offering.

• During 2022 we have ensured we are fully compliant with IFPR regulations.

We undertake rigorous stress testing to ensure that we remain adequately

capitalised under severe but plausible adverse scenarios.

• The Group aims to hedge investments to limit relative volatility across the

seed capital portfolio. Seed investments, redemptions and hedging are

reviewed and approved by the Seeding Committee.

• We monitor investment positions and maintain appropriate hedges and

limits, linked to our risk appetite, to ensure that our capital is not put at

undue risk.

Sustainability risk

Operational Resilience risk

Reputational risk

Conduct risk

71Jupiter Fund Management plc Annual Report and Accounts 2022

Outsourcing and Supplier risk

• We consider Outsourcing and Supplier risk to be the risk arising

from incidents or failure of providers of services to deliver on their

obligations, or inadequate selection or oversight of providers.

• We continue to review and assess our appetite for outsourcing to

ensure that it remains effective in relation to the size and scale of

our business.

• We continue to work closely with our critical third-party suppliers

to ensure that the services they provide remain resilient.

• Our framework for the delegation of activities to third parties is

continually reviewed, in line with regulatory requirements and market risks

to ensure effectiveness.

• Third-party outsourcing remains a key part of Jupiter’s strategic approach,

which is reflected through our risk appetite.

Regulatory risk

• We consider Regulatory risk to be the risk of failing to comply with

our regulatory obligations. This includes failures to implement

changes required to meet new regulatory requirements.

• Jupiter’s regulatory footprint has increased, driven by changes to the

regulatory landscape, increasing regulatory divergence and an

increase in communication with regulatory bodies in the post-

pandemic environment.

• Regulatory change remains significant as we continue to see a high

volume of regulatory activity (Sustainability, Consumer Duty and

Operational Resilience) across the industry alongside our focus on

growing the scale in our international business, which further

increases our regulatory footprint.

• To ensure we remain well placed to meet all regulatory challenges, we

continue to pro-actively engage with our regulators in an open and

transparent manner while investing in education, training and a robust

second line function.

• We have a cohesive and holistic approach to managing the evolving

landscape of regulatory risk across jurisdictions and utilise industry insight

and specialist expertise as required.

Sustainability risk

Operational Resilience risk

Reputational risk

Conduct risk

72 Jupiter Fund Management plc Annual Report and Accounts 2022

Strategic Report • Our approach to risk management continued

Financial Crime risk

• We consider Financial Crime risk to be the risk of financial crime

activities, such as money laundering and terrorist financing,

sanctions, proliferation financing, bribery and corruption, fraud,

tax evasion or market abuse.

• The geopolitical events following the invasion of Ukraine disrupted

markets which increased volatility and operational risk. The

corresponding changing global sanctions regimes increased our

financial crime risk. Whilst the sanctions landscape stabilises,

ongoing challenges such as greater regulatory focus and a widening

geographical distribution of some products have resulted in an

increasing level of Financial Crime risk.

• We aim to limit Financial Crime risk by adopting robust procedures and

controls and ensuring adequate expert resources are in place.

• We have a dedicated UK-based Financial Crime Compliance team,

supported by local Compliance teams who provide guidance and training

to the Group on financial crime related matters along with reviewing

industry developments and changes to financial crime related legislation.

• The Group implemented use of an automated Anti-Money Laundering (AML)

risk assessment tool to enhance oversight of this key Financial Crime risk.

People risk

• We consider People risk to be the risk of failures or poor practices

relating to people management.

• Focused recruitment, talent and learning programmes are in place

supported by robust HR policies and procedures which comply with

all relevant rules, regulations, and guidelines.

• Resourcing requirements and capabilities continue to be reviewed

to ensure staffing levels reflect the size and complexity of the

business, whilst meeting our evolving operational, regulatory and

sustainability requirements.

• Steps have been taken to ensure that the working environment

created supports the career development and wellbeing of all staff.

• Our high-conviction investment approach is fundamental to the way we

think. We understand the positive impact we can have on our clients.

• We respect and celebrate different perspectives and experiences.

• In line with our risk appetite, we give autonomy, coupled with personal

accountability, and encourage independence of thought and challenge.

• We actively manage succession and succession plans are in place

for critical staff.

• We have embedded diversity and inclusion goals and continue to invest in

the development of our culture and staff.

• Following the global pandemic, we have continued to promote flexible

working arrangements, alongside supporting our employees’ wellbeing

through a number of initiatives.

Technology and Information Security risk

• We consider Technology and Information Security risk to be the risk

of deliberate attacks or accidental events that have a disruptive

effect on interconnected technologies.

• The threat of a cyber event has remained elevated during 2022 due to

a number of factors, including flexible working arrangements and the

Russian invasion of Ukraine. While no significant cyber events have

impacted Jupiter, we take a proactive approach to cyber event

• monitoring, which has thus remained a key focus throughout the year.

• Jupiter is certified in accordance with the UK government-backed

Cyber Essentials Plus scheme, demonstrating our ongoing

commitment to reducing the likelihood of a successful cyber

event, despite the rising number of external attacks seen across

the industry.

• We continue to make investments in our security systems to identify and

reduce vulnerabilities as quickly as possible.

• We have invested in ongoing training and awareness on the risks

of phishing and similar attacks, and we continue to work with our third-

party suppliers to ensure that they are able to demonstrate compliance

with Group standards and internationally-recognised good practice.

• A crisis management test, facilitated by a third party, to simulate a cyber

incident has been conducted with no material issues identified. Following

the conclusion of this test we reviewed and enhanced our Crisis

Management Plan.

73Jupiter Fund Management plc Annual Report and Accounts 2022

CHAIR’S INTRODUCTION

TO GOVERNANCE

“Good governance ensures

effective decision making,

with due consideration

of stakeholder interests,

minimises and controls

the risks a company, and

its stakeholders, face and

promotes diverse workforces.”

NICHOLA PEASE

NON-EXECUTIVE CHAIR

Dear Stakeholder

Good governance is essential to running sustainable and successful

companies; it is the processes by which businesses are run. It ensures

effective decision making, with due consideration of stakeholder interests,

minimises and controls the risks a company and its stakeholders face and

promotes diverse workforces. This report aims to provide you with an

overview of how Jupiter is governed, how the governance principles have

been applied and the outcomes achieved.

Our wider purpose and strategy

This year we have broadened our purpose, to better reflect our place

in the wider world and the improvements we can help drive in it, and

we have refocused our strategy to ensure we deliver good outcomes

for our clients and all other stakeholders.

Our new purpose statement reflects our ambitions to help drive a better

future. In our role as stewards of our clients’ investments, we can deploy

capital in a manner which helps to address some of the issues our planet

faces. This includes our net zero commitment and the Finance for

Biodiversity Pledge. It is pleasing to see the progress being driven by

our new corporate sustainability team and further information on our

approach can be found in our dedicated report on page 38. As per our

previous reports our strategy has focused on three key areas of

investment, the development of our sustainability approach, our

institutional business and our international business. We have been

pleased to see that this strategy is starting to deliver, as discussed

in my opening Chair’s statement on page 6.

Since Matthew’s appointment, he has discussed several proposals with the

Board to refine and refocus our strategy, to help accelerate growth over

the medium to long term. Further information on this can be found in our

CEO’s statement on page 10. The Board will continue to challenge the

Group’s strategy and support management in the successful execution

thereof. Details of how the Board has undertaken this during the year and

how each item considered relates to our strategic priorities, key risks and

stakeholders can be found on pages 82 to 87.

Culture

Promoting a culture we can all be proud of has been a key part of the

Board’s focus, particularly in light of the changes across the business.

In order to maintain Jupiter’s strong culture throughout the changes,

we have engaged with our employees across the business and focused

on increasing our frequency and content of communications with

employees. Through our culture dashboard, we have monitored a

number of metrics to aid an assessment of Jupiter’s culture. During the

year, our HR team have led a project to engage with employees to identify

the behaviours under each of our cultural pillars, to help embed our desired

culture across the organisation. We will continue to monitor this closely

throughout 2023, to ensure that Jupiter’s culture supports a client-focused

and responsible business, able to attract, retain and develop a diverse and

talented workforce.

74 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Chair’s introduction to governance

Board and senior management

As described in my opening statement on page 6, there have been a

number of changes to the Board and senior management team both in

structure and composition.

The Board have reviewed, challenged and agreed the proposed changes to

the management and governance structures, which have been designed to

make the organisation more agile, enhance the operations of our control

functions and create efficient but effective oversight.

The membership of our Executive Committee has been streamlined and

the SMT created, whose membership includes all Executive Committee

members and heads of certain departments. The Executive Committee are

responsible for developing strategy for Board approval, implementation

of the strategy and day-to-day management of the business. The SMT

has been established to support the Executive Committee in the

implementation of the Group’s strategy and appropriate allocation

of resources. The SMT hold monthly meetings to discuss strategic

development, business priorities, resource allocation and key

projects across the Group.

I would like to take the opportunity to welcome all of those who have

started or moved into new roles and thank all employees for their hard

work and dedication to Jupiter.

Diversity, equity and inclusion

We believe having a diverse workforce and an inclusive culture leads to

better decision making and better outcomes for our clients, employees

and all other stakeholders. The Board and management have been focused

on actions to help improve diversity, both within Jupiter but also across

the investment management industry and details of our actions in this

regard can be found from page 59.

This year we are reporting in line with the new listing rule requirements on

diversity for the first time. Whilst the new rules do not take effect until

the next financial year, due to the importance of this matter we have

decided to adopt the new reporting framework this year. Further

information on Board diversity and our compliance with the new

requirements can be found in my Nomination Committee Report

on page 94 and our diversity reporting tables on pages 60 to 61.

Stakeholder engagement

Stakeholder engagement has been of an even greater focus with

recent changes across the organisation. There has been a particular

focus on engagement with our clients, employees, shareholders and

regulators, to provide details of the changes and hear their views on

Jupiter’s development.

Since Matt’s appointment, he has met with representatives from each

of these groups of stakeholders and provided feedback to the Board

on key items discussed and the views expressed. Matt has very proactively

increased his communication across the business, ensuring employees are

fully briefed on key matters. The Board have also engaged directly with

employees across the Group, formally through meetings and our

employee engagement forum, Connections, and more informally at

lunches and drinks. We have agreed a more informal catch up after

each Board meeting, with employees from each of our key functions

and we will rotate these across various teams throughout the year. I have

also met with a number of shareholders and employees across the

business and discussed the feedback with the Board.

We were delighted to hold an in-person AGM in 2022, for the first

time since the global pandemic, and were pleased to meet with those

shareholders who were able to attend the meeting. This year’s AGM will

be held in the same format, with a physical meeting in our offices,

together with a live audiocast, so shareholders are able to listen to the

meeting and ask questions, without being physically present, should that

be their preference.

AGM voting

At the 2022 AGM we received less than 80% approval for a number of our

resolutions namely the reappointment of Roger Yates and Dale Murray,

the authority for the Company to issue new shares and the authority for

the Company to repurchase existing shares. The results of the vote were

primarily driven by our largest shareholder, whom we have engaged with

on these matters and understand their views.

Their votes against the re-election of Directors were due to the number

of external mandates held by those individuals, with our major shareholder

having more stringent requirements than is market practice. The

Nomination Committee has specifically considered the number of

mandates held by each Director, the anticipated time commitments for

each mandate, each of the Directors’ responsiveness to Jupiter business,

availability for additional ad-hoc meetings and the level of preparedness

for the Board meetings. The Nomination Committee have confirmed that

there are no indications that either Director is ‘overboarded’ and both

continue to make a very valuable contribution to the Board and the

Company as a whole.

We would also highlight that Roger Yates will step down from

the Board of St James’ Place, where he also serves as Chair of the

Remuneration Committee and Senior Independent Director, with

effect from the conclusion of their 2023 AGM. This will leave Roger

with two mandates external to Jupiter; Chair of the Biotech Growth

Investment Trust (an investment trust which requires significantly less

time commitment than a standard operating company) and Non-Executive

Director at Mitie plc. Of Dale’s external mandates two appointments are

to private companies and also involve significantly less time commitment.

Dale also sits on the Boards of three other listed businesses, two of which

are listed overseas and have differing year-ends to Jupiter. These

differences in regulatory requirements and reporting dates mean that

these entities have quite differing Board meeting schedules, which are

often key points of activity for Non-Executive Directors. We continue to

support the re-election of both Directors.

75Jupiter Fund Management plc Annual Report and Accounts 2022

The concerns raised in relation to our ability to issue share capital and

to repurchase our own shares, are due to our major shareholder’s voting

policy on issuance of shares and the specific size of their holding.

Their voting policy requires the authority to issue shares to be restricted

to 10% of the issued share capital, whereas we seek one-third approval

which is below the maximum limits recommended by the Investment

Association. We believe having this authority is important to ensure the

Board has sufficient flexibility in the capital management of the Company

and will propose this authority once again at the 2023 AGM.

Concerns with the authority to repurchase shares are specific to the size

of their shareholding in Jupiter and not wishing to increase the size of

this holding beyond certain percentage thresholds. As a result of this

engagement, rather than seek authority for share repurchases up to 10%

of the issued share capital, which is in line with market practice, we will

propose, at the 2023 AGM, that authority to repurchase shares be

granted up to 5% of the issued share capital. This provides sufficient

headroom in the authority sought, to repurchase shares in accordance

with our capital policy.

Looking forward

We will keep our governance structures and their operation under careful

review in 2023 to ensure that they continue to operate effectively, deliver

the anticipated benefits and support our enhanced status under SMCR.

Looking forward, there are further potential regulatory and governance

changes to be introduced following the BEIS consultation ‘Restoring Trust

in Governance and Audit’ and implementation of regulatory frameworks

including the FCA’s Consumer Duty and Sustainability Disclosure

Requirements. As ever, we will look to drive best practice in this regard.

I hope you find the following report informative and I look forward to

meeting with our shareholders at the forthcoming AGM.

NICHOLA PEASE

Chair

23 February 2023

Compliance Statement

Jupiter supports the principles of corporate governance as set

out in the 2018 version of the UK Corporate Governance Code

(the Code) as issued by the FRC, which can be found on their

website at www.frc.org.uk.

Having reviewed the provisions of the Code the Board is satisfied

that throughout the accounting year ended 31 December 2022,

Jupiter complied with the provisions of the Code, with the

exception of provision 32, which relates to the composition of

the Remuneration Committee. As disclosed last year, due to

Director changes, the Remuneration Committee comprised two

independent Directors and the Chair, who was independent on

appointment. The composition of the Remuneration Committee

was fully compliant with provision 32 from 1 March 2022, when Suzy

Neubert was appointed to the Board and the Remuneration

Committee resulting in three independent Directors and the Chair.

Further information on how the Company has applied the principles

of the Code is set out in this Governance section.

Code principle Page reference

Board Leadership and Company Purpose 74

Division of Responsibilities 81

Composition, Succession and Evaluation 96, 97 & 92

Audit, Risk and Internal Control 99

Remuneration 112

76 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Chair’s introduction to governance continued

BOARD OF

DIRECTORS

Appointed

Non-Executive Chair in March 2020

Committees

Chair of the Nomination Committee

Member of the Remuneration Committee

Skills and experience

Nichola has over 35 years’ experience in asset

management, including at Chief Executive level,

and the wider financial sector. With her

extensive experience, Nichola brings strong

leadership skills and a deep understanding of

investment management to the Board.

Previous appointments

Nichola’s most recent role was as an

independent Non-Executive Director of

Schroders PLC from September 2012 to

November 2019, where she was also Chair

of the Remuneration Committee. She was

previously the Chief Executive of J O Hambro

Capital Management Ltd from 1998, until her

appointment as Deputy Chair in 2008. Her

previous experience includes Kleinwort Benson,

Rowe Price-Fleming, Citibank and Smith New

Court where she built the European broking

business and subsequently joined the Board.

Nichola was also previously Chair of the

Investment20/20 Apprenticeship Scheme.

Current external appointments

Nichola is currently Chair of Jumo Ltd.

Appointed

Chief Executive Officer in October 2022

Deputy Chief Executive Officer in June 2022

Chief Investment Officer in January 2022

Skills and experience

With nearly 25 years of experience in the

investment industry including leadership

positions at Artemis, GAM and Henderson,

Matthew has an in-depth knowledge of the

industry with experience in the management

and oversight of teams specialising in varying

investment strategies based in Europe,

Asia and the US.

Matthew’s strategic insights, leadership skills

and unwavering focus on client outcomes

means that he is ideally placed to lead Jupiter

in its next phase of its development.

Previous appointments

Matthew was previously Chief Investment

Officer at Artemis and has held senior

investment roles at GAM and Henderson Global

Investors. He was also formally a member of the

Church of England Pension Board’s Investment

Committee, advising on $4bn of ethically

invested pension fund assets.

Current external appointments

Matthew has no external appointments.

Appointed

Independent Non-Executive Director

in June 2021

Committees

Chair of the Audit and Risk Committee

Member of the Nomination Committee

Skills and experience

David spent his executive career at Deloitte and

retired from the firm in June 2020. He qualified

as a chartered accountant in 1982 and

specialised in advising on large international

corporate transactions. He was appointed a

partner in 1988 and led the UK Tax Practice

from 1998 until 2006. He was elected Chair

of Deloitte’s UK Board in 2007 and served two

terms before being elected Chair of Deloitte’s

Global Board in 2015. During this period, David

led the Boards through a period of major

regulatory change and business transformation

and has broad experience across different

industry sectors and geographies.

Previous appointments

David is the former Chair of Deloitte’s UK

Board and then Deloitte’s Global Board and

previously served as Co-Chair of the Partnering

Against Corruption Initiative at the World

Economic Forum.

Current external appointments

David is the current Non-Executive Chair of

McInroy & Wood Ltd, Social Progress Imperative

Inc and the Education and Employers Charity.

He is also a member of the Council of the

Institute of Chartered Accountants of Scotland.

NICHOLA PEASE MATTHEW BEESLEY DAVID CRUICKSHANK

Member of Audit and Risk Committee Member of Remuneration Committee

Member of Nomination Committee Denotes Chair of Committee

77Jupiter Fund Management plc Annual Report and Accounts 2022

Appointed

Chief Financial Officer in September 2019

Skills and experience

Wayne has over 27 years’ experience in asset

management and across the financial services

sector gained in senior financial roles and as a

chartered accountant. He has technical

expertise in accounting and financial reporting

and a strong focus on internal controls. Wayne’s

deep understanding of investment management

enables him to bring a strong strategic approach

to his role. Since joining Jupiter, Wayne has also

taken on responsibility for our HR, Risk and

Compliance functions.

Previous appointments

Wayne began his career at PwC LLP (PwC)

where he progressed to lead audits in the

Insurance and Asset Management practice. Prior

to joining Jupiter, he worked at Schroders plc

for nine years and was responsible for the

Global Finance function as well as Procurement

and Investor Relations.

Current external appointments

Wayne has no external appointments.

Appointed

Non-Executive Director in July 2020

Committees

None

Skills and experience

Chris Parkin has over 15 years of experience in

the private equity industry with a primary focus

on financial services companies, particularly in

fund management, wealth management and

insurance, as well as on consumer-facing

businesses, including education services,

consumer goods and retail. He brings detailed

knowledge of the financial services sector with

a strong client focus and significant experience

of business transformation.

Previous appointments

Before joining TA Associates, Chris was an

investment manager at Lazard Private Equity

and prior to that he spent seven years with Bain

& Company in London and New York. Chris’

previous Non-Executive Directorships include,

amongst others, DNCA Finance, PhysIOL,

Internationella Engelska Skolan and Hana Group.

Chris also served on the Board of Jupiter Fund

Management plc from 2007-2010 and Merian

Global Investors until early 2021.

Current external appointments

Chris is co-head of TA Associates’ EMEA

Services Group and is a Non-Executive Director

of Inspired Education Holdings Limited,

Biocomposites, Surfaces Group, Fairstone

Group Limited, Soderberg and Partners,

and Nactarome.

Appointed

Independent Non-Executive Director

in September 2021

Committees

Member of the Audit and Risk Committee

Member of the Nomination Committee

Skills and experience

Dale is a qualified accountant and technology

entrepreneur who co-founded the British

mobile telecoms software business Omega

Logic. Following Omega Logic’s sale to Eposs

Ltd, then First Data Corporation, Dale served as

CEO of the enlarged Group until 2005. She then

made a number of investments in the digital

sector and was awarded the British Angel

Investor of the Year in 2011.

Previous appointments

Dale was previously a Non-Executive Director at

Peter Jones Foundation, UK Trade & Investment,

Sussex Place Ventures Ltd and the Department

for Business, Innovation and Skills.

Current external appointments

Dale currently serves as a Non-Executive

Director of Xero Ltd, Lendinvest plc,

The Cranemere Group Ltd, Rated People

Limited and Lightspeed Commerce Inc.

WAYNE MEPHAM CHRIS PARKINDALE MURRAY

78 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Board of directors continued

Appointed

Independent Non-Executive Director

in March 2022

Committees

Member of the Remuneration Committee

Member of the Nomination Committee

Skills and experience

Suzy is a qualified barrister with broad

asset management experience extending over

30 years. She also has an in-depth knowledge

of capital markets and, importantly, evolving

client needs having previously led the global

distribution function at J O Hambro Capital

Management. Prior to this role, Suzy was

Managing Director of Equity Markets at Merrill

Lynch and therefore brings an excellent

understanding of the international wholesale

and institutional channels in which the

Company operates.

Previous appointments

Suzy started her career in investment

management as an analyst before moving into

sales and marketing. Suzy was Global Head of

Distribution at J O Hambro Capital Management

until 2020 and had previously been Managing

Director of Equity Markets at Merrill Lynch.

Current external appointments

Suzy is currently Senior Independent Director

of Witan Investment Trust plc, a Non-Executive

Director of ISIO, a Non-Executive Director

of LV= where she chairs the investment

committee, and is a trustee of the

Prince’s Trust.

Appointed

Independent Non-Executive Director

in July 2016

Committees

Member of the Audit and Risk Committee

Member of the Nomination Committee

Member of the Remuneration Committee

Skills and experience

Karl brings some 30 years’ international

experience in the investment industry

gained through both executive and

non-executive roles.

Previous appointments

Karl was a founding Partner of institutional asset

manager Oxford Investment Partners, which

was bought by Towers Watson in 2013. Prior to

that, he held a number of positions at Morgan

Grenfell/Deutsche Asset Management between

1992 and 2004 including Chief Investment

Officer for London, Australia, Europe and the

Asia Pacific. Since 2006 he has developed his

Non-Executive Director career, with a focus on

investment management and the investment

trust sector in particular. From 2010 to 2015 he

was a Non-Executive Director of Friends Life

Group plc where he was Chair of the

Investment Oversight Committee. Karl was

Chair of JPMorgan Income & Growth

Investment Trust plc until November 2016.

Current external appointments

Karl is Chair of Monks Investment Trust plc

and Clipstone Industrial Reit plc and a Non-

Executive Director of Herald Investment

Trust plc and Howard de Walden Estates.

Appointed

Senior Independent Director in May 2021

Independent Non-Executive Director in

October 2017

Committees

Member of the Nomination Committee

Chair of the Remuneration Committee

Skills and experience

Roger has considerable knowledge of the

asset management business with over 30 years’

experience in the industry having served as a

fund manager, senior executive, Non-Executive

Director and Chair. Having led two global

investment managers, Roger also brings

significant understanding of international

business management to the Board.

Previous appointments

Roger started his career at GT Management in

1981 and subsequently held positions at Morgan

Grenfell and Invesco as Chief Investment

Officer. He was appointed Chief Executive

Officer of Henderson Group plc in 1999 and led

the company for a decade. Most recently Roger

was a Non-Executive Director of IG Group Ltd,

Chair of Electra Private Equity plc and Chair

of Pioneer Global Asset Management S.p.A.

He was also a Non-Executive Director

of JPMorgan Elect plc from 2008 to 2018.

Current external appointments

Roger is the Senior Independent Director

of St James’s Place plc where he chairs the

Remuneration Committee, Senior Independent

Director at Mitie Group plc and Chair of

The Biotech Growth Trust plc.

SUZY NEUBERT KARL STERNBERG ROGER YATES

Member of Audit and Risk Committee Member of Remuneration Committee

Member of Nomination Committee Denotes Chair of Committee

79Jupiter Fund Management plc Annual Report and Accounts 2022

EXECUTIVE COMMITTEE

PAULA MOORE

Chief Operating Officer

WARREN TONKINSON

Global Head of Distribution

MATTHEW BEESLEY

Chief Executive Officer and Chair of the Executive Committee

Responsible for the strategic development of the Group and for the management of the overall

business. See page 77 for Matthew’s full biography.

Responsible for financial management, capital management, tax, investor relations, procurement, HR,

risk and compliance. See page 78 for Wayne’s full biography.

Paula joined Jupiter in 1997 and has held many senior roles within the Group. Paula qualified as a

chartered accountant and has over twenty years’ experience in the financial services industry. Her

earlier career included roles at EY LLP (EY), Apax Partners and PFM Group (a wealth manager). Paula is

the Chief Operating Officer and is responsible for the Group’s day-to-day operations including all

fund operations, IT and facilities teams.

Warren joined Jupiter in July 2020 as Managing Director – Distribution from Merian Global Investors

where he was Global Head of Distribution. Prior to this, Warren was Head of Distribution for Old

Mutual Global Investors and Managing Director at UBS Global Asset Management. Warren is

responsible for the distribution of all of Jupiter’s products, which includes management of the

distribution, marketing and communication teams.

WAYNE MEPHAM

Chief Financial Officer

80 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Executive Committee

GOVERNANCE FRAMEWORK

The Board has an effective governance framework in place to help promote the success of the Company for

the benefit of all its stakeholders. The day-to-day management of the Group is delegated to the Chief

Executive Officer, with exception of the matters specifically reserved for the Board’s decision. An overview of

the governance framework and key roles and responsibilities is detailed below.

* The roles of Chair, Chief Executive Officer and Senior Independent Director are clearly defined in writing, approved by the Board and available on the Company's website at

www.jupiteram.com.

Board governance framework

Schedule of matters reserved

• Establishing the Group’s commercial objectives and strategy

• Setting the Group’s purpose, culture and values

• Approving significant capital projects, expenditure and borrowings

• Overseeing the Group’s operations and management, and maintaining

an effective system of internal controls and risk management

• Setting the annual budget

• Approving the capital allocation, dividend payments and

other uses of capital

• Overseeing financial reporting, including approving the Annual Report

and Accounts and interim financial statements

• Ensuring adequate succession planning, including agreeing Board and

other senior appointments and the appointment or removal of the

Company Secretary

• Deciding major acquisitions, disposals and investments

The full schedule of matters reserved for the Board can be found on our

website at www.jupiteram.com.

Board

Audit and Risk Committee

• Board Committee comprises three

independent Non-Executive Directors

• Responsible for overseeing financial reporting,

risk management and internal control

framework, compliance and external and

internal audit

• Read how we are delivering our priorities

from page 99

Non-Executive

Chair*

• Leads the Board, ensuring its

effective discharge of duties

• Ensures effective governance

• Engages with stakeholders and

ensures their views are

understood by the Board

and decisions consider

their interests

Chief Executive

Officer*

• Proposes the strategy and

ensures its execution

• Runs the business within the

delegated authorities, risk

management and internal

control frameworks

• Builds and maintains an

effective management team

Chief Financial

Officer

• All aspects of financial and

capital reporting and the

integrity thereof

• Supports the CEO in the

execution of the strategy

• Responsible for Finance, HR,

Investor Relations,

Procurement, Risk and

Compliance

Senior Independent

Director*

• Sounding board for the Chair

• Leads the Chair’s performance

appraisal and succession

• Available to shareholders and

Board members, should they

have concerns not resolved

through normal channels

Independent Non-

Executive Directors

• Contribute to and

constructively challenge

management on the

development and

implementation of

the strategy

• In conjunction

with management,

establish the Board’s risk

appetite and monitor the

control framework

• Constitute the Board’s

governance committees

Remuneration Committee

• Board Committee comprises three

independent Non-Executive Directors and

the Chair of the Board, who was independent

on appointment

• Responsible for overseeing the remuneration

of Executive Directors, senior management

and Group-wide remuneration policies

• Read how we are delivering our priorities

from page 112

Nomination Committee

• Board Committee comprises all independent

Non-Executive Directors and is chaired by the

Chair of the Board

• Recommends changes to the structure of the

Board, oversees succession planning for the

Board and senior management, and talent and

diversity policies across Jupiter

• Read how we are delivering our priorities

from page 94

Senior Management Team

• Comprised of the Executive Committee and senior managers from key areas

of the business

• Supports the Executive Committee with the effective implementation of the

Group’s strategy and appropriate deployment of resources, including oversight

of all business and regulatory projects

Executive Committee

• Operates under the authority and direction of the Chief Executive Officer

• Responsible for the operational and financial performance of the Group

• Formulates strategy and agrees business plans, budgets, policies and

procedures for the day-to-day management of the Group

• The Executive Committee has delegated certain authorities to a number of

operating Committees under the Group’s governance framework

81Jupiter Fund Management plc Annual Report and Accounts 2022

Governance framework

BOARD ACTIVITIES

In addition to the five scheduled meetings the Board held five additional

meetings, which were convened to consider certain matters which were

urgent or needed consideration before the next scheduled Board meeting.

The Board also held a strategy off-site, over a day and a half, which was

attended by all Directors and members of the executive team. Chris Parkin

was unable to make two meetings, one of which was scheduled at short

notice to consider the FCA’s new consumer duty. Chris read all papers and

fed any comments directly into the Chair. Wayne Mepham was also

unable to attend the meeting to consider consumer duty, but as Chair of

the Group’s regulated investment management entity he had already

reviewed and challenged the Group’s plans in this regard.

A Board briefing session is held on the day or so before a Board meeting

and these sessions are designed to assist with Director training and

knowledge of the business and further information can be found within

the Director Training and Induction section on pages 90 to 91.

The Chair has held meetings with just the Non-Executive Directors, some

of which included the CEO. The Senior Independent Director has also met

with other Directors to evaluate the Chair’s performance.

Individual Non-Executive Directors have also met with senior members of

management on an individual basis. This engagement has been supported

by the Company’s Non-Executive Director pairing system, under which

historically each Non-Executive Director has been paired with a member

of the Executive Committee. Each pairing held between 4-6 meetings per

annum and the scheme was designed to give the Non-Executive Directors

greater understanding of the relevant business unit and help the

Executives to gain a better of understanding of the Board and its

objectives/views.

With effect from 2023, it has been agreed that the pairing system will be

expanded to SMT members. Under the new scheme each Non-Executive

Director will be paired with 2-3 members of the SMT and will meet with

each SMT member at least twice per year.

Director Meetings attended

Nichola Pease 10/10

Matthew Beesley

4/4

David Cruickshank 10/10

Andrew Formica

8/8

Chris Parkin 8/10

Wayne Mepham 9/10

Dale Murray 10/10

Suzy Neubert

8/8

Karl Sternberg 10/10

Polly Williams

3/3

Roger Yates 10/10

1. Matthew Beesley was appointed a Director on 28 June 2022 and as CEO on

1 October 2022.

2. Andrew Formica stepped down from the Board and as CEO with effect from

1 October 2022.

3. Suzy Neubert was appointed a Non-Executive Director with effect from 1 March 2022.

4. Polly Williams stepped down from the Board and as Chair of the Audit and Risk

Committee with effect from 11 May 2022.

At each meeting, the Board receive an update from the CEO, CFO, Heads

of Investment Management (previously from the Chief Investment

Officer), Head of Distribution and COO, which considers the performance

of the relevant business area and any key areas of focus. Various members

of the firm’s senior management team attend part or all, of the Board

meetings, and this includes the General Counsel who attends all meetings

to advise on legal and regulatory considerations. The CEO also provides

regular updates to the Board members outside of the formal meeting

schedule on developments within the business and any matters to raise to

the Board’s attention.

The principal Board activities and outcomes undertaken during the year

are detailed in the table below, together with the strategic priorities,

principal risks and impacted stakeholder Groups.

Key

Link to strategic priorities

Increase scale

Decrease undue complexity

Broaden our appeal to clients

Deepen relationships with all stakeholders

Relevant stakeholder Group

Link to principal risks

Strategic risk

Market risk

Operational risks

Outsourcing and Supplier risk

Regulatory risk

Financial Crime risk

People risk

Technology and Information Security risk

Clients

People

Shareholders

Business partners and suppliers

Society

State and regulators

82 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Board activities

Item Outcomes

Link to core objectives

and principal risks Stakeholders

Strategy and Business Development

Strategy

development

• Attended a 1.5 day strategy review with deep dives on:

• Investment products, capabilities and profitability

• Distribution

• Capital policy

• Operational efficiency

• Culture, morale and reward

• Worked with the incoming CEO to develop and refocus

strategic priorities.

Sustainability

See page 38 for

further information.

• Received updates on the progress against the Group’s

sustainability strategy. This included progress against the project

to align the Group’s product range to net zero.

• Reviewed commitments and plans under the Finance for

Biodiversity Pledge which commits us to working to improve

ocean biodiversity.

• Received updates on the implementation of SFDR.

• Reviewed the approach to managing the risk of modern slavery

occurring within the firm, its supply chain or within companies the

Group’s funds are invested in and approved the Modern Slavery

and Human Trafficking Statement. The improvements in the

processes resulting from the enhancements to the supplier

management framework were noted.

Product

rationalisation

• Approved the plans to rationalise the firm’s fund range with

a number of mergers, closures, and repositionings proposed,

to ensure an efficient fund range suitable for client needs.

Market

Intelligence,

Client Trends and

Peer Analysis

• Considered six key trends within the industry as detailed below

and the impact on Jupiter including potential challenges and

opportunities.

• Client macro views

• Product trends

• ESG

• Institutional

• Pricing

• Consolidation

• Reviewed the UK and cross-border competitor landscape and

undertook deep-dive reviews of peer firms including product

ranges and operating models.

Distribution

• Reviewed the Group’s distribution strategy, by region and

individual offices, including information on client relationships,

people, resource deployment, contribution and growth plans.

• Received updates from the Institutional business team, including

an overview of the newly formed team, client and consultant

relationships. The good progress in this key strategic area over the

last year and the forecasts for future growth were noted.

Product

development

• Reviewed and agreed the launch of five new thematic funds.

• Agreed a strategic list of funds which have been identified by

management as drivers for growth.

• Reviewed and challenged potential new product structures and

the development of capabilities for the management of new

asset classes.

83Jupiter Fund Management plc Annual Report and Accounts 2022

Item Outcomes

Link to core objectives

and principal risks Stakeholders

Strategy and Business Development

Target

operating model

• Reviewed the Group’s current and target operating model, including

against peers, challenged areas identified for investment and tested

implementation plans. It was agreed that regular updates on this

project be provided to the Board throughout 2023.

• The Board agreed the priorities to enhance the firm’s use of

technology, increase automation and drive improvements to data

governance and the Group’s client and management reporting.

Capital and

Dividend Policy

• Considered, challenged and approved a revised capital allocation

and dividend policy (further information on page 28).

• Approved a share repurchase programme in the amount of £10m

and a further £16m share repurchase programme announced.

• Approved an increase in the Group’s seed capital limit to £200m.

• Approved full year and interim dividends.

Performance

Monitored

financial

performance and

capital position

• Ongoing monitoring of financial performance including revenue,

profit and cost forecasts against budget and KPIs, and considered

performance against market consensus.

• Monitored forecast liquidity and regulatory capital surplus to

ensure it remained within the Board’s risk tolerance.

• Considered the impact of the Group’s cost reduction programme

and monitored the anticipated outcomes.

• Received updates on the Group’s seed portfolio and performance

of associated hedging and forward contracts.

Investment

performance

• Regular review of investment performance across all fund ranges

and investment trusts and assessed funds against expected

performance outcomes in light of the market environment.

• Received presentations from a range of fund managers on their

fund, growth strategy and key challenges and opportunities.

2023 budget and

five-year financial

plan

• Challenged and approved the 2023 budget and five-year financial

plan, having reviewed the underlying assumptions for net flows,

market growth, the macro environment, revenue margins, costs

including investment for growth and various scenario analysis.

Branding

• Considered Jupiter’s current brand profile and the impact of

recent developments within the business.

• Considered the project to review and establish Jupiter’s core

brand identity and ensure this was embedded across the business.

Cost reduction

programme

• Reviewed and challenged management’s plans for a cost reduction

programme which included decreased external expenditure and a

redundancy programme.

• The Board emphasised the key principles of the scheme to

remove complexity where possible, whilst ensuring no impacts to

clients or the Group’s risk profile.

• Considered implications for employees and wider stakeholders,

together with the wider macro picture and implications of

market downturns.

• Discussed the Board’s duties to promote the success of the

Company and approved the cost reduction programme.

84 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Board activities continued

Item Outcomes

Link to core objectives

and principal risks Stakeholders

People and Culture

Culture

• Assessed and monitored culture through regular updates from the

CEO, reviewing the Group’s culture dashboard, which includes

metrics on employee turnover, compulsory training, conduct risk

incidents, phishing tests and engagement results, amongst others.

• Considered employee survey results and resulting action plans and

employee direct engagement (as below).

• Dedicated culture and people updates from the HR Director, with

a focus on the level of change across this business.

• Reviewed the outcome of the project to develop specific

behaviours under Jupiter’s cultural pillars.

Employee

engagement

• The Board engaged with the Chair of Connections, the Group’s

employee forum, to discuss employee views.

• Non-Executive Directors met privately with the Connections

Chair, and informally with senior managers and investment

managers across the business.

• Considered feedback from employees, following the Chair’s

meetings with senior employees across the business.

• The Board and management have proactively increased

engagement with employees throughout the period of change

across the organisation.

Diversity, Equity

and Inclusion

• The Board reviewed the plans to improve diversity across the

business and ensure an inclusive culture for our people and other

stakeholders. This included adoption of new and enhanced

policies to further support our people at key stages of their life

and career.

• The Board considered the diversity targets and progress thereon.

Employee

retention and

reward

• Considered the level of employee retention risk especially in light

of the wider market environment for talent.

• Reviewed changes made to the Group’s employee reward

structure, as approved by the Remuneration Committee, designed

to improve staff retention and increase transparency.

CEO succession

• Approved the Group’s succession plan for the role of CEO and

the appointment of Matthew Beesley as CEO-designate.

• Oversight of CEO transition programme, which includes assistance

and support from third parties to help ensure a seamless transition

of responsibilities.

Board

appointment

• Approved the appointment of Suzy Neubert, a new Non-

Executive Director.

85Jupiter Fund Management plc Annual Report and Accounts 2022

Item Outcomes

Link to core objectives

and principal risks Stakeholders

Risk Management and Compliance

For further information see the Risk Management Report on page 66 and the Audit and Risk Committee Report on page 99.

Risk Appetite

Statement and

ERMF

• Reviews of the ERMF and related risk, control and compliance

processes were undertaken during the year. This included as a

result of the separation of the Risk and Compliance functions

where an assessment of our maturity, compared with other

firms, was undertaken.

• A number of enhancements were identified and changes were

approved. It is anticipated that further opportunities may be

identified next year, continuing to mitigate risks, as

recommendations arising from the reviews are integrated. Further

information is provided within the Audit and Risk Committee

section of this Annual Report and Accounts.

Principal and

Emerging Risks

• Discussed the principal and emerging risks and reviewed

and approved the risk management disclosures in the annual

and interim reports as recommended by the Audit and

Risk Committee.

Assessed

Effectiveness of

Internal Controls

• Reviewed the effectiveness of the internal control environment

including consideration of risk incidents, the output from the risk

and control self-assessment, compliance and internal audit findings.

• Reviews of certain control processes were undertaken during the

year, including of the overall review of the lines of defence and

the potential to enhance our control environment and mitigate

risk. The reviews identified a number of enhancements to the

control framework to strengthen and automate controls, with a

focus on investment management and compliance controls, the

implementation of which would be overseen by the Audit and

Risk Committee. Further information is provided within the Audit

and Risk Committee section from page 99.

Consumer Duty

• Received an update on the new regulations introduced by the FCA.

• Reviewed and challenged the Group’s plan and timetable for

implementation of the new requirements.

Cyber Security

Risk

• Explored the measures undertaken to protect the firm and its

stakeholders from cyber-attacks.

• Reviewed recent cyber incidents in the public domain and

analysed lessons which applied to Jupiter.

• Assessed the Group’s operational resilience after a cyber-attack,

including consideration of a cyber incident test undertaken in the

first half of the year.

86 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Board activities continued

Item Outcomes

Link to core objectives

and principal risks Stakeholders

Governance

Framework

• Approved changes to the governance framework including the

creation of the SMT, changes to the composition of the Executive

Committee, changes to our Risk and Compliance functions and

approval of various documentation to implement the changes.

Board Evaluation

See page 92 for

further information.

• Considered progress against areas identified for further

developments or as priorities in the 2021 evaluation.

• Reviewed the results from the 2022 annual Board evaluation and

agreed action plans.

Health and Safety

• Received an update on health and safety across the Group.

Tax Strategy

• Reviewed and approved changes to the Group’s tax strategy in

the annual review process and, additionally, a small number of

changes to achieve the Fair Tax Foundation accreditation.

Terms of

Reference

• Reviewed and approved terms of reference for the Board’s

key Committees.

External Reporting

For further information see the Audit and Risk Committee Report on page 99.

Annual Report

and Interim

Results

• Upon the recommendation of the Audit and Risk Committee

reviewed, challenged and approved the 2021 Annual Report and

Account and 2022 interim results.

• Reviewed analyst presentations for the full year, interim and Q3

trading update presentation.

Appointment of

Auditors

• In line with the audit tender undertaken last year, the Audit and

Risk Committee agreed to recommend to shareholders that EY be

appointed as the Group auditor at the 2023 AGM.

ICARA

• Received an update on the new requirements and how the Group

would address these.

• Reviewed, challenged and approved the Group’s ICARA, which

was the first time under the new FCA requirements.

87Jupiter Fund Management plc Annual Report and Accounts 2022

CONSIDERING STAKEHOLDERS

IN DECISION MAKING

Clients

How does the Board engage?

The Board has primarily delegated

responsibility for client engagement to

Senior Management and our Distribution

and Investment Management teams. At

each meeting the Board receives updates

from our Global Head of Distribution and

Heads of Investment Management

(previously the CIO) which includes

information on client engagement and

views. Since his appointment, Matthew

Beesley has met with a number of clients

across all of our jurisdictions and provided

feedback to the Board. We also receive

updates directly from our clients, who

attend and speak at Board briefings and

internal governance committees and

forums, where appropriate.

A client engagement survey was

undertaken in Q4 2022 and the results

thereof will be analysed and an action

plan developed in early 2023.

Shareholders

How does the Board engage?

Jupiter has a dedicated Investor

Relations department who are

responsible for running a programme

of shareholder events. Our CEO and CFO

provide Board representation at the

majority of shareholder meetings. We

have engaged with shareholders to seek

their views on our capital policy. Our

Chair engages with major shareholders

on governance matters and the Chair

of the Committees meets with

shareholders when appropriate

or requested.

All parties report back to the Board on

any shareholder engagement. All of the

Directors attend our AGM and last year

we were able to hold an in-person AGM

for the first time in two years due to the

Covid-19 restrictions. As per last year we

will be holding both a physical meeting

and live audiocast of the AGM to ensure

that people can listen and ask questions to

the Board both virtually and in-person.

People

How does the Board engage?

Jupiter has an established employee

forum ’Connections’, which is the

primary method of workforce

engagement. The Chair of Connections

meets with the Board, the Remuneration

Committee and separately with only the

Non-Executive Directors present. Our

CEO and HR Directors regularly attend

Connections meetings and the forum

also engages directly with the

Executive Committee.

During the year, due to the changes

across the organisation, the Chair,

individual Directors and the Board as a

whole, have increased communication

with employees, with a focus on more

informal engagement. Where

appropriate, the feedback provided is

discussed at Board meetings.

Since his appointment, Matthew Beesley

has engaged with people across the

business to seek their views and provide

updates on key matters impacting the

business, and has provided updates to

the Board as appropriate.

Section 172 of the Companies Act 2006 requires the Directors to act in the

way that they consider, in good faith, would be most likely to promote

the success of the Company for the benefit of its members as a whole,

and in doing so have regard (amongst other matters) to:

• The likely consequences of any decision in the long term;

• The interests of the Company’s employees;

• The need to foster the Company’s business relationships

with suppliers, customers and others;

• The impact of the Company’s operations on the community

and the environment; and

• The desirability of the Company maintaining a reputation for high

standards of business conduct and the need to act fairly as between

members of the Company.

The Company’s section 172 statement of compliance can be found on

page 53, together with an overview of our key stakeholders, their key

priorities, how we as a Company engage with them and the outcomes of

that engagement.

Details of how the Directors have fulfilled their duties can be found

throughout the Strategic and Governance reports on the following pages:

• The likely consequences of any decision in the long term –

pages 52 to 53, 82 and 89.

• The interests of the Company’s employees – pages 52, 56 to 62, 85, and

88 to 89.

• The need to foster the Company’s business relationships with suppliers,

customers and others – pages 34 to 35 and 38 to 54.

• The impact of the Company’s operations on the community

and the environment – pages 38 to 53.

• The desirability of the Company maintaining a reputation

for high standards of business conduct – pages 38 to 53, 64 and 65.

• The need to act fairly as between members of the Company –

pages 52 to 53 and 82 to 89.

88 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Considering stakeholders in decision making

How are stakeholder interests considered?

We believe that, in order to be managed and considered effectively,

stakeholder interests need to be embedded across all levels of the

organisation. This means that decisions taken below Board level also

consider the interests of our stakeholders and help to ensure the

appropriate escalation of stakeholder considerations through the Group’s

governance framework. Our culture, values, governance framework,

code of conduct and training all help to support this.

At a Board level, the Board considers and discusses information from

across the Group, and views of our stakeholders, to understand the impact

of its decisions.

Stakeholder considerations in our decision making

This includes regular reporting on the Group’s performance, key risks and

legal and regulatory compliance. Where decisions are taken, the impacts

on different stakeholders are clearly identified within Board papers and

discussed by the Board.

Stakeholders can have different and sometimes competing interests,

priorities and views, and these need to be balanced with each other and

within the wider duty of the Board to promote the long-term sustainable

success of the Company. Not all decisions can deliver the desired

outcomes for all stakeholders.

We have included information on some of the key decisions taken by the

Board during the year, and how stakeholder interests were considered.

Key Board decisions Key considerations Outcomes

Product

rationalisation

• Having a differentiated high-performing range of funds, in areas of

client demand, is critical to our business.

• A review was undertaken to optimise the fund range and reduce

complexity through a number of mergers, closures or repositioning

of funds.

• The impact on clients within those funds identified a need for change

and the need for clients to be treated fairly.

• Potential scenarios for loss of assets within the impacted funds and in

turn how this would impact profitability and returns for shareholders.

• Challenged and approved proposed

changes to the fund range with mergers,

closures or repositioning impacting

approximately one third of the fund range.

• Ensured an appropriate governance

framework was in place to review,

challenge and approve all of the necessary

changes, client communications and

engagement with regulators.

Cost reduction

programme

• The rapidly deteriorating macro environment and the impact on the

Group’s AUM, profitability and outlook.

• The need to promote the success of the Company and ensure a

sustainable business for the benefit of all stakeholders.

• Impacts on all employees, including those potentially being made

redundant, those being moved into new roles and those not directly

impacted by the change. The level of support offered to impacted

employees and a key focus was morale across the firm. Updates on

engagement with employees through the Connections forum.

• Views of clients and the need to ensure no deterioration in

client service.

• Potential implications for relationships with suppliers and other

key parties.

• Returns to shareholders.

• Approved a cost reduction programme.

As a result of this, and other related

management actions, fixed staff costs

for 2023 are £10m lower than we had

originally budgeted.

• Agreed the basis for redundancy payments

and the support offered to departing

employees. The Remuneration Committee

received more granular information by

impacted individuals.

• Emphasised the need to ensure no

detriment to client service or increase in

the risk profile of the firm.

Capital Policy

• The Group’s current progressive dividend policy and the need to

move to a more sustainable dividend.

• The benefits of increased flexibility to manage the firm’s capital

position, with flexibility to make further investments in the business

or return additional capital to shareholders.

• Views of our major shareholders on the Group’s capital policy and

the impact of the proposed changes, which would also impact our

employees, the majority of whom are shareholders.

• The Group’s current capital position, the level of regulatory capital

surplus and the impact of share repurchases on EPS.

• Approved a revised dividend policy,

further information on which can be

found on page 28.

• Announced an additional return of capital

to shareholders in the amount of £10m,

through a share repurchase programme

which completed in January 2023.

A further £16m share repurchase

programme announced and due

to commence later in 2023.

Link to strategic priorities

Relevant stakeholder group

Increase scale Decrease undue complexity Broaden our appeal to clients Deepen relationships with all stakeholders

Clients People Shareholders Business partners and suppliers Society State and regulators

89Jupiter Fund Management plc Annual Report and Accounts 2022

BOARD EFFECTIVENESS

Induction

A tailored induction programme is

provided to all new Non-Executive

Directors and is designed to

provide a thorough understanding

of the Group’s strategy, business,

operations, key stakeholders,

governance structure and

regulatory environment. During

the year one Board induction

programme was run for Suzy

Neubert who joined the Board

in March 2022. A summary of

the induction programme can

be found below.

Meeting Key topics for discussion

Chair Stakeholder’s views of Jupiter, the firm’s culture, recent key

decisions and strategic priorities for the Board.

Chair of the Remuneration Committee

and SID

An overview of the Group’s remuneration policies and structures,

recent decisions and actions of the Remuneration Committee and

key areas of focus for the Committee looking forward.

Chair of the Audit and Risk Committee An overview of the Group’s ERMF and three lines of defence

operating model. Recent decisions and actions of the Audit and

Risk Committee and key areas of focus for the Committee

looking forward.

Chief Executive Officer The Group’s culture, strategy, stakeholder views and recent and

future business developments.

Chief Financial Officer The Group’s financial performance, financial plans, investor

relations and recent developments across the CFO’s areas of

responsibility at the time.

Chief Operating Officer The Group’s operating model and recent business developments

and key priorities for the division.

Head of and Deputy Head of Distribution An overview of the Group’s distribution footprint, teams, key

clients and their views, and the recent flow picture.

HR Director Jupiter’s culture, remuneration structures, employee policies and

initiatives to drive improvements in DE&I and learning and

development initiatives across the business.

Head of Internal Audit Overview of the team and the culture across Jupiter, the

progress on the internal audit plan and recent audit findings

together with a summary of outstanding management actions.

Chief Investment Officer An overview of each of the Group’s investment strategies and

potential development thereof.

General Counsel (GC) and Company Secretary Overview of the GC’s role and teams including the Irish and

Luxembourg offices, the group structure, governance framework,

Board processes, AGM and major shareholders, including their

views on governance.

Chief Risk Officer Overview of the risk and compliance function, the ERMF and risk

appetite statement. Key recent projects and issues and an

overview of the compliance monitoring plan.

Head of Strategy and Corporate Development Group’s strategy and progress towards the strategic objectives,

including recent business developments and projects.

SUZY NEUBERT’S INDUCTION

Upon joining the Board Suzy was provided with a

comprehensive induction which included a series

of meetings with key stakeholders, as summarised

here. Due to the nature of the business, specific

site visits are not necessary and all meetings are

undertaken at the Group’s headquarters in London.

In addition to previous Board and Committee

minutes and packs, a tailored induction pack was

provided to Suzy. This included an overview from

each key business area, financial plans and budgets,

organisational and structural charts, the risk

appetite statement and the ERMF, overview of the

firm’s top shareholders and their views, the Group’s

remuneration polices and various governance

related documents.

90 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Board effectiveness

CEO Transition

Matthew Beesley joined Jupiter in January 2022 as the Group’s CIO and a

member of the Executive Committee. During his time as CIO, Matthew

developed a deep understanding of the business, our people and other

key stakeholders.

A handover in accordance with the FCA’s SMCR requirements progressed

smoothly and a support framework has been built for Matthew, facilitated

by a third party, Russell Reynolds, who also advised on the succession plan.

Matthew has met with staff, key clients and business partners in a number

of different jurisdictions. He has engaged with and sought views from our

major shareholders and holds regular meetings with all Board members.

Training

Directors receive training and education through external courses

and also through the Board briefing sessions held before each meeting.

The briefing sessions include a mix of internal and external experts and,

during 2022, the following sessions have been held:

• Presentation from a FinTech/disruptor CEO

• Presentations from our investment managers on their funds and

market developments

• An overview of the FCA’s new Consumer Duty

• The new ICARA process and industry practice from external advisors

• Industry views from investment consultants

• Corporate brokers on the industry, key trends, shareholders views

and defence

• Presentation from investment consultants

All Directors have access to the services of the Company Secretary,

who advises the Board on governance matters, and the Board is able

to obtain independent advice, at the Company’s expense, where this

is necessary to discharge their duties effectively.

Meeting Key topics for discussion

Chair Stakeholder’s views of Jupiter, the firm’s culture, recent key

decisions and strategic priorities for the Board.

Chair of the Remuneration Committee

and SID

An overview of the Group’s remuneration policies and structures,

recent decisions and actions of the Remuneration Committee and

key areas of focus for the Committee looking forward.

Chair of the Audit and Risk Committee An overview of the Group’s ERMF and three lines of defence

operating model. Recent decisions and actions of the Audit and

Risk Committee and key areas of focus for the Committee

looking forward.

Chief Executive Officer The Group’s culture, strategy, stakeholder views and recent and

future business developments.

Chief Financial Officer The Group’s financial performance, financial plans, investor

relations and recent developments across the CFO’s areas of

responsibility at the time.

Chief Operating Officer The Group’s operating model and recent business developments

and key priorities for the division.

Head of and Deputy Head of Distribution An overview of the Group’s distribution footprint, teams, key

clients and their views, and the recent flow picture.

HR Director Jupiter’s culture, remuneration structures, employee policies and

initiatives to drive improvements in DE&I and learning and

development initiatives across the business.

Head of Internal Audit Overview of the team and the culture across Jupiter, the

progress on the internal audit plan and recent audit findings

together with a summary of outstanding management actions.

Chief Investment Officer An overview of each of the Group’s investment strategies and

potential development thereof.

General Counsel (GC) and Company Secretary Overview of the GC’s role and teams including the Irish and

Luxembourg offices, the group structure, governance framework,

Board processes, AGM and major shareholders, including their

views on governance.

Chief Risk Officer Overview of the risk and compliance function, the ERMF and risk

appetite statement. Key recent projects and issues and an

overview of the compliance monitoring plan.

Head of Strategy and Corporate Development Group’s strategy and progress towards the strategic objectives,

including recent business developments and projects.

91Jupiter Fund Management plc Annual Report and Accounts 2022

BOARD EVALUATION

In line with the provisions of the Code, the Board undertakes an annual evaluation every year

and every third year this is facilitated by an external evaluator; this year’s Board evaluation

was undertaken internally. The Board approved the use of the BoardClic evaluation system

which contains fully customisable best practice questionnaires and also enables benchmarking

against other firms within the same market. The diagram below provides details of the process

followed for the 2022 evaluation.

Design

Responses

Review

Reporting

1-2-1 meetings

• The Company Secretary tailored the evaluation questionnaires, within the BoardClic system, for the Board, its

Committees and individual Directors, which were then agreed by the relevant Chairs. The questionnaires are

based on best practice and were tailored to include:

• Specific questions on projects undertaken during the year, to evaluate the effectiveness of Board decision

making and management of the projects, and to identify areas where improvements could be made

going forward.

• Actions arising from previous evaluations.

• Lessons learnt throughout the year.

• Directors’ views on how we can improve Board effectiveness and the key areas of focus for 2023.

• Each Director was requested to complete the questionnaires for the Board, a peer review and, if appropriate

each Board Committee they attended.

• In addition to scoring the Board on a scale of 1-7, Directors were asked to prioritise three questions from each

section to help draw out the most important areas of focus.

• A number of free text questions were asked throughout the evaluation which required Directors to include

details of their views and suggestions for improvement, which helps to provide more comprehensive feedback.

• The BoardClic system generates reports on a completely unattributed basis and these were reviewed with the Chair.

• The full reports and summaries thereof, including potential actions to address the items raised within the

evaluation process, were prepared and circulated to each Board/Committee as appropriate.

• Reports on the outcome of the Board and Committee evaluations were discussed at the respective Board and

Committee meetings in December. Areas of improvement and focus were agreed.

• The Chair met with Directors individually to discuss the evaluation and their individual contribution and

performance. The SID met with the Chair to discuss her performance.

Governance •

92 Jupiter Fund Management plc Annual Report and Accounts 2022

Board evaluation

2021 priorities 2022 status

Ensure rolling agendas have sufficient

flexibility and that the objective and

required outcome of the agenda item

is clear.

• There has been much more flexibility in the rolling agendas to allow sufficient time to address a

number of business imperative issues and projects which have arisen during the year.

• The executive summary details the output required from the Board.

Update investment manager

presentations to include further

information on the fund’s business

plan and required resources.

• Presentations have been drafted from a more strategic viewpoint with a focus on how to grow the

strategy and potential challenges and opportunities.

• A new template for investment manager presentations has been developed to help drive a more

strategic approach and ensure consistency of reporting.

Improve data being sent to the Board

on client flows, peer and industry and

risk management.

• Distribution have provided the Board with more in-depth reviews, market data and industry flows and

there have been several deep-dive topics on various elements of Distribution.

• There has been increased consideration of industry practice across peer firms.

• Whilst there has been a number of improvements to the risk management framework, risk reporting

continues to be an area of focus. The enhancements will be driven by the Group’s new Head of Risk.

Ensure an appropriate delineation

between Board briefings and meetings and

increase the amount of external expertise

brought into Board briefings/meetings.

• The first half of the year saw an improvement in both the delineation between Board briefings and

meetings and increased external expertise as detailed on page 91. However, this progress decreased in

the second half of the year, as there has been an increased use of Board briefings for business

proposals and updates, as additional time has been required to address immediate business priorities

throughout the year.

Review process for

employment engagement.

• This was deferred due to the changes across the business but it is proposed that this be undertaken in 2023.

2022 evaluation conclusions

The evaluation process, as detailed on page 92, demonstrated that the

Board had operated effectively during the year and had the requisite skills

and experience to discharge its duties. The evaluation was split into a

number of categories which are detailed below, together with a summary

of key findings for each section.

Value creation and strategy: Areas identified as high priority by the Board,

such as the quality of strategic discussions and contribution to strategy,

scored strongly. Areas of interest were primarily related to value creation

and innovation. Board members had a strong consensus on the Group’s

strategic priorities going forward but expressed wider ranging views on

the key challenges.

Board, agenda and meetings: This area scored highly especially in areas

such as the exploration of all Board members’ views before decision making,

quality and timeliness of papers and support provided to the Board. The

evaluation identified the need for enhanced oversight of strategic execution,

whilst the revised management and governance structures were embedded.

Talent and culture: The key area of interest identified related to the firm’s

ability to attract and retain talent, in light of the wider demand for talent

and the macro environment. This was identified as a key priority for 2023.

Areas such as understanding the implications of the reward packages for

staff and alignment on core strategic priorities between management

and the Board, were commended.

Board composition and dynamics: This area scored well and the Board

agreed that the Board composition was appropriate in light of the size of

the business with a good balance of independence.

Information reporting and risk management: Particularly commended was

the engagement between Board meetings, with regular updates to the Board

from the CEO and discussions with senior management. The key area of

interest related to the monitoring of business risks in our operations,

especially in light of the fast-pace of change in the macro environment.

Committees: All of the Board’s Committees were considered to perform

strongly and deliver against their terms of reference. There was positive

feedback on the engagement and updates provided to the Board by each

Committee Chair.

Performance (which requested assessment and feedback on a number of

projects undertaken during the year): The Board provided positive

feedback on the execution of specific projects during the year and the

level of engagement and information provided on the development of

each. The Board highlighted the importance of the pace of execution and

ensuring an agile organisation.

The following areas were identified for further focus in 2023

to improve Board effectiveness:

• Build in additional CEO sessions with the Board prior to Board meetings.

• Enhanced oversight of strategic execution whilst the revised

management and governance structures were embedded.

• Arrange sessions for Board members to share external experience,

lessons learnt etc.

• Improve engagement with employees, both formal and informal and

improve understanding of both employee views, but also employees’

understanding of the role of the Board.

The following items were identified as key priorities for the

Board during 2023:

• Culture and talent retention.

• Implementation of the target operating model and leveraging

automation throughout the business, which would help to

drive innovation.

• Continual focus on the product range and suitability for clients.

• Stakeholder views and brand development to deepen relationships with

our stakeholders.

• Continued focus on the organisational structure, to reduce undue

complexity and appropriately manage the cost base.

93Jupiter Fund Management plc Annual Report and Accounts 2022

NOMINATION

COMMITTEE REPORT

“We believe a diverse

workforce leads to more

innovation, better decision

making and an enhanced ability

to connect with our clients and

other stakeholders.”

NICHOLA PEASE

CHAIR

Committee members and regular attendees

During the year, the Committee held four meetings, three of these

were scheduled meetings and one further meeting was convened in

order to consider matters relating to Board appointments.

The Committee members also met informally and with other Directors

to discuss changes within the business.

Meetings Meetings attended

David Cruickshank 4/4

Dale Murray 4/4

Karl Sternberg 4/4

Nichola Pease 4/4

Polly Williams

2/2

Roger Yates 4/4

Suzy Neubert

3/3

1. Polly Williams stepped down from the Board and Committee on 11 May 2022.

2. Suzy Neubert was appointed to the Board and Committee on 1 March 2022.

All of the independent Non-Executive Directors are members

of the Nomination Committee and the Chair of the Board also chairs

the Nomination Committee, except where their succession is being

considered. The CEO and HR Director are invited to attend Committee

meetings where appropriate and to facilitate informed debate.

Committee’s key responsibilities

• Keep the composition of the Board and its Committees under review

to ensure a correct balance of skills, knowledge, experience and

diversity is in place.

• Lead the search and selection process for new Board appointments,

including identifying the skills and experience required.

• Oversee succession planning for Directors and Senior Executives.

• Review the Company’s policies and practices for talent management,

development and diversity.

• Consider each Director’s performance and continuing contribution,

including the review of their external time commitments and,

when appropriate, recommending their re-election to shareholders.

• Consider and, if appropriate, approve potential additional external

appointments and conflicts of interest.

A full copy of the Committee’s terms of reference, which are reviewed

by the Committee and approved by the Board on an annual basis,

can be found at www.jupiteram.com.

94 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Nomination Committee report

to enhance our offering to a more diverse workforce and have worked

with partners to help improve diversity both within Jupiter and across the

industry. This includes partnerships with Investment20/20, Return Hub and

Arrival Education.

Board diversity

This year we have chosen to report our diversity in accordance with the

new listing rule requirements, which are applicable from the next annual

reporting cycle. Our diversity disclosure tables can be found on pages 60

and 61 and the Board’s diversity policy can be found within the box below.

The new listing rule requirements detail three targets for the Board; that

40% of the individuals on the Board are women; that at least one senior

Board position is held by a woman and that at least one individual on the

Board is from a minority ethnic background. As at 31 December 2022 we

have achieved two of the three targets, however currently 33% of Jupiter’s

Board is comprised of women, which is below the 40% target. This will

increase to 37.5% when Chris Parkin steps down from the Board in May.

This report provides an overview of the current Board composition

and provides insights into the work of the Committee during the year,

together with a summary of the Committee’s evaluation.

NICHOLA PEASE

Chair of the Nomination Committee

BOARD DIVERSITY

Policy statement

A culture which is inclusive and supports diversity is essential

to the long-term success of our business and better enables us

to respond to our stakeholder needs. We understand that a diverse

Board brings a broad range of perspectives, insights and challenge

which supports sound decision making. The Board sets the tone for

inclusion and diversity across the business and we believe in having

a diverse leadership team and an open and inclusive culture.

We believe a truly diverse Board will include and make good use

of differences in the skills, experience, background, race, gender,

disability, sexuality and other distinctions between Directors.

These differences will be considered in determining the optimum

composition of the Board and when possible should be balanced

appropriately. All Board appointments are made on merit, in the

context of the skills, experience, independence and knowledge

which the Board as a whole requires to be effective.

Implementation

In reviewing Board composition, the Nomination Committee will

consider the benefits of all aspects of diversity in order to enable

the Board to discharge its duties and responsibilities effectively.

In identifying suitable candidates for appointment to the

Board, the Committee will consider candidates on merit against

objective criteria and with due regard for the benefits of

diversity on the Board.

As part of the annual performance evaluation of the effectiveness

of the Board, Board Committees and individual Directors, the Board

will consider the balance of skills, experience and independence

and the diversity representation of the Board, how the Board works

together as a unit, and other factors relevant to its effectiveness.

Dear Stakeholder

Board changes

One of the most important roles of the Board is to appoint and oversee

the Group’s CEO. This year the Committee, and the Board, have overseen

and executed the succession plans for this key role. In June, we announced

that Andrew Formica was to retire from his role as CEO and step down

from the Board effective 1 October 2022, to be replaced with the Group’s

CIO Matthew Beesley. Matthew joined the Board on 28 June 2022 and was

appointed Group CEO effective 1 October 2022.

The Committee oversees succession planning for Board and senior

management roles and keeps under review both internal and external

candidates for Board leadership roles. Russell Reynolds (‘RR’) had been

engaged to assist in longer-term succession planning for the CEO role and, as

part of this, had undertaken an extensive review of the market, together with

an assessment of both internal and external candidates. The Committee has

been strengthening the pipeline of internal talent, which included the

appointment of Matthew as CIO from January 2022, to help with succession

planning across the organisation. Matthew made a significant impact across

the business in this role and brought a huge amount of energy, leadership

skills, strategic insights and an unwavering focus on client outcomes. His

understanding of the business and vision for the future made it clear he was

the right person to succeed the CEO role, which was agreed by the Board. RR

has also been engaged to provide CEO transition and coaching services, as

part of the succession planning, but have no further connections with the

Company. RR are a signatory to the voluntary code of conduct for executive

search firms. We are delighted with Matthew’s appointment and his strong

start to the role.

As discussed in last year’s report, Suzy Neubert was appointed as

a Non-Executive Director with effect from 1 March 2022 and details

of her induction programme can be found on pages 90 to 91. Polly Williams,

who had served as a Director for eight years, stepped down from the Board

at the conclusion of the 2022 AGM. There have been no further Board

changes during the year. Chris Parkin will not be seeking re-election at

the 2023 AGM and will step down from the Board at the conclusion of

the meeting.

Senior management

Since Matthew’s appointment, the Non-Executive Directors met with the

CEO on a number of occasions to discuss changes to the composition of

the Executive Committee and senior leadership across the organisation. It

was agreed that the composition of the Executive Committee be reduced

to the CEO, CFO, COO and Global Head of Distribution. In addition, the

SMT was established, comprising 16 senior executives, including members

of the Executive Committee, from key areas of the business. The role of

the SMT is to support the Executive Committee in the effective and

efficient execution of the Group’s strategy.

Diversity, Equity and Inclusion

At Jupiter we pride ourselves on having an inclusive culture and we consider

diversity in its widest sense including gender, ethnicity, disability, sexuality,

background and experiences. We believe a diverse workforce leads to more

innovation, better decision making and an enhanced ability to connect with

our clients and other stakeholders. We are committed to promoting diversity,

equity and inclusion and we have overseen initiatives to improve diversity

across the organisation and ensure we have an inclusive culture for all of our

employees. We recognise that diversity across Jupiter, and indeed the

industry, needs to be improved and we are taking action to drive progress in

this key area. During the year we have strengthened and enhanced co-

ordination between our employee network groups, introduced new policies

95Jupiter Fund Management plc Annual Report and Accounts 2022

BOARD COMPOSITION AS AT 31 DECEMBER 2022

Independence EthnicityGender

Board experience

EXECUTIVE COMMITTEE COMPOSITION

AS AT 31 DECEMBER 2022

SMT COMPOSITION AS AT

31 DECEMBER 2022

Gender Ethnicity EthnicityGender

Chair and Non-Executive tenure

2.5

2.8

6.5

5.2

0.8

1.5

1.3

■

Suzy Neubert

■

Dale Murray

■

David Cruickshank

■ Chris Parkin

■ Nichola Pease

■ Roger Yates

■ Karl Sternberg

■ Independent Non-

Executive Directors

■ Non-Executive

Directors

■ Executive

Directors

■ Chair

■ Female

■ Male

■ Mixed ethnicity

■ White British

■ Mixed ethnicity 1

■ White British 8

■

Female

■

Male

■

White British 4

■

Female 5

■

Male 11

■

White British

■

White Other

■

Asian/Asian British

■

Mixed/Multiple Ethnic Groups

■

Prefer not to say

Accounting

Distribution

Risk

ESG

Investment

management

People

Regulatory

Strategy

Technology

100%

78%

11%

100%

78%

22%

33%

11%

96 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Nomination Committee report continued

Key activities during the year

• Worked with the wider Board, where appropriate, to execute on the

Group’s succession plans for the CEO role.

• Reviewed succession plans for investment management teams

and senior managers across the business, including a comprehensive

talent mapping exercise.

• Reviewed the Board skills, experience and knowledge, and assessed

the composition of the Board and its Committees.

• Assessed the contribution, independence and performance

of Directors and recommended to shareholders their election

or re-election to the Board.

• Engaged with the newly appointed CEO on proposed changes to the

Executive Committee and creation of the SMT.

Board and Committee composition

The Committee reviewed the composition of the Board and its

Committees during the year, focusing on the skills, experience and

diversity of the Directors and taking into account all relevant governance

requirements, best practice and the views of shareholders. The Committee

considered the skills matrix and sought input from the newly appointed

CEO, to establish if there were any further skills he would like to be able

to leverage at a Board level. It was agreed that the size, composition and

skills of the Board and its Committees was appropriate for the business,

however any future Board recruitment processes should consider the

need to broaden the Board’s technology expertise.

Succession planning

There have been a number of enhancements to the succession planning

process, with improved talent mapping across all levels of the business.

This has helped the Committee develop a better understanding of the

depth of the firm’s talent and to better target learning, development

and retention tools, to ensure a suitable breadth and depth of talent

across the organisation. Due to the recent organisational changes,

updated succession plans will be a key item for the Committee’s

consideration in 2023.

Directors’ external commitments

A schedule of Directors’ external appointments, which includes details of

the time commitments to those roles, is reviewed by the Committee to

ensure all Directors can commit sufficient time to their duties. This

includes consideration of the need for Directors to have sufficient

capacity to be able to address non-standard business situations arising in

different roles at the same time, which could increase the time

requirements of the Director. Any significant new appointments are

required to be approved by the Committee. The Committee is satisfied

that all Directors have sufficient time to dedicate to their duties and have

clearly demonstrated this throughout the year.

Director re-election

In line with governance requirements and the Company’s Articles of

Association, all Directors stand for annual re-election at the Company’s

AGM. Each Director’s performance, including the results of the annual

Board evaluation, and independence is considered by the Committee,

who recommend to the Board their re-election. In addition, a more

detailed review of each Director’s performance, contribution and

independence is undertaken when they are considered for re-appointment

after serving three and six-year terms.

This year the Committee also considered the results of the AGM where

the votes for the re-election of Dale Murray and Roger Yates, were just

under 80% in favour. The results were driven by our major shareholder,

who has stringent policies on the number of external mandates a Director

holds, which are beyond those of the leading proxy advisor guidelines.

Both Directors had 100% attendance records, were fully prepared for

all Board meetings, were very responsive to Jupiter business and,

outside of Board meetings, regularly engage with people across the firm.

The Committee also reviewed each Director’s external mandates and the

time commitments for each role. It was noted that Roger Yates will be

stepping down as a Director of St. James’s Place plc, where he also chairs

the Remuneration Committee, during the course of 2023. The Committee

also noted that of Dale Murray’s three other listed Company mandates,

two are listed overseas with differing year-end dates to Jupiter’s and

therefore have very different Board meeting and financial reporting annual

cycles. This means that these key periods of activity for Directors are

spread more evenly across the year in Dale’s portfolio. The Committee

recommended both Directors’ re-election and confirmed that they

continued to demonstrate their ability to dedicate sufficient time to their

duties and to make very valuable contributions to the Board and the

Company as a whole.

Conflicts of interest

The Company’s Articles of Association permit the Board to consider and

authorise situations where a Director has an actual or potential conflict

of interest in relation to the Group. The Board has a formal system to

record potential conflicts and, if appropriate, to authorise them. Conflicts

of interest are included as a standing agenda item at each Board and

Committee meeting. When authorising conflicts or potential conflicts of

interest, the Director concerned may not take part in the decision making.

97Jupiter Fund Management plc Annual Report and Accounts 2022

Committee evaluation

Details of the Board and Committee evaluation process can be found on page 92. The table below provides an update on the priorities identified in the

Committee’s 2021 evaluation and also a summary of the conclusions from the 2022 evaluation.

2021 priorities 2022 status

Succession planning at all levels and particular consideration

to be given to developing a strong diverse pipeline of talent

below the refreshed Executive Committee

• A number of enhancements have been made to talent mapping across

the organisation, which has helped drive improvements in the

succession planning process.

• Due to changes in the Executive Committee and the creation of the SMT

in the second half of 2022, this will be a focus of the Committee in 2023.

Keep under review Board and Executive Committee

dynamics given the level of change across the organisation

• 2022 has seen further changes across the Board and Executive

Committee and ongoing dynamics will continue to be monitored

including with the newly created SMT.

Initiatives to improve diversity and inclusion across all levels

of the organisation and industry

• This has been an area of focus, with a number of new initiatives and

partnerships being launched during the year. Further information on

which can be found in our people section from page 59. This will

continue to be a key area of focus going forward to ensure initiatives

deliver progress against our targets.

2022 evaluation conclusions

The evaluation highlighted that the Committee had operated effectively throughout the year and there were no areas of concern raised. The evaluation

particularly commended the collaborative culture of the Committee and the CEO succession process. The following items were identified as priorities/

actions for 2023:

• In light of the recent executive changes and introduction of the SMT, focus and further develop executive succession planning and develop a

framework for both internal and external potential resources.

• Work with the Remuneration Committee to help ensure the retention of key employees.

• Build time into the meeting schedule for the Committee to reflect on its activities, key priorities and for members to share best practice/experiences.

98 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Nomination Committee report continued

AUDIT AND RISK

COMMITTEE REPORT

“The Committee is responsible for the

integrity of financial reporting and

oversight of the risk management

and internal control framework.

It is a critical part of the firm’s

governance aimed at ensuring

the protection of our Shareholders,

clients and other stakeholders.”

DAVID CRUICKSHANK

CHAIR OF THE AUDIT AND RISK COMMITTEE

Committee members and regular attendees

Meetings Meetings attended

David Cruickshank (Chair) 8/8

Dale Murray 8/8

Karl Sternberg 7/8

Polly Williams (Chair)

2/2

1. Polly Williams stepped down from the Audit and Risk Committee on 11 May 2022.

The Committee is comprised solely of independent Non-Executive

Directors in accordance with the UK Corporate Governance Code. The

Committee as a whole is considered to have the competence relevant

to the asset management sector. Both David Cruickshank, the Chair,

and Dale Murray are qualified accountants, and are considered to have

recent and relevant financial experience. Karl Sternberg is also a

member of the Remuneration Committee, which helps to ensure the

identification of issues relevant to both Committees.

During the year, the Committee held eight meetings; five of these were

scheduled and held at key times in the audit and financial reporting

schedule. Three other meetings were specifically arranged to update

the Committee on the approach to the new ICARA, review and

approve the approach and allocation of responsibilities under the FCA’s

SMCR in respect to the Company’s move from a Core Firm to an

Enhanced Firm, and to receive updates on proposed enhancements to

the ERMF and Internal Controls. Karl Sternberg was unable to attend

one of the ad-hoc meetings but reviewed the papers and provided

questions and comments in advance of the meeting.

Committee’s key responsibilities

• Overseeing the Group’s financial reporting processes, including

reviewing significant financial reporting issues, judgements, statements

and announcements concerning its financial performance.

• Assessing the material risks which could impact the Group’s business

model, future performance, liquidity and solvency.

• Reviewing and monitoring the effectiveness and adequacy of the risk

management processes.

• Reviewing the Group’s internal controls and risk management

systems on an ongoing basis including the adequacy and effectiveness

of the framework used to monitor the Group’s significant outsourced

relationships.

• Reviewing the Group’s whistleblowing arrangements and ensuring the

proportionate and independent investigation of any matters reported.

• Overseeing the appointment, performance, remuneration and

independence of the external auditors, including the provision of

non-audit services to the Group.

• Oversight of the performance of the Group’s Internal Audit function

and reviewing and approving the appointment of the Group’s Head of

Internal Audit and co-sourced Internal Audit partner.

• Oversight of regulatory and compliance matters across the Group.

A full copy of the Committee’s terms of reference, which are reviewed by

the Committee and approved by the Board on an annual basis, can be

found at www.jupiteram.com.

99Jupiter Fund Management plc Annual Report and Accounts 2022

Audit and Risk Committee report

Dear Stakeholder

I am pleased to present my first report as Chair of the Audit and Risk

Committee on the activities of the Committee throughout 2022. Polly

Williams stepped down as Chair of the Audit and Risk Committee at the

conclusion of the 2022 AGM. I would like to take this opportunity to thank

her for her support, both personally for the effective transition of the

Committee Chair role and, on behalf of the Committee members and our

shareholders, for her excellent stewardship throughout her role.

It has been a very busy year for the Committee, in addition to its core

activities the Committee has had oversight of a number of projects and

ad-hoc items arising throughout the year. The Committee has considered

the worsening macro-economic backdrop, continued geopolitical

challenges and inflationary concerns, and how this has impacted the risk

profile of the Group. Following Russia’s invasion of Ukraine, the

Committee considered the impact on the Group’s funds and the controls

in place to protect clients. The Financial Crime team provided a report on

actions taken to ensure compliance with the new Russian sanctions. The

Committee also reviewed a report from the cyber security team, due to

the increased risk of cyber-attacks by foreign nations and received an

update following the cyber incident test undertaken in Q1 2022.

The Committee has continued to oversee the work of the Internal Audit

function which moved to a co-sourced Internal Audit model at the start

of 2022. The Committee is pleased with how the transition has progressed

and the improvements driven by the new in-house team, who use BDO

LLP as co-sourced providers, to help ensure sufficient depth and breadth

of expertise.

As part of its core responsibilities, the Committee has oversight of the

Group’s Risk, Compliance and Internal Audit functions. During the year it

was agreed to split the Risk and Compliance function into two separate

functions which was undertaken in order to ensure appropriate expertise

in each area, balance of leadership versus involvement in day-to-day

activities and to enhance the robustness of the Group’s three lines of

defence. A new Head of Compliance has been appointed from the existing

Compliance team and a new Head of Risk has been recruited and

commenced her role in January 2023. Both report into the CFO. While the

recruitment for a new Head of Risk was undertaken, the firm engaged

KPMG to help support the risk function and provide best practice advice.

A number of reviews were performed during the year by KPMG, as part of

their support in transitioning to the new risk and compliance structure, as

well as other parties. These reviews supplemented our normal internal

audit and compliance monitoring activities and have enabled us to identify

areas where controls can be enhanced, including the balance of activities

between the first and second lines of defence, increasing automation and

reporting. The Committee will work closely with Head of Risk and Head of

Compliance as they commence their new roles and support them in

driving further improvements across their respective functions.

We have developed our consideration of sustainability risks and the

increasingly complex and divergent nature of sustainability requirements in

different jurisdictions. The work of the Committee in this regard is

considered further on page 110. As Chair of the Committee, I also sit on the

Group’s Sustainability Committee which provides me with a deeper

understanding of the Group’s approach in this key area.

As described in the Committee’s report last year, a tender process for the

external auditors was undertaken and the Committee recommended the

appointment of EY to the Board. Subject to shareholder approval at the 2023

AGM, EY will be appointed as the Group’s external auditors for the year

ending 31 December 2023. The Committee has overseen the processes in

place to ensure the independence of EY and the transition plans to the new

audit firm. EY have been shadowing the current external auditors, PwC,

for the 2022 year to ensure a comprehensive and seamless transition.

The Committee also oversaw the transition to the new ICARA from the

FCA’s previous Internal Capital Adequacy Assessment Process (ICAAP).

The new requirements include additional focus on potential harm which

could be caused to clients, the markets in which we operate, or the firm.

The Committee received a briefing from the firm’s advisors on the new

requirements and the changes needed to ensure compliance with them.

An additional Committee meeting was held in order to brief the

Committee on the process undertaken and the draft ICARA document.

The Committee provided challenge and input before the final ICARA

was presented at the next meeting, for recommendation to the Board.

The Committee has oversight of our relationships with our regulators in

various jurisdictions, ensuring we engage in an open and transparent manner.

During the year, the Committee has overseen the Group’s programme

to move from a Core to an Enhanced firm, under the FCA’s SMCR.

We have continued to oversee all elements of the Group’s financial

reporting and controls. During 2022 the FRC reviewed the Group’s Annual

Report and Accounts for the year ended 31 December 2021. We were

pleased to receive a letter confirming that, following their review, there

were no questions or queries to raise, whilst noting several matters to

consider in preparation of this year’s accounts as normal practice. Further

information on this, including the limitations of the review, can be found

on page 107.

Looking forward to the activities of the Committee over the remainder of

this year and into the next, there are a number of additional items for the

Committee’s agenda. The fast pace of regulatory change is set to continue,

with the introduction of the FCA’s Consumer Duty and Sustainable

Disclosure Requirements. In addition, following the government’s

‘Restoring Trust in Audit and Corporate Governance’ consultation,

a number of new requirements, which impact the Committee’s work,

are anticipated to be introduced.

I would like to thank the teams across Jupiter who have supported the

Committee’s work throughout the year; your dedication and integrity

is critical to the Committee’s work.

l hope to be able to meet with shareholders and discuss the Committee’s

activities, in-person, at the AGM on 10 May 2023.

DAVID CRUICKSHANK

Chair of the Audit and Risk Committee

100 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Audit and Risk Committee report continued

Activity Outcomes

Financial reporting

Annual and

interim reporting

See page 105 for

further information.

The Committee reviewed and approved the annual and interim reports and recommended them to the Board,

which included ensuring there were effective financial controls operating across the Group to safeguard the

integrity of the Group’s financial reporting. The Committee reviewed and suggested changes to the annual and interim

reports to ensure they provided a true and fair view of the Company’s position and that they were fair, balanced

and understandable.

Statement of viability

and going concern

See page 107 for

further information.

The Committee considered, challenged and approved the Group’s statement of viability and the preparation of the

annual and interim accounts on a going concern basis. The Committee specifically focused on the uncertainty caused

by the geopolitical environment and macro-economic picture.

Significant accounting

judgements and estimates

See pages 105 and 106 for

further information.

The Committee reviewed, challenged and approved all significant accounting judgements and estimates for both the

annual and interim reports. Before agreeing the accounting estimates and judgements, the Committee engaged with

the external auditors to seek their view on these key items.

Alternative Performance

Measures

See page 107 for

further information.

The Committee challenged and approved the use of APMs in the Annual Report and Accounts and interim financial

statements and ensured that these were appropriate to provide users of the accounts with a clearer understanding

of the Group’s business. The Committee reviewed the disclosures to ensure that they were clear to the readers of

the accounts.

ICARA Process

In April, the Committee held a dedicated meeting to consider and discuss operational risk scenarios, stress tests and

wind-down scenarios and the implementation of the new ICARA along with the key changes from the 2021 ICAAP given

the new requirements. The Committee reviewed and approved the Group’s ICARA and wind-down plan and

recommended its approval to the Board.

Risk

ERMF and Control

Environment

During the year, KPMG were engaged to provide support with an assessment of the Company’s ERM framework and

related matters and any proposed enhancements. The work focused on nine principal areas of risk comprising:

• Risk Management Cycle

• Risk Categorisation model

• Risk Reporting

• Integration with Compliance

• Conduct Risk Framework

• Conflicts of Interest Management

• ERM Strategy and Risk Appetite

• Risk Governance

• Risk Management Policy

Reviews were also performed to assess the control environment mainly within Investment Management and the

oversight by the second lines of defence, as well as other control processes. These reviews identified specific

opportunities to enhance the governance and control processes, including further mitigation of risk in trading activities,

automation and in respect of ESG on the adoption of SFDR.

The Committee has been fully involved in this review with a dedicated additional meeting being held in November to

provide input and challenge to the proposed changes. As expected, the review identified a number of opportunities to

improve efficiency in the control framework. The Committee will continue to monitor the implementation of the

planned changes in 2023.

Material and

emerging risks

The Committee discussed the material and emerging risks and considered potential impacts on the Group. In addition,

they reviewed and approved the risk management disclosures in the annual and interim reports, which included the

Top-Down Risk Assessment and suggested a number of changes to provide further clarity to readers of the accounts.

101Jupiter Fund Management plc Annual Report and Accounts 2022

Activity Outcomes

Risk continued

Geopolitical

considerations and risks

Following the invasion of Ukraine by Russia, the Committee considered the related geopolitical risks, sanctions and

investment controls to ensure compliance and avoid sanctions breaches. The Committee also discussed appropriate

actions to protect client interests and to mitigate risk.

Internal controls

The Committee reviewed the effectiveness of the internal control environment including consideration of risk

incidents, the output from the risk and control self-assessment, compliance monitoring and internal audit findings.

As a result of enhancements planned in the ERMF and control environment, including the separation of the Risk and

Compliance functions, the Committee considered the impact of all reviews performed on the assessment of the

control environment and the appropriateness of the lines of defence.

Risk reporting

The Committee receives a report at each meeting from the Head of Risk which provides an update on risk-related

matters. This includes an assessment of the Group’s risk profile, a detailed overview of any risk incidents or breaches

and proposed remediation, and key priorities for the activities of the teams. The Committee requested follow-up

reporting on a number of matters to ensure they were resolved satisfactorily.

ESG risk management

The Committee considered ESG-related risks arising from the Group’s investment activities and how these are managed

and overseen within the Governance framework.

Liquidity risk management

Ongoing monitoring of the Group’s liquidity risk management processes and identification and escalation of issues.

Cyber risk and crisis

management

The Committee received an update on a crisis management test, specifically a cyber incident which was undertaken by

an independent third party. The test assessed Jupiter’s cyber defences and the operational resilience of the Group in

the event of a successful attack.

Operational Resilience

The Committee received an update on and discussed the proposed Important Business Services (those services that if

disrupted, could cause intolerable harm to clients or the market) required to comply with the FCA’s Policy Statement

21/3 on Operational Resilience in relation to the Group’s move from a Core to an Enhanced SMCR firm (see page 111).

The Committee also considered dependency mapping (i.e. underlying systems and processes) and impact tolerances.

Conduct risk

The Committee reviewed and approved the proposed Conduct Risk Dashboard as part of the work done to enhance

oversight of conduct risk in line with the ERMF.

Supplier management

policy and procedures

The Committee reviewed the proposed changes to the Group’s supplier management policy and framework which has

been enhanced to improve oversight of third-party suppliers on a risk-based approach.

Legal and litigation risks

The Committee received updates from the General Counsel on potential legal and litigation risks across the Group.

AAF report

The Committee oversaw the preparation of the Group’s annual assurance report on internal controls which was audited

by EY and approved the final report before it was sent to third parties.

102 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Audit and Risk Committee report continued

Activity Outcomes

Compliance

Compliance reporting

The Committee receives a report at each meeting from the Head of Compliance which provides an update on

compliance matters. This includes key priorities for the activities of the team, compliance monitoring findings and an

update on any regulatory matters, engagement, or change. The Committee requested follow-up reporting on a number

of matters to ensure they were resolved satisfactorily.

Compliance

monitoring plan

The Committee reviewed and approved the Group’s compliance monitoring plan, under which the compliance team

review and test key areas of the firm’s business as part of the second line of defence oversight.

Financial crime prevention

The Committee received an update from the Head of Financial Crime on the policies and procedures in place to

manage money laundering and financial crime risks across the Group. It was noted that the framework and management

of the risks were considered to be effective. The Committee suggested that a benchmarking exercise was undertaken

to determine and ensure that Jupiter was meeting best practice in all jurisdictions.

Whistleblowing

arrangements

The Committee reviewed the firm’s whistleblowing policy and arrangements and found these to be effective and in line

with best practice. The Chair of the Committee is the whistleblowing champion and ensures, should any reports be

received, these are independently investigated and reported to Committee members.

Fraud deterrence policies

and procedures

The Committee assessed the effectiveness of the policies and procedures in place to prevent fraud across the

organisation, including measures designed to protect our clients. These were found to be effective for both the office

and the working from home environments; however, the Committee highlighted the need to remain vigilant in light of

the increasing sophistication of fraud cases.

Senior Managers and

Certification Regime –

Enhanced

During the year, the Committee received regular updates in relation to Jupiter’s move from a Core firm to an Enhanced

firm under SMCR by the end of 2022.

The Committee reviewed the project plan and provided oversight on the progress of the transition to an Enhanced firm

and ensured that there was sufficient resource for implementation and ongoing oversight.

External audit

Further information on page 107 to 109.

Auditor transition

During the year the Committee received updates from management, the existing external auditors (PwC) and the new

external auditor (EY) on the transition from PwC to EY in 2023, subject to shareholder approval at the 2023 AGM.

External audit reporting

The Committee receives regular reporting from the external auditors on the external audit plan, progress thereon and

any matters identified in the course of the audit.

External auditor

effectiveness

The Committee reviewed the effectiveness of the external auditor, which included the results from the internal

evaluation, as well as the FRC’s Audit Quality Review (AQR) on PwC. Overall the reports showed that the external

auditors were delivering an effective audit to the Group and its subsidiaries. Key areas for improvement related to

communication, low visibility of PwC staff and the timings of subsidiary audits.

The Committee also considered the FRC’s AQR on EY as the proposed new external auditor and challenged EY on the

actions to be taken in response to the findings.

Independence of external

auditor

The Committee is responsible for maintaining policies and procedures to help ensure the independence of the external

audit function. At each meeting the Committee considers the independence of the external auditors which includes

approving non-audit related engagements and expenditure. The Committee is satisfied that the external auditor

continues to be independent.

The Committee also considered the independence of EY as incoming auditors, subject to shareholder approval at the 2023

AGM and oversaw the process to ensure EY were fully independent and all applicable requirements had been completed.

External audit fee

The Committee reviewed and challenged the proposed fees for the external audit of the Company and its subsidiaries.

This year the external audit fee has increased by £180k which comprises mainly inflationary increases and specific scope

changes including system changes and other non-recurring charges.

2023 audit strategy and

initial observations

The Committee received updates from the incoming external auditor (EY) on the 2023 audit strategy

and their initial observations.

103Jupiter Fund Management plc Annual Report and Accounts 2022

Activity Outcomes

Internal audit

Further information on page 109.

Internal audit reporting

At each meeting, the Committee receives a report from Internal Audit which provides an update on the internal audit

plan, an overview of all internal audit reports issued during the period and an update on identified and outstanding

management actions. The Committee agreed that regular reports be brought to the Committee on actions to address

high-priority management actions.

Internal audit plan

The Committee reviews and approves the internal audit plan, which is considered in conjunction with the Compliance

monitoring plan to ensure effective assurance reporting over all of the Group’s operations, with appropriate focus on

higher risk areas.

Internal audit

effectiveness

A formal review of the effectiveness of the Internal Audit Function was undertaken during the year using the Chartered

Institute of Internal Auditors (CIIA) External Quality Assessment. The Committee noted and agreed with the conclusion

that overall, the Internal Audit function was compliant with the CIIA International Performance Standards and the

proposal to schedule an external assessment of the Internal Audit function in 2024. The Committee noted the improved

audit quality and effective working relationships built by the team since the move to a co-sourced model.

Internal audit charter

The Committee considered, reviewed and agreed that no changes were required to the Group’s internal audit charter,

which can be found on our website at www.jupiteram.com.

Other

Client Money and

Custody Asset Assurance

(CASS) report

Each year the Group’s independent auditors are required to undertake a CASS audit which reports on the Group’s

compliance with the FCA’s Client Assets Sourcebook. The Committee reviewed and approved the CASS Report and will

oversee the implementation of the control findings identified by PwC.

Consultation – Restoring

Trust in Audit and

Corporate Governance

The Committee monitored the response to the consultation and will continue to oversee implementation of potential

new rules once introduced.

Tax strategy

The Committee reviewed and approved the Group Tax Strategy which includes details of how we manage the tax

affairs and related risks to our business.

A small number of enhancements were agreed to meet the Fair Tax Mark standard set by the Fair Tax Foundation,

for which the Group received accreditation in November 2022.

Terms of Reference

The Committee reviewed its terms of reference to ensure they remained up to date and in accordance with best

practice. A small number of minor amendments were approved, but these did not change the roles and responsibilities

of the Committee. The Committee recommended them to the Board for approval.

Committee evaluation

Please see page 111 for

further information.

The Committee monitored the actions arising from the 2021 Committee evaluation and discussed the results of the

2022 Committee evaluation, including the agreed actions and areas of focus for the Committee during 2023.

104 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Audit and Risk Committee report continued

Financial reporting

One of the core responsibilities of the Committee is to ensure the integrity of the Group’s financial reporting, which includes overseeing the effectiveness

of the financial control environment. Prior to recommending the year-end financial statements to the Board for approval, the Committee reviews the

accounting policies adopted by the Group and considers the principal areas of financial statement risk and challenges management on areas of estimation

and judgement. The significant judgement areas considered by the Committee are set out in the table below. In each case, the Committee concluded that

the accounting treatment and disclosure in the financial statements were appropriate.

The Committee has also assessed the Annual Report and Accounts to ensure that, taken as a whole, it is fair, balanced and understandable and that it

provides the information necessary for shareholders to assess the Group’s position and performance, business model and strategy.

Key areas of estimation and judgements

Share-based payments

Assessment of area of

estimation and judgement

The most significant share-based payment accounting costs for the Group relate to Long-Term Incentive Plans (LTIP),

Deferred Bonus Plans (DPB) and the DEO awards. The principal area of estimation relates to the probability of vesting of

performance-based awards and an assessment was undertaken based on the business performance to date and the

likelihood of improvements offsetting these factors in the remainder of the vesting periods. As a result of this

assessment the probability of vesting was reduced, resulting in lower accounting charges for share-based payments.

Outcome

The Committee considered the status of the Group’s outstanding DEO awards as at December 2022 and all remaining

provisions have been released on the basis of a vesting assumption of 0%. In relation to the LTIPs due to vest in 2023

and 2024, a reduction in the vesting levels was agreed from 50% to 30%.

Impairment of goodwill and intangible assets

Assessment of area of

estimation and judgement

The Group’s total goodwill asset of £570.6m is not permitted to be amortised but is tested for impairment. As a result

of the change in economic outlook since the 2021 year-end, impacting both global markets and Jupiter, additional work

on scenario analysis and methodologies has been undertaken and a full impairment test was conducted which

demonstrated that there is sufficient headroom available between the fair value of the goodwill asset and its carrying

value and that the asset is not impaired. The Committee also considered additional disclosure as set out in note 11.

The intangible asset arising from Merian was £75.0m at acquisition date. The asset is being amortised over a period of

four years and was £28.0m at 31 December 2022.

An assessment of whether there are any possible indicators of impairment has been undertaken, with consideration

having been given to both internal and external factors which demonstrated that there were no compelling indicators

of impairment.

Outcome

As a result of a reduction in headroom for impairment based on key assumptions regarding future profitability and

discount rates, additional disclosures of the impact of changes to key assumptions were proposed and considered by

the Committee.

The Committee challenged the discount rate applied and potential developments in light of the macro environment

and agreed with the Finance team’s recommendation that no impairment of the Group’s goodwill and intangible assets

was required. The Committee agreed that management would continue to monitor this and requested that any issues

are identified and escalated quickly.

Consolidation of seed investments

Assessment of area of

estimation and judgement

In accordance with IFRS 10, the Group is required to consolidate any entities under the control of the Company.

A number of factors are applied to identify the funds that require consolidation and there has been no change to the

methodology applied in 2021.

Outcome

The Committee noted that two funds would be removed from the consolidation as they had been fully redeemed.

105Jupiter Fund Management plc Annual Report and Accounts 2022

Significant accounting matters

Response to FRC letter

Summary of significant

accounting item

In November, the FRC wrote to Jupiter’s Chair with comments on the 2021 Annual Report and Accounts. The letter

raised no questions or queries but did have some observations to enhance the disclosure in the 2022 Annual Report and

Accounts in relation to APMs, cash flows and TCFD. See page 107 for further information.

Considerations

The Committee agreed that, where appropriate, the 2022 Report and Accounts should reflect the observations raised in

the FRC letter.

Impact of Chrysalis holding on the Group’s results

Summary of significant

accounting item

The Group holds a significant number of shares in Chrysalis, which are held in its EBT and which act as an economic

hedge of its compensation liabilities in respect of performance fees paid to investment managers, including employer

national insurance and similar obligations.

Considerations

The Committee considered the principal accounting consequences of a decrease in the Chrysalis share price on the

value of the investment in Chrysalis, held as an economic hedge for the deferred bonus award, which is marked to fair

value through the income statement. The Committee also considered the partially offsetting reduction in the cost of

the deferred bonus award, also reflecting this change in value of the obligation. The Committee considered the

disclosure in the Annual Report and Accounts in respect of this item, given its materiality, including whether the

acceleration of future charges due to accounting requirements was fairly presented.

Presentation of APMs

Summary of significant

accounting item

The Committee considered the APMs used throughout the Annual Report and Accounts to ensure only appropriate

APMs which enhanced the readers understanding of the underlying performance of the business were used. This year

we have not used operating margin as an APM and instead this has been replaced with a cost to income ratio. In

addition, we have added a total shareholder return APM.

The 2021 Annual Report and Accounts were reviewed by the FRC (see page 107 for further information) and no issues

were identified in relation to the disclosure of APMs, however the addition of the total shareholder return APM was

a recommendation within the FRC’s letter.

Considerations

The Committee considered the APMs used, their appropriateness and also reviewed and challenged the disclosure

to ensure that the use of APMs was clear and balanced and in line with the observations of the FRC letter.

Disclosure of exceptional items

Summary of significant

accounting item

The Committee reviewed management’s proposals to include a number of items as exceptional items which are defined

as ‘items of income or expenditure that are significant in size and which are not expected to repeat over the short to

medium term’.

Exceptional items incurred in 2022 amounted to £19.6m and related to costs arising from the Merian acquisition.

Considerations

The Committee agreed that the above-mentioned items meet the definition of exceptional items, which was a view

confirmed by the external auditors. The costs relating to the Merian acquisition, principally charges for acquisition

related to DEO, LTIP and other awards and amortisation of intangible assets, would be classified as exceptional items

until the costs were extinguished in 2023 and 2024. The Committee agreed that the costs for the redundancy

programme in 2022 should not be treated as exceptional.

106 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Audit and Risk Committee report continued

Going concern and statement of viability

The Directors are required under UK law and the UK Corporate

Governance Code to conclude on the Group’s ability to continue as a

going concern and to include a statement of viability in the Group’s

Annual Report and Accounts respectively. They must satisfy themselves as

to the Company’s ability to continue as a going concern for a period of 12

months from the date of the approval of the financial statements. In

addition, the Company is required to provide a statement of viability,

which can be found on page 29, and which reports on the viability of the

Company over a three-year period.

The Committee supports the Board in its assessment of going concern and

ongoing viability by considering and reviewing a number of factors such as

the current financial position, budget and cash flow forecasts, liquidity,

contingent liabilities and unfavourable market scenarios, versus the

Group’s core forecasts, the Group’s ICARA and wind-down plan, and risks

to the Group’s operations or balance sheet position.

The Committee considered and assessed the Company’s viability under

a combination of severe stress scenarios including the impact of multiple

risks occurring concurrently and the impact on the Group’s liquidity and

capital surplus.

The Committee recommended to the Board that it was appropriate for

the Group to adopt the going concern basis of accounting in preparing the

half-year and annual financial statements for the year ended 31 December

2022 and that the Company would remain commercially viable over a

three-year period.

Fair, balanced and understandable

The Committee assessed whether, taken as a whole, the 2022 Annual

Report and Accounts was fair, balanced and understandable and provided

the information necessary to assess the Company’s position and

performance, business model and strategy.

To assist with the Committee’s assessment as to whether the Annual

Report and Accounts is fair, balanced and understandable, the Committee

receives and discusses papers from management outlining changes in the

application of any accounting policies together with material estimates

and judgements.

The full Board received an early draft of the Annual Report in January.

The Committee then received and reviewed a further draft at its February

meeting and considered whether the performance and position of the

Group had been described in a true, fair and balanced way. The Committee

believes that the tone and content accurately reflect the performance of

the business, while also providing relevant information for users.

The Committee’s attention was given to the disclosure in respect of the

use of APMs (see below for further detail) to ensure that the disclosure in

respect of APMs was clear and transparent.

Following its review, the Committee was of the opinion that the 2022

Annual Report and Accounts was representative of the year and presents a

fair, balanced and understandable overview. The Committee was also of

the opinion that the Annual Report and Accounts provides a true

representation to shareholders of the Company’s position and

performance, business model and strategy.

Alternative Performance Measures

The Committee reviewed the approach proposed by the Finance team for

disclosure of APMs specifically around the presentation of exceptional

items and performance fees in the Group’s income statement. Exceptional

items are defined as items of income or expenditure that are significant in

size and which are not expected to repeat over the short to medium term.

Such items were separately presented to enable a better understanding of

the Group’s ongoing financial performance.

The exceptional items for the 2022 financial year are largely consistent

with those disclosed in 2021 and relate to costs arising from the Merian

acquisition in 2020, that are required to be recognised over multiple

accounting periods. The restructuring costs included within exceptional

items in 2021 did not recur as exceptional items in 2022. The Committee

reviewed and challenged the costs proposed by management as

exceptional items for the period and agreed that they met the principles

for treatment as exceptional items, which was also agreed by the Group’s

external auditors.

The Committee considered the presentation of APMs in the 2022 Annual

Report and Accounts and changes this year, including the change to a cost:

income ratio and the addition of a total shareholder return APM. It was

confirmed these were in line with ESMA’s guidelines on APMs as noted in

the FRC letter. The Committee concluded that the use and disclosure of

APMs in the Annual Report and Accounts was appropriate, and that the

definitions and explanations were clear.

FRC letter

The FRC undertook a review of the Group’s Annual Report and Accounts

for the year ended 31 December 2021 and confirmed that there were no

questions or queries following their review. The review had identified a

number of matters where users of the accounts may benefit from

enhancements to the disclosures, which the FRC recommended were

considered in the preparation of the Annual Report and Accounts for the

year ended 31 December 2022. It should be noted that the review of the

2021 Annual Report and Accounts by the FRC does not provide any

additional assurance that the Annual Report and Accounts are correct in all

material respects; the FRC's role is not to verify the information provided

but to consider compliance with reporting requirements and that the FRC

does not accept any liability in relation to its review.

External audit

PwC served as the Group’s external auditors during the year. PwC was first

appointed as external auditor in 2007 and their reappointment as the

Company’s external auditor was confirmed following a formal external

audit tender process in 2014. Colleen Local was appointed as lead audit

partner in January 2020.

The Company is in compliance with the requirements of the Statutory

Audit Services for Large Companies Market Investigation (Mandatory Use

of Competitive Tender Processes and Audit Committee Responsibilities)

Order 2014 and the Corporate Governance Code. During 2021, the

Company commenced and completed an Audit Tender Process which was

overseen by the Committee and was reported on last year. The tender

was conducted in accordance with the FRC’s Best Practice Guide to Audit

Tendering. In line with requirements, the Company intends to undertake a

further competitive audit tender no later than 2031.

The Committee met with representatives from PwC, without management

present, to ensure that there were no issues that needed to be brought to

the attention of the Committee.

107Jupiter Fund Management plc Annual Report and Accounts 2022

External audit transition

In December 2021, the Committee agreed that EY would provide the most

robust and effective audit and was the best fit for Jupiter’s business.

The Committee recommended to the Board that EY be appointed as

external auditor with effect from the year ending 31 December 2023,

subject to shareholder approval at the 2023 AGM.

Throughout 2022, the Committee received regular updates on the

transition and independence of EY as the proposed external auditor.

As part of the transition plan, EY has shadowed the 2022 audit undertaken

by PwC and have attended all recent Committee meetings. At the

Committee meeting in December, the Committee considered EY’s

proposed 2023 audit strategy which set out areas of focus for the year

ending 31 December 2023. EY also presented their initial observations.

EY also attended scheduled workshops and meetings with Finance, Tax,

Compliance, Risk, General Counsel, Governance and Secretariat, Internal

Audit, Human Resources, Technology and Operations and met with each

member of the Committee individually.

External audit effectiveness

In May, the Committee conducted a formal evaluation of the independence

and effectiveness of PwC as the Company’s external auditors.

The evaluation was fulfilled by means of a questionnaire completed by key

internal stakeholders, in accordance with the FRC’s guidance on assessing

audit quality. This included an assessment of all services provided by PwC

and enabled the Committee to assess and discuss with relevant parties

(including the auditors) the key messages and themes emerging from the

evaluation. Four criteria were used to assess audit quality; mindset and

culture; skills, character and knowledge; quality control; and judgement.

Overall, PwC was found to have performed effectively during the audit

and to have upheld excellent standards in respect of reputation, integrity

and judgement.

Although there was a good level of satisfaction in relation to the 2021

audit, a small number of issues were identified. Overall, the evaluation

indicated that there had been an improvement to the scores from the

previous year. The issues identified primarily related to the audit of the

subsidiary entities and changes within the team not always being

communicated effectively. Feedback was provided to PwC and the

Committee had challenged PwC to ensure an efficient timetable was in

place and delivered on for the 2022 year-end.

The Committee also reviewed the FRC’s Audit Quality Review (AQR) on

both PwC and EY. PwC’s scores had improved from previous years with

80% of audits reviewed having performed to a good standard. The

Committee considered the results of the AQR for EY. Whilst EY had no

audits identified for significant improvements the percentage of audits

achieving good standard decreased from 79% to 65%. The ICAEW’s Quality

Assurance Department (QAD) on EY found 100% of the audits tested were

categorised as good/generally acceptable. The Committee challenged EY’s

plans to improve audit quality and the audit plan for Jupiter to ensure the

delivery of a high-quality audit. In addition, for the first time a summary of

the QAD of the ICAEW report was included in the AQR on PwC. The QAD

report concluded that the firm’s audit work was of a good standard (2019:

good standard).

An overview of the timeline for the audit tender

process is detailed below:

2021

2022

2023

AGM

The Committee approved the Audit

Tender Plan, including the selection

of firms to involve.

Audit tender process commenced.

The Committee selected EY for

recommendation to the Board, who agreed

with the recommendation, which was then

announced to the market.

EY have ensured their independence and

have shadowed PwC’s audit of the 2022

Annual Report and Accounts.

EY will be recommended to shareholders at

the AGM and subject to such approval will

be appointed in respect of the year ended

31 December 2023.

108 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Audit and Risk Committee report continued

External audit fees (£m)

Non-audit services

Services classified as non-audit services, as above, include the review of

the interim results, CASS audit, and overseas regulatory audits.

To safeguard the external auditors’ objectivity and independence the

Committee has a non-audit services policy, which sets out the procedure

for the provision of any non-audit services by the external auditors to any

entity within the Group. The policy requires all non-audit services to be

approved by the Committee, which can be facilitated by the Committee

Chair should such approval be required in between Committee meetings.

At each Committee meeting the non-audit spend of the Group is reviewed

and an assessment made of the independence of the external auditors.

The FRC’s rules in relation to the provision of non-audit services, whereby

the proportion of non-audit service fees that can be incurred in a year is

limited by reference to the average audit fee over a rolling three-year

period. The rules prohibit non-audit services fees from exceeding 70%

over both UK standalone and total Group bases. The Committee has also

implemented a lower internal threshold and monitors this at each meeting.

The Company is compliant with all relevant requirements.

External auditor oversight conclusion

The Committee concluded that PwC is effective, undertakes the audit

with integrity and sufficient challenge and remains independent. PwC will

step down at the conclusion of the 2023 AGM following the external audit

tender undertaken last year.

Internal audit

The transition to a co-sourced internal audit model has progressed

very well and the Committee has been pleased to see the anticipated

benefits delivered.

The Committee reviews the internal audit plan at each meeting to ensure

that it remains relevant for new and emerging circumstances. A total of 12

internal audits were completed during 2022 for Jupiter Fund Management

plc which included a focus on governance, internal controls, conflicts of

interest, technology resiliency, conduct, supplier management framework

and performance fees.

In addition, four internal audits were undertaken during 2022 in respect of

Jupiter Asset Management (Europe) Limited (Ireland) and six were

undertaken for Jupiter Asset Management International S.A. (Luxembourg).

Effectiveness of the internal audit function

In line with the approach taken for the external auditors, the Committee

monitors the fees paid to BDO LLP for services outside of internal audit,

to ensure their objectivity and independence.

In July, the Committee conducted a formal evaluation of the effectiveness

of the Internal Audit function. This was performed using the CIIA External

Quality Assessment checklist which consists of three areas: code of ethics,

attribute standards and performance standards and includes an assessment

of all services provided by the Internal Audit function. This enabled the

Committee to assess and discuss the key messages and themes emerging

from the evaluation.

Overall, the Internal Audit function was found to generally conform in

each of the three areas. Out of 56 requirements across the three areas,

only five partially conformed and there were no requirements with which

the Internal Audit Function had not conformed.

The Committee concluded that it is satisfied that the quality, experience and

expertise of the Internal Audit function and that it remains appropriate for

the business, and noted improvements delivered by the team.

Enhanced risk management

At a dedicated meeting in November, which was focused on

enhancements to the ERMF and controls principally within Investment

Management, the Committee considered a high-level implementation plan

to drive further enhancements that built on the work undertaken in 2021.

The Committee reviewed and considered proposed enhancements to the

conduct risk framework, conflicts of interest, risk governance, policies and

procedures and the Risk and Control Self-Assessment, as well as other

aspects of our control environment.

£0.4m

£0.3m

Audit fee

£0.3m

Audit related assurance services

£0.9m

£0.8m

Audit fee for subsidiaries

£ 0.0m

Other assurance services

Other non-audit services

109Jupiter Fund Management plc Annual Report and Accounts 2022

Monitoring of the Group’s risk management environment

In the second half of the year, following a detailed review of the Risk and

Compliance functions, the business moved away from an integrated Risk

and Compliance team. Individual heads have been appointed for Risk and

Compliance. We have implemented these changes to ensure appropriate

specialist expertise within each function and increased involvement of

department heads in the application of risk and compliance processes,

leading to a strengthened second line of defence.

During the year, the Committee received regular management reports

from the Compliance and Risk functions on:

• The profile of our Strategic, Operational, Capital Adequacy, Liquidity,

Credit and Counterparty, and Market Risks.

• Adherence to the Group’s Risk Appetite and any breaches of risk

appetite metrics.

• The profile of transversal risks such as Conduct and ESG risks.

• Cyber, Technology and Information Security and Regulatory risk

(including SFDR and our SEC registration in the US).

• Changes to key regulations and how these will impact the Group.

• Details of planned Compliance assurance reviews and any material

findings and themes.

• Review and approval of the Group’s AAF.

The Committee reviewed the Group’s ICARA and recommended its

approval to the Board. In its review of the Group’s ICARA, the Committee

assessed and challenged:

• Management’s methodology and approach.

• Operational risk scenarios, assumptions and quantification.

• Capital and liquidity stress testing.

• The Group’s proposed wind-down plan.

Monitoring of the Group’s internal control environment

During the year the Committee:

• Evaluated and monitored material control issues identified

by management through regular reports from the Risk

and Compliance functions.

• Considered reports from the second line of defence on the oversight

of operational risk controls.

• Reviewed processes for financial crime prevention and deterrence of fraud.

• Considered, overall, that Jupiter had adequate and proportionate

anti-money laundering and financial crime prevention systems and

controls which are consistent with Jupiter’s regulators in the UK, Ireland,

Luxembourg and the US. Additional resource was recruited in 2021 in

Luxembourg to assist the Compliance Conducting Officer with financial

crime prevention and other compliance matters.

• Received a report from the Chair of the Committee, as the

Whistleblowing Champion, and a review of the

whistleblowing procedures.

• Reviewed reports from the third line of defence on the maturity of the

internal control environment.

• Conducted an annual and interim review of the effectiveness of

Jupiter’s system of risk management and internal control which includes

financial, operational and regulatory compliance controls.

• Considered and approved proposed enhancements to the ERMF.

• Received assurance on the control environment through a combination

of Internal Audit and Compliance Monitoring reviews.

The Committee’s review of the internal control framework concluded that

the internal control framework was operating satisfactorily and that there

were satisfactory processes in place to ensure appropriate financial and

regulatory reporting controls, including over the enlarged Group. The

Committee therefore recommended to the Board that the Group’s

financial and regulatory reporting controls were operating satisfactorily.

The Committee also focused on specific control observations and

recommendations and received reports and considered recommendations

to strengthen the investment management process, compliance activities

(particularly in respect of monitoring) and other controls. As a result of the

action taken by management and through ongoing development of risk

management, compliance and the assessments performed by Internal

Audit, the Committee was satisfied with the overall adequacy of the lines

of defence as described on page 101. The Committee will continue to

oversee the implementation of any enhancements to the ERMF and

proposed enhancements to controls.

Sustainability

SFDR is EU regulation which introduces enhanced and harmonised

sustainability-related disclosures to investors in EU domiciled funds to

support informed investment decisions.

In February, the Committee considered the key ESG developments and

the regulatory initiatives to ensure that Jupiter successfully implemented

the changes brought in by SFDR. The Committee also considered:

• An internal framework to inform baseline expectations for Article 8 and

Article 9 funds.

• Fundamental environmental and social characteristics which must be

promoted in Jupiter’s ESG funds.

• ESG oversight and governance.

• The EU Sustainable Finance Disclosure Regulation, potential UK

requirements and future developments.

• Ongoing investment and thematic monitoring.

110 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Audit and Risk Committee report continued

2022 evaluation conclusions

The evaluation process, as detailed on page 92, demonstrated that the

Committee had operated effectively during the year and that there had

been a smooth transition in the role of Chair of the Committee.

The following items were identified as priorities/actions for 2023:

• Development of effective working relationships with the new Head of

Risk and Head of Compliance, ensuring sufficient support is provided

to the new incumbents whilst providing appropriate challenge.

• Consider ways in which the Committee can gain broader exposure

to, and feedback from/on, the key areas of the business falling within

the Committee’s oversight.

• Enhance interaction with key operating subsidiary Boards.

• The Group’s regulatory change and engagement programmes, including

the implementation of Consumer Duty and SDR.

• Transition of the external auditors.

• The transition to the new Head of Risk and any developments

to the risk and control environment.

2021 priorities 2022 status

Continued focus on improving papers

and improve integrated assurance

reporting aligned to new Internal

Audit model and revised risk

management framework.

• The establishment of a co-sourced Internal Audit model has resulted in improvements in the

identification, escalation and reporting of issues.

• Risk reporting recommendations from KPMG have been implemented during the year and

integrated within developments identified by the new Head of Risk. This will continue to evolve as

the new Head of Risk assesses reporting needs.

Ensure the new risk management

framework is embedded across

the organisation.

• There has been good progress on embedding the revised risk management framework and this will

be a continual area of focus due to the transition to a new Head of Risk.

Improve reporting and consideration of

strategic and emerging risks and

continued focus on developing areas

such as ESG and cyber risks.

• There has been a number of deep dives on ESG and cyber risk, together with relevant reporting

from the control functions.

• The Committee has met to consider a number of emerging risks arising throughout the year

primarily due to the geopolitical and macro-economic factors.

Ensure the Committee is updated on

new regulatory developments impacting

the Committee’s remit.

• The Committee has considered new regulatory developments throughout the year and has received

technical briefings from advisors where appropriate.

Continued focus and testing of the

Group’s operational resilience.

• The Committee has received regular updates on the Group’s operational resilience and how this is

being rolled out in line with the SMCR enhanced requirements.

SMCR – Enhanced firm

In May, and also at a dedicated meeting in September, the Committee

considered a proposal for Jupiter to move from an FCA Core firm to an

Enhanced firm given the increasing size and complexity of the firm.

The Committee considered and approved the proposed project plan and

approach and the change became effective at the end of the year in line

with the project plan.

During consideration, the Committee reviewed and challenged the key

responsibilities, the certification and conduct rules framework and the

governance structures to enable those responsibilities to be discharged

effectively. The Committee also sought assurance that there was

sufficient resource within Jupiter to ensure completion of the

project and ongoing compliance.

Operational Resilience

We have continued to focus on our operational resilience to help protect

our clients in the event of any disruption to our services or that of third

parties. The move to an enhanced firm under SMCR has also resulted in

additional regulatory requirements in this regard. The Committee

considered and agreed the important business services, underlying systems

and processes and impact tolerances.

Committee effectiveness

During the year, an internal evaluation of the Committee’s effectiveness

was undertaken, the process for which can be found on page 92. The table

below provides an update on the priorities identified in the 2021 evaluation

and also a summary of the conclusions from the 2022 evaluation.

111Jupiter Fund Management plc Annual Report and Accounts 2022

Committee members and regular attendees

During the year, the Committee held six meetings, five of these were

scheduled meetings and one further meeting was convened in order to

consider compensation matters.

Meetings Meetings attended

Roger Yates (Chair) 6/6

Suzy Neubert

4/4

Nichola Pease 6/6

Karl Sternberg 6/6

1. Suzy Neubert joined the Board on 1 March 2022.

The Committee comprises three independent Non-Executive Directors

and the Chair of the Board who was independent on appointment in

accordance with the UK Corporate Governance Code.

The CEO, CFO, Company Secretary, HR Director and Head of Reward

are invited to attend Remuneration Committee meetings to contribute.

In addition, input is received from risk, compliance, internal audit and

investment manangement leadership as required. No individual

is present when their remuneration is being discussed.

REMUNERATION

COMMITTEE REPORT

Committee’s key responsibilities

• Determining the overarching policy for the remuneration of the Group’s

employees, ensuring it is structured in a way that rewards individual and

corporate performance and is aligned with appropriate risk, compliance

and conduct standards and the long-term interests of shareholders,

clients and other stakeholders.

• Determining the overall size of the annual variable compensation pool

and the total compensation ratio.

• Determining and reviewing annually those individuals who may be

considered to have a material impact on the risk proﬁle of Jupiter,

relevant subsidiaries and its funds (Material Risk Takers and Identified

Staff) for the purposes of the relevant remuneration regulations.

• Determining the Chair of the Board’s fees and the total individual

remuneration packages of Executive Directors, Executive Committee

members and individuals identiﬁed as Material Risk Takers.

• Approving the design of, determining the targets for, and monitoring

the operation of, any performance-related pay schemes operated by

the Group.

• Reviewing the design of all share incentive plans and deferred bonus

arrangements for approval by the Board and, if applicable, shareholders.

• Overseeing any major changes in employee beneﬁt structures

throughout the Group.

A full copy of the Committee’s terms of reference can be found

at www.jupiteram.com.

“It has been a challenging macro-economic

environment and the recent market

dynamics have impacted Jupiter’s

investment capabilities, which is

reflected in the financial component of

the balanced scorecard. Notwithstanding

this, there has been significant success in

relation to key strategic initiatives.”

ROGER YATES

CHAIR OF THE REMUNERATION COMMITTEE

112 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report

Dear Stakeholder,

I am pleased to present our Directors’ Remuneration Report (DRR)

for 2022.

This 2022 DRR is divided into two sections:

• Executive Remuneration at a Glance. This sets out the key terms of the

Directors’ Remuneration Policy that was approved by shareholders at

our 2021 AGM alongside a summary of how it will be implemented in

2023.

• The Annual Report on Remuneration. This outlines in detail how we

implemented the Remuneration Policy in 2022 and how we intend to

apply it in 2023. It is subject to an advisory vote by shareholders at the

2023 AGM.

Executive Director changes during 2022

We announced in June 2022 that Andrew Formica was to retire from his

role as CEO with effect from 1 October 2022 and that he would be

succeeded by Matthew Beesley, who was the Group’s CIO.

In addressing the various remuneration-related issues associated with this

change, the Remuneration Committee’s guiding principle was to follow

good governance practice. Full details are set out later in this

Remuneration Report but the key decisions reached by the Committee

are set out below.

Andrew Formica

Andrew’s 12-month notice period started immediately upon

announcement of his impending retirement. Although he will remain in

Jupiter’s employment until the end of his notice period in June 2023 in

order to ensure a smooth leadership transition and to assist with a number

of strategic objectives, he will not be entitled to an annual bonus in

respect of the 2023 performance year and he will not be granted an LTIP

award. During this period Andrew is supporting the Asian business and the

development of our Australian market offering. In addition, while he

remains employed with the Group, Andrew will remain on the Board of

NZS Capital as Jupiter’s representative.

In recognition of Andrew’s contribution and leadership throughout a

highly challenging period for the business, the Remuneration Committee

agreed that he should remain entitled to a 2022 annual bonus and that he

should be treated as a good leaver under the Deferred Bonus Plan (DBP)

and LTIP with awards vesting on their normal vesting dates subject to any

applicable performance and time pro-rating terms. Andrew remains

subject to the post-employment shareholding guidelines set out in the

Remuneration Policy for two years after stepping down from the Board.

Matthew Beesley

As part of the Board's ongoing succession planning process, Matthew

Beesley joined Jupiter in January 2022 as CIO. Before joining Jupiter,

Matthew was the CIO of Artemis Investment Management. He

previously served as the Head of Investments and Head of Equities at

GAM Investments and as Head of Global Equities at Henderson Global

Investors. Prior to this, Matthew held a number of global equity portfolio

manager roles.

Matthew was appointed to the Board and promoted to Deputy CEO in

June 2022 with an annual salary of £300,000 and an annual bonus

opportunity of up to 425% of salary. Upon formal appointment as CEO in

October 2022, Matthew’s reward package was aligned with that of his

predecessor so as to comprise:

• Annual salary of £455,000, which will be subject to annual review from

April 2024.

• Annual bonus opportunity up to a maximum of 425% of salary and LTIP

opportunity up to a maximum of 375% of salary in accordance with the

Remuneration Policy.

• Annual cash allowance in lieu of pension of 15% of salary in line with the

rest of the UK workforce plus other standard benefits.

As set out in the announcement in June 2022, legacy payments including

buy-out awards will continue to be paid subject to the terms and

conditions agreed with Matthew when he joined the business as CIO.

These legacy and buy-out awards comprise:

• A buy-out award over Jupiter shares with a value at the date of grant of

£604,000 in compensation for incentives that he forfeited upon change

of employment. This buy-out award was structured so as to replicate

the value and timing of the forfeited incentives. Although agreed and

granted before Matthew was appointed a Director and without the

expectation of him becoming a Director in 2022, in line with the

reporting regulations, details of the buy-out award are set out in the

table of share awards granted in the year on page 130.

• A one-off award which was negotiated prior to Matthew’s appointment

as a Director in order to secure his recruitment. In relation to the six

months he served as a Director during 2022, the award had a value of

£265,223 on a pro-rated basis, and is included on that basis in the single

figure table on page 119. This recruitment award is payable in line with

regulatory requirements, 25% in cash in February 2023, 25% into Jupiter

shares/fund units to be retained until September 2023 and 50% in

Jupiter shares vesting over three years.

Alignment of strategy and remuneration in 2023

Jupiter’s primary focus is on delivering value to clients through long-term

investment outperformance after all fees. Jupiter’s business model of

combining this investment outperformance with an effective distribution

platform, supported by efficient and scalable operations, has enabled us

to deliver value to shareholders since listing in 2010 and to demonstrate

how an active, high-conviction approach to investment can be a

differentiator from passive strategies.

The variable pay structure aims to support the delivery of the Company’s

growth strategy, by incorporating key financial and strategic performance

measures into the bonus balanced scorecard and the LTIP performance

conditions, while allowing the Remuneration Committee appropriate

discretion to ensure bonus and LTIP payouts remain in line with the overall

experience of our various stakeholders. Longer-term alignment is achieved

by a combination of a high level of deferral of bonus payouts into shares

or fund units, an extended release for LTIP awards and significant minimum

shareholding guidelines.

113Jupiter Fund Management plc Annual Report and Accounts 2022

The Committee is satisfied that the broad structure of performance

measures used in 2022 remains appropriate for use in 2023 (as detailed in

the table below).

Percentages are weighting of each measure

in the relevant plan Annual bonus LTIP

PBT 40% –

Net flows – 30%

Investment outperformance 25% (1 yr and 3 yr) 30% (3 yr and 5 yr)

EPS – 40%

Strategic and individual

performance 35%

–

1. Strategic measures used in the annual bonus plan in 2023 will be aligned to our

refreshed strategic priorities for 2023 (as set out on page 126).

The Remuneration Committee intends to grant the 2023 LTIP in line with

the Company's standard approach (with the number of shares to be

awarded based on the average share price for the three days preceding

grant) and will review the final outturn to ensure that there have not been

any windfall gains. This is in addition to the standard risk and compliance

assessment and review of the final outturn to ensure it is warranted based

on shareholder and client experience over the performance period.

Other changes to remuneration in 2023

We are mindful of the impact of economic conditions on our wider

workforce and in view of this we implemented a minimum 5% uplift to

those employees earning less than circa £100,000 or equivalent.

The Committee considered the salary of our CFO (Wayne Mepham) in the

context of his increased responsibilities for risk and compliance.

Notwithstanding these increased responsibilities, the Committee capped

the increase in his salary at 5%, which is below the average increase for the

wider workforce, taking it from £330,000 to £346,500 for 2023. Pension,

bonus and LTIP opportunity, which are based on percentage of salary, will

be unchanged for Wayne in 2023. The Committee intends to undertake a

more thorough review of Wayne’s remuneration arrangements relative to

the enhanced scale of his job as part of the Remuneration Policy renewal

in 2024.

Performance and incentive outturns for 2022

Performance

As the CEO outlined in his review, this has been a challenging year for the

global economy and by extension therefore for all financial markets.

Jupiter has also been adversely affected by recent market dynamics which

have created a challenging backdrop for our own particular set of

investment capabilities. These challenges are reflected in our net flows and

investment performance over the full year.

Notwithstanding this, there has been significant success in relation to key

strategic initiatives including the rationalisation of our fund range and

review of our operating model, which have sharpened our active

investment proposition in a manner that will enable us to be more

efficient and effective in serving our clients’ needs. There has also been

success building out our institutional business which contributed to strong

gross flows of over £3bn in 2022, translating to £2bn of net inflows, both

of which are records for Jupiter in any year.

Bonus outturn

Based on the performance, the outcome of the bonus scorecard was

between 30.5-35.5% of maximum for the three executives who acted as

Executive Directors during 2022. The individual outcomes are set out on

page 124. As mutually agreed with Andrew Formica, his 2022 bonus has been

pro-rated to the end of June (the date he notified the Board of his intention

to retire) rather than the end of September (when he stepped down from

the Board). The 2022 bonus for Matthew Beesley in the single figure table on

page 119 has been pro-rated to reflect the six months he served as a Director

during the year. The Committee gave careful consideration to these

outcomes in respect of various internal and external factors detailed on

page 124 and concluded that no discretionary adjustment was required.

A full disclosure of the bonus determination process and the scorecard

outcomes is provided on pages 121 to 123.

CEO 2022 single figure and pay ratio

The CEO single figure and pay ratio are both more complicated than usual

in 2022 because of the transition between Andrew Formica and Matthew

Beesley on 1 October. Their aggregated 2022 single figure is £1,135,000 and

the median CEO pay ratio is 9:1 (2021: 22:1).

Employee share ownership

Employee share ownership continues to remain a core principle for the

Company, ensuring a strong alignment with our other shareholders in the

long-term interest in the Group’s performance and allowing all employees

to share in the Company’s success.

During 2022, the Company granted all eligible employees a free share award.

For employees based in the UK, this is under the Company’s Share Incentive

Plan (SIP). This award, contingent upon employees continuing to serve with

the Company for at least three years from the award date, ensured full

participation in at least one of the Company’s all employee share plans.

A further free share award has been announced for all eligible employees

in 2023 and will be granted in April 2023.

Pay regulation

Following our preparations in 2021 to review our remuneration policies and

approach to ensure compliance with IFPR, 2022 represented the first

performance year to which the new rules applied.

During 2022, we continued to ensure ongoing compliance with the

requirements including updating our Group Remuneration Policy and

preparing remuneration disclosures under the new rules. We have also

reviewed the application of all prevailing sectoral pay regulations to ensure

our pay arrangements continue to meet regulatory expectations whilst

remaining market competitive.

Shareholder engagement

During the coming year, we will be consulting with our largest shareholders

and investor bodies as we undertake our regular triennial review of the

Remuneration Policy and I look forward to their constructive input and

engagement as in previous such consultations.

I welcome feedback at any point in time from our entire shareholder base

regarding our remuneration arrangements. I am grateful for your support in

approving the DRR at the 2022 AGM, with over 95% of votes cast in favour,

and I hope that we will again have your support at the forthcoming AGM.

ROGER YATES

Chair of the Remuneration Committee

23 February 2023

114 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

EXECUTIVE REMUNERATION

AT A GLANCE

This table summarises the key terms for Executive Directors of the Directors’ Remuneration Policy approved by shareholders at the 2021 AGM, alongside

commentary of how we intend to apply this in 2023. A full version of the Remuneration Policy can be found on pages 84-93 of the 2020 Annual Report

which is available on our website at www.jupiteram.com.

Element Remuneration Policy summary 2023 approach Commentary relative to 2022 approach

Salary • Base salaries are generally reviewed

annually taking into account a range of

factors including size and scope of the

role; skills, performance and

experience of the individual;

market competitiveness; wider market

and economic conditions; and the

level of increases in the wider

employee population

• CEO £455,000 (2022: £455,000)

• CFO £346,500 (2022: £330,000)

• CEO’s salary unchanged

• CFO’s salary increased by 5% (in line

with the majority of the workforce but

below the average increase for the

wider workforce) taking it from £330,000

to £346,500 with effect from 1 April

2023. This is in the context of his

increased responsibilities for risk

and compliance.

Pension • Pension contributions of 15% of salary

are made at a consistent level to all UK

employees

• 15% of salary • Unchanged

Bonus

opportunity

• Maximum opportunities: CEO 425%,

CFO 250% of salary

• Maximum opportunities: CEO 425%,

CFO 250% of salary

• Unchanged

Bonus

performance

measures

• Balanced scorecard approach

• At least 65% based on corporate

quantitative measures; no more

than 35% based on individual and

strategic measures

• Payments subject to risk and compliance

assessment, overseen by the Chair of

the Audit and Risk Committee and

application of Remuneration

Committee judgement

• 65% based on corporate quantitative

measures (profitability, investment

performance over 1 and 3 year periods);

35% based on strategic objectives and

individual performance

• Unchanged

Bonus

deferral

• 50% of total bonus deferred over three

years vesting in annual tranches and

subject to an additional six-month

holding period

• Deferral can be in shares or fund units

• Half of the remaining 50% delivered as

shares or fund units subject to a

six-month holding period

• Where an Executive Director has not

yet met their minimum shareholding

requirement, only 25% of their deferred

element can be delivered in fund units

• Unchanged

LTIP

opportunity

• Maximum opportunities: CEO 375% and

CFO 225% of salary

• Maximum opportunities: CEO 375% and

CFO 225% of salary

• Unchanged

LTIP

performance

measures

• Subject to relevant performance

measures normally assessed over at least

three years and usually subject to an

additional two-year holding period

• Vesting subject to risk and compliance

assessment and underlying business

performance underpin

• Three measures: EPS growth (40%),

net flows (30%) and investment

outperformance over 3 and 5 year

periods (30%)

• Unchanged

Shareholding

requirements

• CEO 500%, CFO 250% of salary

• Post-employment shareholding

requirement of CEO 500% / CFO 250%

of salary in the first year and CEO 250%

/ CFO 125% in the second year after

stepping down

• In line with the Remuneration Policy • Unchanged

Malus and

clawback

• Malus and clawback provisions apply to

all variable remuneration

• In line with the Remuneration Policy • Unchanged

115Jupiter Fund Management plc Annual Report and Accounts 2022

ANNUAL REPORT

ON REMUNERATION

Implementation in 2022

Overview of activities in 2022

The following regular agenda items were considered during the scheduled Committee meetings which took place during 2022:

Jan Feb May Oct Dec

Remuneration Policy and disclosures

Review of Remuneration Policy

• •

Directors’ Remuneration Report

• • •

Risk and reward

Input from Risk and Compliance

•

Review of risk checkpoints prior to variable compensation pool approval

•

Malus and clawback assessment

• • •

Annual remuneration discussions

Bonus and LTIP pool

• • • • •

Assessing performance against bonus scorecard

•

Individual performance and remuneration outcomes

• •

LTIP performance condition testing

•

Allocation of LTIP awards

•

Setting bonus scorecard and LTIP performance measures

• •

Setting individual objectives for Executive Directors

• •

Minimum shareholding testing

Review of Chair’s fees

Review of approved all employee share plans

•

External market

Shareholder trends and feedback

•

Market trends

•

Benchmarking data

•

Regulatory

Internal audit of Remuneration Policy

•

Remuneration Policy Statement

•

Material Risk Taker identiﬁcation (UCITS V, AIFMD and IFPR)

•

Wider workforce pay arrangements

•

Gender Pay Gap

Committee remit and effectiveness

Terms of reference review

•

Self-evaluation

•

1. These agenda items had previously been discussed in late 2021 but have been tabled at the February 2023 meeting. Going forward these are expected to be scheduled in February.

116 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Work of the Remuneration Committee in 2022

The table on the previous page provides a high-level overview of the

various topics which the Committee has worked on during 2022.

The remainder of this section satisfies several requirements of the latest

Corporate Governance Code.

Provision 40 statement and strategic rationale

The Committee aims to have in place remuneration arrangements which

are simple and therefore well understood by the entire workforce,

including the Executive Directors. The simplicity is supported, for example,

by a single pension and benefits structure applicable to all UK employees

and not differentiated based on seniority. Jupiter operates a single bonus

deferral plan, and an LTIP scheme. This simple and well communicated

remuneration structure should ensure compensation spend is

appropriately valued by employees, and not eroded by complexity.

All variable compensation, including that for Executive Directors, is subject

to a series of risk checkpoints (as described in more detail on page 134),

which aim to assess a range of ex-ante and ex-post potential financial and

non-financial risks to the business prior to payment of any bonuses. In

conjunction with an individual risk, compliance and conduct underpin,

and the provision of malus and clawback conditions on variable

compensation awards to Executive Directors, the Committee is confident

that its work provides a robust framework to ensure appropriate risk

alignment of compensation.

The range of possible pay awards available to Executive Directors under

the Remuneration Policy was clearly set out in the 2020 Directors’

Remuneration Report on pages 90 to 93 of the 2020 Annual Report

and Accounts.

An overview of how the structure of the Remuneration Policy and specific

performance metrics align with Jupiter’s business strategy and culture is set

out in the Committee Chair’s statement.

Engagement with shareholders

The Chair of the Remuneration Committee is available to engage with

shareholders on all elements of our remuneration arrangements, including

at the Company’s AGM to facilitate engagement with our smaller

shareholders. Following the publication of the DRR last year, there were no

material concerns raised by shareholders or investor bodies and

shareholders supported the DRR with a 95.5% approval at the 2022 AGM.

We will be seeking engagement with our major shareholders during the

course of this year, as we develop our Directors’ Remuneration Policy for

consideration at the 2024 AGM.

As stated in the Committee Chair letter, the Committee welcomes

feedback at any time from our entire shareholder base regarding our

remuneration arrangements.

Operation of Remuneration Policy

A description of how the Committee assesses the quantum of the bonus

scorecard outcomes in the context of the overall corporate performance

and experience of shareholders and clients is provided separately on pages

121 to 123.

Statements regarding the Committee’s use of discretion in regard to the

bonus outcomes for 2022 and the testing of the LTIP performance

conditions ending in 2022, which vest in March 2023, are included on pages

124 and 125 respectively.

Remuneration decisions made by the Committee in relation to the

Executive Directors also take into account a range of additional factors

including internal relativities (details of our CEO pay ratio are on page 136)

and relevant external market data.

Wider workforce pay and engagement

The Remuneration Committee is closely involved in considering the

remuneration policies and pay levels of the wider Jupiter workforce.

The Committee’s work involves debate, discussion and ultimate approval

of the Company-wide variable compensation spend as well as the salary

increase budget for the whole workforce, with consideration given to the

amounts and proportions of total spend allocated to different areas of

the business. Part of this discussion requires a consideration of the

underlying PBT, which is also a key metric under the bonus scorecard for

Executive Directors.

The Committee is provided with data illustrating the mean and median

bonus levels and salary increase percentage split by gender for the current

and previous performance year, in order that it can also analyse the

outcomes from a gender pay perspective. More details can be found

in our separate Gender Pay Gap Report.

One of the recurring exercises undertaken by the Committee on an annual

basis is a review of external compensation benchmarking data, giving an

overview of fixed and total compensation levels for all employees relative

to the wider market. This data allows the Committee to challenge pay

decisions at a more granular level, and make proposals to management

in respect of the upcoming pay round.

The Committee approves all compensation for Material Risk Takers, including

for investment managers. Whilst this process is a regulatory requirement,

it involves a detailed and robust discussion, in relation to the financial and

non-financial considerations.

Jupiter also has an established employee representation forum,

Connections, whose Chair meets with the Board and the Remuneration

Committee regularly. This engagement is Jupiter’s method for ensuring

a formal dialogue exists between employees and the Board. It provides

the opportunity for employees to engage with the Board on any relevant

employee matters, including pay.

Collectively, this work helps demonstrate the Committee’s considerations

in appropriately balancing the pay outcomes for the wider employee

population with its decisions regarding executive pay.

During the year an internal evaluation of the Committee’s effectiveness

was undertaken, the process for which can be found on page 92.

An update on the actions arising from the 2021 Committee evaluation

are detailed on the following page, together with an overview of the

outcomes from the 2022 evaluation.

117Jupiter Fund Management plc Annual Report and Accounts 2022

2021 priorities 2022 status

In light of the changes in key personnel supporting the Committee

during 2021, ensure effective working relationships are developed

between all parties and continue to drive improvements to papers.

• The Committee, particularly the Chair, has developed very effective

working relationships with all personnel supporting the operation of

the Committee and there has been increased engagement outside of

Committee meetings.

• The 2022 evaluation noted the improved quality and timeliness of

papers being delivered to the Committee.

Ensure effective implementation of IFPR.

• IFPR was a key area of focus during the year and the Committee

received regular updates and, where appropriate, challenged the

approach to the implementation of the new requirements.

• All of the Group’s remuneration policies and practices were updated in

line with the new requirements within the deadline.

Consider wider remuneration practices, in light of the demand for

talent, to ensure we can continue to retain and attract talented

individuals aligned with our culture.

• The Committee has overseen a number of proposed changes to

remuneration practices to help retain and attract talented individuals,

which has included changes to our remuneration guidelines, pension

strategy and the operation of our employee share plans.

• The Committee has also focused on supporting more junior staff

during the cost-of-living crisis with targeted salary increases.

• This will continue to be a key focus during 2023, particularly due to the

wider macro-economic picture and continued demand for talent.

2022 evaluation conclusions

The 2022 Committee evaluation demonstrated that the Committee was operating very effectively with high scores across all areas of the Committee’s

operations. The quality of the Chair of the Committee and new HR team were particularly commended. The following items were identified as priorities

for 2023:

• Review and development of the Directors’ Remuneration Policy which is due for renewal at the 2024 AGM.

• Improve engagement with the Boards of Jupiter’s regulated entities regarding the work of the Committee.

• Continue to focus on Jupiter’s ability to attract and retain high-performing employees aligned with Jupiter’s culture.

118 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Implementation in 2022

Single total figure

Executive Directors’ 2022 and 2021 remuneration (audited information)

Andrew Formica

Matthew Beesley

2,3

Wayne Mepham

2022

£’000

2021

£’000

2022

£’000

2021

£’000

2022

£’000

2021

£’000

A. Fixed pay

Base salary 341 455 191 – 330 315

Taxable beneﬁts

4 8 1 – 4 4

Pension

45 60 25 – 44 42

Total ﬁxed remuneration

390 523 218 – 378 361

B. Annual bonus

Annual bonus:

Delivered in cash 74 410 71 – 73 167

Delivered in shares/fund units vesting immediately

with six-month holding period 74 410 71 – 73 167

Delivered in shares/fund units vesting over three years 147 819 142 – 147 334

Total bonus

6, 11

295 1,639 285 – 293 668

C. Vesting of LTIP awards

For performance in multi-year periods:

2019 award (2019-2021)

– 326 – – – –

2020 award (2020-2022)

– – – – – –

Total value of LTIP vesting – 326 – – – –

D. Other

Recruitment award

: – – – – –

Delivered in cash 66

Delivered in shares/fund units vesting immediately

with six-month holding period 66

Delivered in shares/fund units vesting over three years 133

SIP matching and free shares 4 2 1 – 2 2

Sharesave award – – 4 – 4 –

Total other

4 2 271 – 6 2

Total variable remuneration (B+C+D) 298 1,967 556 – 300 670

Total remuneration (A+B+C+D)

689 2,490 774 – 678 1,031

1. 2022 fixed pay figures for Andrew Formica represent the pro-rated period of the performance year up to 30 September 2022 the date he stepped down from the Board.

2. 2022 figures for Matthew Beesley represent the pro-rated period of the performance year from 28 June 2022 the date he joined the Board.

3. Matthew Beesley’s salary was £300,000 p.a. for the period to 30 September (whilst Deputy CEO) and £455,000 p.a. for the period to 31 December (whilst CEO).

4. Comprising private medical and dental insurance and reimbursement of reasonable expenses incurred in the performance of their duties and payment of any tax arising.

5. Represents employer pension contributions and/or cash allowance in lieu of pension contributions. There are no deﬁned beneﬁt arrangements. Employees with registered pension

protection or those impacted by the Tapered Annual Allowance may elect to have some or all of their pension contributions paid instead as a cash allowance, after deducting an

amount equal to the cost of employer national insurance on such cash payments. The pension amounts in the single ﬁgure table may therefore be less than 15% of the salary.

6. These amounts have been determined by the Remuneration Committee based on performance against the relevant annual bonus performance measures in respect of the relevant year.

As mutually agreed with Andrew Formica, his bonus has been pro-rated to the date he notified the Board of his intention to retire.

7. The value of the LTIP awards vesting is based on the Remuneration Committee’s determination of performance against the relevant LTIP performance measures across prior multi-year

performance periods.

8. The value of the 2019 LTIP award vesting in 2022 has been restated based on the share price on the vesting date 22 March 2022 of £2.12 and vesting due to performance of 30.3%.

9. Value of the 2020 LTIP award vesting in 2023 based on 0.0% vesting.

10. Amount of single figure attributable to share price appreciation/(depreciation) for the 2019 LTIP for Andrew Formica in respect of 2021 is as follows:

2021: (£195,745). This value has been calculated using the actual share price on vesting of £2.12 on 22 March 2022.

11. Any discrepancies in totals is due to rounding.

12. As outlined in the Committee Chair’s letter, this recruitment award was negotiated prior to Matthew Beesley’s appointment as a Director in order to secure his recruitment.

The value shown here relates to the six months he served as a Director in 2022. The award is payable in line with regulatory requirements as shown in the table.

119Jupiter Fund Management plc Annual Report and Accounts 2022

Executive Director variable pay awards for 2022 performance

Variable pay awards for 2022 performance have been determined by the Committee using the following process:

• At the start of the year, the Committee set and agree the performance metrics, relative weighting between corporate quantitative and strategic goals,

and associated targets for each performance level (threshold, target and maximum) for corporate quantitative metrics.

• The annual metrics and weightings are disclosed prospectively in the DRR; the detailed targets are considered commercially sensitive and are disclosed

retrospectively, following the performance year-end.

• Throughout the year the Committee monitor progress against the relevant performance metrics.

• Following year-end, actual performance against each of the bonus metrics is assessed as reported in the scorecard on the following pages.

For corporate quantitative metrics, this in the context of the threshold, target and maximum ranges set.

• Individual bonuses for the Executive Directors are determined utilising a scorecard. Bonuses are not formulaic and judgement is applied by the

Committee in arriving at award amounts. The Committee considers the context in which performance has been achieved, having reference to

shareholder and client experience during the year on pages 121 to 123.

• Overall variable compensation spend is considered in the context of the total compensation ratio relative to their expected ranges as previously

communicated to shareholders.

Assessing corporate quantitative performance (audited information)

The following section sets out Jupiter’s actual performance against target for the primary measures relating to proﬁtability and investment

outperformance, which are given a 40% and 25% weighting respectively and therefore together comprised 65% of the CEO and CFO’s bonus

metrics for 2022.

Performance metric Primary measure

Threshold

performance

(25% vesting)

Target

performance

(50% vesting)

Maximum

performance

(100% vesting)

Actual

performance

Percentage

outcome Commentary

Proﬁtability Underlying PBT £123.8m £154.7m £185.6m £77.6m 0% Underlying PBT targets are based on the

Group’s 2022 budget established in

December 2021. The budget included an

increase in AUM with the Group’s growth

strategy. Subsequently, the invasion of

Ukraine by Russia and the significant

inflationary pressures experienced in 2022 has

led to a deterioration of economic conditions,

negatively impacting the level of AUM and

profitability. The net impact was actual

performance below the threshold.

Investment

outperformance

Proportion of mutual

funds (weighted by AUM)

achieving performance

of ﬁrst or second quartile

over one year (25%

weighting) and three

years (75% weighting).

Proportion of segregated

mandates and

investment trusts

(weighted by AUM)

achieving performance

above the benchmark

over one year (25%

weighting) and three

years (75% weighting)

50% 60% 80% 52% 30% In respect of 2022 performance year, the

Remuneration Committee agreed to increase

the threshold target to 50% from 40% as per

prior years. The investment performance

achieved in respect of performance year 2022

is 52% which has been impacted by the recent

market dynamics. Investment performance

above the threshold target has resulted in the

target delivering 7.5% as a weighted

percentage of the overall maximum.

120 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Implementation in 2022

Assessing corporate strategic performance (audited information)

The following table sets out supporting commentary and information the Committee considered in assessing overall performance in each of the areas of

strategic performance identiﬁed for 2022, as well as the Committee’s overall qualitative assessment of the outcome for each metric. In conjunction with

assessment of individual performance, these measures comprise 35% of the CEO and CFO’s bonus metrics for 2022.

Performance metric 2022 Assessment Outcome

Client

relationships

Through this year, Jupiter has sought to actively engage with their clients to deepen these relationships and to take a

more strategic, holistic approach to client account management. Jupiter’s product development approach has

evolved to become more tailored and more bespoke in nature to meet client demand.

Jupiter has also engaged with its clients this year through our annual client survey. This survey comprised of in-depth

interviews with 40 clients across regions and client channels and scored highly in a number of key areas, including 84% in

relationship management and 83% in customer support. The survey provided a rich source of insight and highlighted areas

that can benefit from improvements, such as communications, and plans are already in place to action these during 2023.

2022 was also the first full year since the start of the pandemic in which Jupiter has been able to more fully connect

with clients on a face-to-face basis and it has taken every opportunity to do so.

Over the course of the year, Jupiter has had over 10,000 client engagements across the world and has attended or

hosted nearly 350 client events across 26 countries, including Jupiter’s flagship investment client conference which

was held in London.

Significantly

achieved

Investment

products

Jupiter has continued to restructure its fund range, recognising that there were opportunities to strengthen its active

propositions through reviewing its sub-scale, non-differentiated funds. There were also a number of areas where

Jupiter had overlapping capabilities or were present in areas of limited client demand. Across the whole product

range, 46% of Jupiter’s mutual funds had less than £100m of assets so it has made changes to simplify the range of

capabilities to better reflect client needs. In total, through a series of closures, mergers and repositionings, changes

are being made to almost a third of the fund range.

Once the changes are completed later in 2023, Jupiter will have around 25% fewer funds by number. Importantly,

because these endeavours have been focused on our sub-scale funds, only 4% of overall group AUM has been

impacted and total outflow as a result of these changes is estimated to be substantially lower than this at around

£140m as at 31 December 2022.

In addition, Jupiter has launched four new successful products during 2022 with combined AUM of £100m.

Significantly

achieved

Talent and

culture

At Jupiter we are focused on delivering on our purpose and strategy and creating a consistent culture in which the cultural

pillars are lived daily. During 2022, Jupiter set out to articulate the behaviours that sit underneath its cultural pillars to

underline the active role that each employee plays in promoting the culture that Jupiter needs to succeed in the future.

This project aimed to develop a deeper understanding of our employees’ perceptions of life at Jupiter and the behaviours

required. The research spanned all levels and locations of the organisation, including one-to-one interviews with senior

leaders, focus groups with employees and an online survey – all of which resulted in feedback from over 300 employees.

The result was a set of tangible behaviours that each Jupiter employee is expected to uphold in their day-to-day role.

In conjunction with the launch of the behaviours, Jupiter has launched a new peer recognition scheme,

Proud@Jupiter, to recognise individuals that make all of our people proud to work at Jupiter.

In addition, an employee engagement survey during 2022 attracted a 90% participation rate (an 8% increase from the

2021 survey). At 71%, Jupiter has seen an increase in our overall engagement score which highlight the strong positive

trends in inclusion, leadership communication, work/life balance and clients first with a renewed energy

for DE&I initiatives.

Significantly

achieved

Operating

model

During 2022, against a backdrop of price inflation and lower revenues, cost control has been a key focus. Following

the significant reduction in the scale of the business in the first half of 2022, Jupiter completed a comprehensive

review of its operating model. The review identified the opportunity to re-balance resources whilst bringing

increased agility. It also remained focused on retaining an operating model centred around its clients, with a clear

focus on risk management, and retaining investment in key areas of growth. As a result, a restructuring programme

led to a reduction in Jupiter’s planned roles of around 15%. In respect of non-staff costs, the review also focused on

all supplier relationships across the business and identified a number of areas where cost savings were possible.

Jupiter continues to maintain a focus on its cost base to identify inefficient allocation of resources, outsourcing

opportunities and consolidating suppliers where appropriate, and investing in technology.

Significantly

achieved

121Jupiter Fund Management plc Annual Report and Accounts 2022

Performance metric 2022 Assessment Outcome

Sustainability 2022 was an important year in progressing towards Jupiter’s firm-wide sustainability ambitions. Jupiter enhanced its

sustainability governance framework and relaunched its Sustainability Advisory Council to provide expert counsel,

insight and guidance on material sustainability issues for labelled and non-labelled funds.

Jupiter created new sustainability and responsible investment policies to govern its investments and operations. Jupiter’s

range of sustainability-focused products continued to attract client interest this year despite a more difficult market

environment. Across the range, Jupiter generated over £250m of net inflows and total AUM now stands at £1.8bn.

In 2022, Jupiter put in place a central corporate sustainability team to lead and deliver on our firm-wide sustainability

ambitions. The team has made excellent progress, launching several new sustainability initiatives and reviewing our

existing commitments and pledges to ensure that we continue to embed good practice across all of our business areas.

Jupiter published a Sustainability Policy for the first time and has set out its existing corporate approach to

sustainability and the ways in which it seeks to act as a responsible business, including how it manages its operational

footprint, engages with suppliers, sets expectations and demonstrates commitment to putting our cultural pillars into

action through employee and stakeholder engagement.

Achieved

Institutional Jupiter saw particular success in the institutional channel this year as the focus over the last three years was realised in

terms of new mandates funding. Jupiter generated gross flows of over £3bn from institutional clients and net inflows of

£2bn, both of which were records for Jupiter. The Group’s total AUM in this channel increased to £6.8bn, which

represents 14% of the Group.

Through 2022, Jupiter continued its focus on broadening its expertise in the institutional business and appointed a new

Head of Institutional. Jupiter’s relationships with consultants continued to broaden across the world this year and now

has 18 ‘Buy’ ratings from nine consultants, across nine different strategies.

Significantly

achieved

Overseas

markets

Jupiter’s overseas businesses now account for 32% of the Group’s AUM and 25% of revenues. Despite significant

outflows from its core UK business, Jupiter generated broadly flat flows this year from international clients.

Jupiter now has the opportunity to build scale in key markets and has worked hard to identify where the most

significant opportunities lie. Jupiter has strengthened its team, including with a newly appointed Head of International

and allocated resources to the few key markets where it sees the greatest opportunities to drive future growth.

Achieved

Corporate

social

responsibility

Jupiter plays an important societal role by investing to create secure futures for its clients that also accounts for our

wider responsibilities for both people and the planet. Jupiter’s core commitment to sustainability is externally

recognised by our Tier 1 FRC Stewardship Code status and it remains committed to reducing the environmental impact

of its operations. The Group retained its listing on the FTSE4Good indices and achieved a AAA score from MSCI.

Jupiter’s CDP score positions the Group in the ‘leadership’ category.

In addition, during 2022, Jupiter was awarded the Fair Tax Mark accreditation by the Fair Tax Foundation, the first global

asset manager to secure this gold standard of responsible tax conduct.

In 2022, Jupiter engaged with Arrival Education, a company specialised in enabling access to industry for individuals from

diverse ethnic and socio-economic backgrounds. This partnership has seen the launch of the Jupiter Financial Confidence

Programme for 18-25 year olds from low-income communities with the specific aim of helping attendees manage their

personal finances, whilst giving Jupiter staff a means to use their skills and knowledge to create a social impact.

Jupiter’s employee networks have been brought together through a central DE&I forum, which is chaired by Matthew

Beesley. The increased visibility of its employee networks in 2022 has led to strong results in the DE&I space in the staff

engagement survey. In December, the Group saw a 20% increase in positive responses to the question ’I feel able to be

myself at work’, now standing at 87% overall - a question which seeks to highlight how open and inclusive the working

environment is for our people.

Through the implementation of a new employee HR information system, which was rolled out in September 2022,

Jupiter has increased its data capture across key aspects of diversity, achieving an 88% disclosure rate on ethnicity

diversity data, as well as more systematically capturing data on sexual orientation and disability for the first time.

Achieved

122 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Assessing individual performance (audited information)

The following table sets out supporting commentary and information the Committee referenced in assessing individual performance

of the Executive Directors for 2022.

Executive 2022 Assessment Outcome

Andrew

Formica

Chief

Executive

Officer

In June, Andrew Formica’s retirement from his role as CEO was announced, noting that he would step down from

the Board effective 1 October 2022. During 2022, Andrew continued to provide leadership throughout a highly

challenging period for the business. Andrew has supported and navigated the transition to Matthew as CEO by

supporting the Board with succession planning and providing mentorship to the Executive Committee members

and Matthew.

Andrew has continued to promote Jupiter in the media and industry and has represented Jupiter at the highest

levels of the industry through board representation on the Investment Association as well as member of the

Government Asset Management taskforce. Andrew has effectively delivered the firm’s core strategy and business

performance to shareholders and analyst community despite extremely challenging business performance,

particularly in UK Mid Cap, Fixed Income and the retail and wholsesale business. He has led the changes that

resulted in strong results in institutional after years of effort to enhance our offering in this important channel.

Good

Matthew

Beesley

Chief

Executive

Officer

Since joining Jupiter in January 2022, Matthew has made an immediate and significant impact on the business as

CIO by developing and implementing plans to restructure the Group’s fund range to ensure the best outcomes

for the firm’s clients and to reduce complexity. During his time as CIO, Matthew developed a deep understanding

of the business, people and other key stakeholders.

Since his appointment as CEO, Matthew has taken decisive actions to promote Jupiter’s success and adapt to

market and industry conditions. He has shown strong leadership skills and the Board is pleased by the progress

Matthew has made in evolving and adding to the Group’s strategy, as well as addressing many short-term

challenges in the current economic conditions. Matthew has very proactively increased his communication across

the business, ensuring employees are fully briefed on key matters.

Matthew has been instrumental in establishing the SMT to support the Executive Committee in the

implementation of the Group’s strategy and appropriate allocation of resources.

During 2022, Matthew has brought a huge amount of energy, leadership skills, strategic insights and an unwavering

focus on client outcomes.

Outstanding

Wayne

Mepham

Chief Financial

Officer

Wayne has taken an active role in building leadership within Jupiter across 2022, noting that his contribution at all

levels have enhanced. Wayne has expanded his scope of responsibilities at Jupiter with Risk and Compliance

moving under his remit in the second half of the year and, in a short space of time, has restructured Risk and

Compliance through the separation of the functions and has instigated a review of the Risk function to drive

improvements. Wayne has led the implementation of behaviours that sit underneath its cultural pillars to enable

Jupiter to promote the culture that Jupiter needs to succeed in the future. In addition, Wayne has been

instrumental in leading and completing a comprehensive review of Jupiter’s operating model, resulting in a

restructuring programme and a review of all supplier relationships across the business.

Under Wayne’s leadership, the annual employee engagement survey has been remodelled in 2022 to move Jupiter

towards pulse surveying in 2023. Wayne has increasingly held regular and active engagement with many individuals

across the Group in a range of forums.

Wayne has continued to build strong relationships with all stakeholders including the Board, Audit and Risk

Committee, shareholder and analyst communities.

Outstanding

123Jupiter Fund Management plc Annual Report and Accounts 2022

2022 Executive Director bonus outcomes (audited information)

2022 scorecard performance metric

Outcome (as

percentage of

maximum) Weighting

Weighted

percentage of

maximum

Andrew Formica,

Chief Executive

Officer £’000

Matthew Beesley,

Chief Executive

Officer £’000

Wayne Mepham,

Chief Financial

Officer £’000

Profitability 0% 40% 0% – – –

Investment outperformance 52% 25% 7.5% 73 60 62

Strategic goals and personal performance 66% - 80% 35% 23% 222 – –

28% – 225 –

28% – – 231

Totals 295 285 293

Outcome as percentage of maximum opportunity

30.5% 35.5% 35.5%

Delivered as upfront cash 74 71 73

Delivered as shares/fund units with six-month holding period 74 71 73

Delivered as shares/fund units vesting over three years 147 142 147

1. Maximum opportunity for the annual bonus is 425% of salary for the CEO, 250% of salary for the CFO.

2. As mutually agreed with Andrew Formica, his 2022 bonus has been pro-rated to the end of June (the date he notified the Board of his intention to retire) rather than the end of

September (when he stepped down from the Board). The 2022 bonus for Matthew Beesley in this table has been pro-rated to reflect the six months he served as a Director during

the year.

Overall compensation spend

Jupiter’s overall variable compensation spend is determined appropriate and affordable in the context of Jupiter’s overall performance. We aim to balance

and align the interests of our staff and our shareholders.

The variable compensation spend is assessed in its financial reporting context, which considers the accounting treatment of the variable compensation

spend. In addition, the Committee considers the total compensation expense, which includes the ﬁxed component of remuneration as well as the variable.

The variable compensation expense is determined by the nature and extent of bonuses awarded in 2022 as well as deferred awards (including LTIP)

made in prior years. It also includes national insurance charges levied on Jupiter in relation to variable compensation. The 2022 underlying variable

compensation expense of £104.5m (including performance fees) resulted in a total compensation ratio of 47.0%. Excluding performance fees the

underlying variable compensation expense is £70.6m, resulting in a total compensation ratio of 39.5%, which remains within the range previously

communicated to shareholders.

• Jupiter has continued to focus on cost control and during the year has

completed a comprehensive review of its operating model and all

supplier relationships across the business, resulting in a reduction in

planned headcount of around 15%.

Implementation in 2022

• The bonus outcomes for Executive Directors were in line with the

overall variable compensation experience for other employees

of the Group.

• There were no risk or regulatory compliance issues at a Group or

individual level for which the Committee considers it appropriate to

make any variable compensation adjustments for Executive Directors.

In consideration of the above, the Committee was therefore satisfied

that the balanced scorecard was a fair outcome consistent with the

shareholder, client and wider workforce experience during the year.

It has therefore made no discretionary adjustments to the bonus

scorecard outcomes.

A summary of the Committee’s conclusions is set out in the bonus

outcomes table below.

Determining individual Executive Director 2022 annual

bonuses (audited information)

The 2022 annual bonus awards have been determined by the Committee

using: an assessment of performance against the metrics laid out in the

balanced scorecard on the previous pages; a holistic assessment of the

shareholder and client experience in the year; and an assessment of risk

and compliance underpins. Specific conclusions reached by the

Committee were as follows:

• The Committee noted the challenging macro-economic environment

and the recent market dynamics impacting Jupiter’s investment

capabilities, which are reflected in the financial component of the

balanced scorecard.

• The Committee also noted the significant successes in relation to the

key strategic initiatives allowing Jupiter to become a more agile business

and thereby enabling the delivery of long-term growth.

• In particular, the Committee noted the success in relation to the

institutional channel during 2022. Jupiter generated gross flows of over

£3bn from institutional clients and net inflows of £2bn, both of which

were records for Jupiter. The Group’s total AUM in this channel

increased to £6.8bn, which represents 14% of the Group.

• Jupiter has continued to restructure its fund range and during 2022,

focused on those mutual funds which had less than £100m of assets.

In total, through a series of closures, mergers and repositionings,

changes have been made to almost a third of the

fund range.

124 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Performance condition Performance against the condition over the performance period Proportion of condition vesting

Underlying EPS growth

• 0% vesting for 5% growth or below;

• 100% vesting for 25% growth or above; and

• Straight-line vesting between these points.

Jupiter’s underlying EPS fell by 61.7% over the

performance period inclusive of performance fees

and fell by 46.9% exclusive of performance fees.

Jupiter’s underlying EPS growth over the performance

period did not therefore exceed the 5% threshold.

0.0% of condition vesting

(0.0% of total award)

Investment outperformance

The proportion of all of Jupiter’s assets (weighted by AUM)

achieving above median performance relative to their peer group

(retail) or above benchmark performance (institutional) weighted:

• 25% over the three-year period to 31 December preceding the

vesting date; and

• 75% over the five-year period to 31 December preceding

the vesting date.

• 0% vesting for less than 50%;

• 25% vesting for 50%;

• 100% vesting for 80%; and

• Straight-line vesting between these points.

Jupiter’s investment performance was such that:

• 44.8% of funds (weighted by AUM) performed

above median or above the benchmark over the

three-year period to 31 December 2022; and

• 49.4% of funds (weighted by AUM) performed

above median or above the benchmark over the

five-year period to 31 December 2022.

On a weighted basis, 48.2% of funds performed above

median or above the benchmark.

0.0% of condition vesting

(0.0% of total award)

Total 0.0% vesting

1. Investment performance of mutual fund AUM outperforming the median uses Morningstar as the single source of relative investment performance data for all funds.

External directorships

Executive Directors are not permitted to hold external directorships or

offices without the Board’s prior approval. During the year Andrew Formica

served as Non-Executive Director on the Board of Hammerson plc. This role

was held by Andrew prior to his appointment to Jupiter, and the Board

agreed Andrew could continue serving. Andrew resigned from this role

on 28 April 2022. During that period Andrew received fees of £22,167 from

Hammerson plc.

In all instances Andrew has been permitted to retain his fees for

this appointment.

Payments to exiting Directors (audited information)

No new payments were made to any exiting Directors during 2022.

Payments to former Directors (audited information)

It was announced on 28 June 2022 that Andrew Formica would step down as

a Director with effective from 1 October 2022 and remain as an employee of

the Jupiter Group during his notice period until 30 June 2023. In accordance

with his service contract, Andrew will continue to receive his current level of

fixed remuneration until 30 June 2023 but he will not be eligible for an annual

bonus or LTIP grant after having stepped down from the Board.

Andrew will be treated as a good leaver and his outstanding share awards

will continue to vest on their original terms subject to any applicable

performance and time pro-rating terms. He will not receive an LTIP for

2023. Andrew remains subject to the post-employment shareholding

guidelines set out in the Remuneration Policy for two years after stepping

down from the Board.

Payments for loss of office (audited information)

No payments were made for loss of office in 2022.

Performance condition testing for 2020 LTIP award,

vesting 5 March 2023 (audited information)

The LTIP award vesting ﬁgure for Andrew Formica and Wayne Mepham

shown in the single total ﬁgure on page 119 is due to vest on 5 March 2023,

subject to two equally-weighted performance conditions measured to

31 December 2022. The performance conditions have been tested and

performance against those conditions and the associated level of vesting

are outlined below. The Committee is satisfied that the vesting outcome is

appropriate in the context of the overall shareholder and client experience

and has not exercised any discretion in relation to the testing of the

performance conditions.

Non-Executive Directors’ 2022 and 2021 fees (audited information)

Nichola Pease Polly Williams

Roger Yates Karl Sternberg David Cruickshank

Dale Murray

Suzy Neubert

2022

£’000

2021

£’000

2022

£’000

2021

£’000

2022

£’000

2021

£’000

2022

£’000

2021

£’000

2022

£’000

2021

£’000

2022

£’000

2021

£’000

2022

£’000

2021

£’000

Fees 235 235 34 94 106 102 79 79 86 42 71 24 60 –

Benefits

1 – – – 3 – 1 – – – 1 – 1 –

Total 236 235 34 94 109 102 80 79 86 42 72 24 61 –

1. Beneﬁts comprise reimbursement of reasonable taxable business expenses incurred in the performance of duties and the payment of any tax arising.

2. Polly Williams resigned from the Board on 11 May 2022.

3. Year-on-year increase is due to David Cruickshank and Dale Murray joining the Board in 2021.

4. Suzy Neubert joined the Board in 2022, the fees are therefore pro-rated.

As a nominated respresentative of TA Associates, Chris Parkin is not paid any fees in conjunction with his appointment to the Board.

125Jupiter Fund Management plc Annual Report and Accounts 2022

2023 balanced scorecard

Area Metric Performance measures

Corporate

quantitative

(65%)

Proﬁtability • Measured through underlying PBT

Investment

outperformance

• Measured through the proportion of mutual funds achieving ﬁrst or second quartile performance and

the proportion of separate account assets beating their benchmarks (weighted by AUM)

• Measured over one year (25% weighting) and three years (75% weighting)

Strategic and

individual (35%)

Increase scale in

selected geographies

and channels

• Increased levels of AUM and market share in stated key geographies, but also growth in absolute AUM

(net of market movements) in institutional

• Focus on building critical mass and scale across a range of new and emerging franchises, deliver net

flows broadly consistent with or better than the financial forecast

• Increased operating margins across our non-UK geographies in aggregate

Decrease undue

complexity

• Deliver a flat or improved cost:income ratio at an overall company level

• Increase automation and the utilisation of technology

Broaden our appeal

to clients

• Ongoing curation of the product shelf and an ongoing consideration of other new product ideas

• Delivering active investment excellence, focused on using technology to increase levels of client

reporting, data sharing and knowledge transfer

• Success in building relationships with new clients and deepening relationships with existing

strategic clients

Deepen relationships

with all stakeholders

• Embed sustainability thoughtfully and authentically in all that we do

• Increase the positive impact on society through our people and work

• Promotion of ESG capabilities and product offering to increase AUM in this market segment

• Continue to work towards existing net zero targets for in scope funds and as relevant, consider

opportunities to increase range of funds in scope

Personal performance • Achievement against speciﬁc personal performance objectives

Underpin Risk and regulatory

compliance

• The Committee considers the checkpoints set out on page 134 when exercising its judgement to

determine the appropriate variable compensation pool, at a Group level

• The Committee also receives an annual report on internal control and risk management factors from

risk and compliance to consider when assessing appropriate awards, at an individual level. This was

reviewed by the Chair of the Audit and Risk Committee

• Any risk or compliance factor (corporate or individual) has the potential to reduce variable

compensation, including to zero

Implementation in 2023

The following section provides an overview as to how each element

will be applied in 2023.

Base salary

The CEO’s base salary will remain at £455,000. The CFO’s base salary

will increase by 5% in 2023 to £346,500.

• Matthew Beesley: £455,000 (2022: £455,000);

• Wayne Mepham: £346,500 (2022: £330,000).

Annual bonus

Annual bonuses in respect of 2023 (inclusive of any deferred bonus award)

will continue to be subject to the following individual caps as a percentage

of base salary in line with the new Remuneration Policy:

• Matthew Beesley: 425%;

• Wayne Mepham: 250%.

The 2023 bonuses will be determined on the normal timetable and in line

with the process below.

The performance measures for the 2023 annual bonus will be set within

the following balanced scorecard. 65% of these measures will be corporate

quantitative measures, with clearly determined ‘Threshold’, ‘On target’ and

‘Maximum’ goals. The remaining objectives will be strategic and individual

measures.

Determination of bonus amounts is not formulaic; in addition to reviewing

each of the performance measures, the Committee will take a holistic view

of the overall performance of the Company for the year to ensure that

any bonus amounts appropriately reﬂect the experience of shareholders.

Where performance measures produce an outcome which does not align

with that of shareholders, the Committee may exercise its discretion as it

considers appropriate.

126 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Proportion of bonus and delivery method

The payment of bonuses for Executive Directors for 2023 will be as follows and is compliant with the relevant remuneration regulations.

25% 25% 50%

• Delivered as cash. • Delivered as either deferred Jupiter shares or deferred fund

units in a Jupiter fund. Choice between these can be made

by the Executive Director nearer the payment date.

• Immediate vesting, but subject to a subsequent six-month

post-vesting holding period.

• Delivered as either deferred Jupiter shares and/or deferred

fund units in a Jupiter fund. Choice between these can be

made by the Executive Director nearer the payment date.

Where the Executive Director has not yet met the minimum

shareholding requirement, deferral into fund units will be

restricted to 25% of this portion of the bonus.

• Vesting in equal tranches over three years, but subject

to a subsequent six-month post-vesting holding period.

LTIP awards

The 2023 LTIP awards will be subject to the following performance conditions.

Proportion of LTIP Performance condition Performance measure Outcome

40% Underlying EPS growth

Jupiter’s underlying EPS must achieve at least 5%

growth over the performance period

Jupiter’s underlying EPS growth over

the performance period

Less than 5% growth

25% growth or above

Any other percentage

Proportion of the award subject

to the EPS performance condition

that will vest

100%

Sliding scale between the relevant

percentages above

30% Jupiter’s investment outperformance

The proportion of all of Jupiter’s assets (weighted

by AUM) achieving above median performance

relative to their peer group (retail) or above

benchmark performance (institutional) weighted:

25% over the three-year period to 31 December

preceding the vesting date; and 75% over the five-year

period to 31 December preceding the vesting date

Proportion of funds (weighted

by AUM) achieving above median/

benchmark performance

Less than 50%

50%

80% or above

Any other percentage

Proportion of the award subject

to the investment outperformance

condition that will vest

25%

100%

Sliding scale between the relevant

percentages above

30% Net flows

Cumulative net flows for the Group over the

performance period

Net flows over the performance period

Less than £1.5bn

£1.5bn

£4.5bn or above

Any other value

Proportion of the award subject

to the net flows performance

condition that will vest

25%

100%

Sliding scale between the relevant

percentages above

1. Due to their volatility, performance fees will be excluded from the EPS growth calculation for LTIP awards. For consistency, this will also be applied to the Executive Directors in-flight

LTIP awards although the vesting level will not be permitted to exceed the original calculation including performance fees.

Targets for each performance measure will be set by the Committee in

line with the framework described on page 115. The Committee considers

more speciﬁc details of the 2023 performance measures and targets to be

commercially sensitive and therefore further details of the targets and

weightings for each of these measures and performance against each will

be provided in the 2023 DRR.

The determination of variable pay awards in relation to 2023 performance

will continue to be assessed with the application of judgement, taking into

account a holistic assessment of Group and individual performance.

The balanced scorecard, set out in the table on page 124, will allow the

Committee to assess performance against key ﬁnancial and

strategic metrics. The Committee’s assessment against these metrics

and the decision about any variable pay awards will be clearly disclosed

to shareholders.

In addition to the performance measures outlined on the previous page,

the Committee considers the checkpoints set out on page 134 when

exercising its judgement to determine the overall variable compensation

spend for any particular year, and also considers individual risk behaviours

when assessing individual awards.

127Jupiter Fund Management plc Annual Report and Accounts 2022

Non-Executive Director fees, roles and committee responsibilities

Jupiter normally reviews Non-Executive Director fees annually. The Non-Executive Chair’s fee and fees for certain Non-Executive roles were last increased

with effect from 1 January 2018 and 1 January 2019 respectively. Fees for chairing the Audit and Risk Committee and Remuneration Committee were last

increased with effect from 1 January 2020. Following the annual review at the end of the year, the base fee will be increased with effect from 1 April 2023.

No other increases are proposed for the 2023 financial year.

2022

annual fee

2023

annual fee

Base fee £64,000 £66,000

Senior Independent Director fee £12,500 £12,500

Audit and Risk Committee Chair fee (in addition to member fee) £22,000 £22,000

Remuneration Committee Chair fee (in addition to member fee) £22,000 £22,000

Audit and Risk Committee member fee £7,500 £7,500

Remuneration Committee member fee £7,500 £7,500

Non-Executive Chair fee (all inclusive) £235,000 £235,000

Non-Executive Directors are reimbursed for reasonable business expenses.

The roles and committee responsibilities of the Non-Executive Directors during 2022 were as follows:

Director Title Roles and committee responsibilities

Nichola Pease Independent Chair Nomination Committee Chair

Remuneration Committee member

Polly Williams Independent Non-Executive Director (stepped down 11 May 2022) Audit and Risk Committee Chair

Nomination Committee member

Karl Sternberg Independent Non-Executive Director Audit and Risk Committee member

Nomination Committee member

Remuneration Committee member

Roger Yates Independent Non-Executive Director

Senior Independent Director

Nomination Committee member

Remuneration Committee Chair

Chris Parkin Non-Executive Director Board member

David Cruickshank Independent Non-Executive Director Audit and Risk Committee Chair

Nomination Committee member

Dale Murray Independent Non-Executive Director Audit and Risk Committee member

Nomination Committee member

Suzy Neubert Independent Non-Executive Director (appointed 1 March 2022) Remuneration Committee member

Nomination Committee member

Implementation in 2023

LTIP awards continued

These awards will be granted in March 2023 and will vest on the third

anniversary of grant, subject to the achievement of the stretching

performance conditions, as set out in the table on the previous page.

The awards will also be subject to a two-year post-vesting holding period

in line with the Remuneration Policy.

The 2023 LTIP award values will be as follows:

• Matthew Beesley: £1,706,250 (375% of salary);

• Wayne Mepham: £742,500 (225% of salary).

Investment outperformance is critical to Jupiter’s clients and the

Company’s long-term success. Its importance is recognised through its use

as a performance measure within the annual bonus scorecard and the LTIP.

Given the longer time horizon over which LTIP assesses performance,

both a three- and ﬁve-year outperformance measure is included.

EPS growth is important to shareholders and is the best measure

of Jupiter’s successful execution of its growth strategy.

There is no payout under this performance condition at threshold

performance, or where EPS growth is less than 5% over the period.

Net flows are a strong indicator of client confidence in Jupiter’s

products, and are a key determinant of changes in future revenue

streams for the business.

In addition to a risk and compliance assessment, LTIP awards are subject

to an underlying business performance underpin. The Committee will

compare the vesting outcome for LTIP awards against shareholder and

client experience over the same performance period.

128 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Directors’ shareholdings (audited information)

Director

Ordinary shares

held at

31 December 2022

(no restrictions)

Unvested ordinary

shares held at

31 December 2022

(subject to

continued

employment)

Total

ordinary shares

held at

31 December

2022

Vested but

unexercised

options at

31 December

2022

Unvested

options, vesting

not subject to

performance

conditions at

31 December

2022

Unvested

options, vesting

subject to

performance

conditions at

31 December

2022

Total options

over ordinary

shares held at

31 December

2022

Shareholding

as a percentage

of salary

Shareholding

as a percentage

of salary including

vested and

unvested share

options

Andrew Formica

1,126,081 5,507 1,131,588 300,676 234,555 2,335,483 2,870,714 284% 391%

Matthew Beesley 42,487 2,596 45,083 – 350,954 271,715 622,669 11% 61%

Wayne Mepham 82,800 2,680 85,480 62,075 254,627 974,802 1,291,504 30% 102%

Nichola Pease 72,050 – 72,050 – – – – – –

Polly Williams – – – – – – – – –

Roger Yates 325,000 – 325,000 – – – – – –

Karl Sternberg 28,601 – 28,601 – – – – – –

David Cruickshank 60,000 – 60,000 – – – – – –

Dale Murray 67,327 – 67,327 – – – – – –

Suzy Neubert 46,000 – 46,000 – – – – – –

Chris Parkin

– – – – – – – – –

1. Figures for Andrew Formica are as at 1 October 2022, the date he stepped down as a Director.

2. Chris Parkin is a nominated representative of TA Associates, which currently holds 84,115,278 (15.43%) shares in Jupiter.

There have been no changes to the above interests between the year-end and 23 February 2023 (the latest practicable date before the printing of the

Annual Report and Accounts).

Minimum shareholding requirements (audited information)

Executive Directors should maintain a signiﬁcant holding of shares in the Company. The Remuneration Policy in operation for the 2022 performance year

provided that the CEO should hold shares in the Company with a value equivalent to at least 500% of base salary, and other Executive Directors a value

equivalent to at least 250% of base salary. The Committee expects Executive Directors to build up their required shareholding within five years from

appointment to the Board, and is satisfied with the progress of all Executive Directors against this.

Post-employment shareholding requirements

Under the Directors’ Remuneration Policy and in line with the Corporate Governance Code requirements, the Committee has a formal post-employment

shareholding requirement for Executive Directors. Executive Directors will be required to maintain a meaningful shareholding for two years after stepping

down as a Director, specifically shares worth 500% of salary for the CEO and 250% of salary for other Directors in the first year, decreasing to 250% of

salary for the CEO and 125% of salary for other Directors in the second year after stepping down.

Directors’ service contracts unexpired terms

The Executive Directors are the only Directors with service contracts, none of which contains an expiry term. The CEO has a 12-month notice period.

The CFO has a six-month notice period.

129Jupiter Fund Management plc Annual Report and Accounts 2022

Share awards (audited information)

DBP – options over Jupiter shares

Options held at start of year Options granted during the year

Options exercised/lapsed

during the year Options held at end of year

Director

Year

granted

Number of

shares under

option held

as at 1 January

2022 including

dividend

adjustments

1,2,3,4

Market

value

per share

at date

of grant

Grant

date

Face

value at

award

Price

used to

determine

number

of shares

Number

of shares

under

option

1,2,3,4

Number

of shares

under

option

lapsed

during

the year

Number

of shares

under

option

exercised

during

the year

Number

of shares

under

option held

as at

31 December

2022

Earliest

exercise

date

Latest

exercise

date

Andrew

Formica

2020

(in respect

of 2019) 54,874 £3.11 – – – – – – 60,187

5 Sept

2022

5 March

2023

54,876 £3.11 – – – – – – 60,189

5 Sept

2023

5 March

2024

2021

(in respect

of 2020) 79,005 £2.82 – – – – – – 87,182

9 Sept

2022

9 March

2023

79,005 £2.82 – – – – – – 87,182

9 Sept

2023

9 March

2024

79,007 £2.82 – – – – – – 87,184

9 Sept

2024

9 March

2025

Wayne

Mepham

2019

(Buyout

Award) 22,989 £3.43 – – – – – 22,989

–

1 March

2022

1 Sept

2022

2020

(in respect

of 2019) 25,767 £3.11 – – – – – 28,261

5 Sept

2022

5 March

2023

25,769 £3.11 – – – – – – 28,263

5 Sept

2023

5 March

2024

2021

(in respect

of 2020) 30,643 £2.82 – – – – – – 33,814

9 Sept

2022

9 March

2023

30,643 £2.82 – – – – – – 33,814

9 Sept

2023

9 March

2024

30,644 £2.82 – – – – – – 33,815

9 Sept

2024

9 March

2025

2022

(in respect

of 2021) – –

3 March

2022 £250,279 £2.04 40,802 – – 45,336

3 Sept

2023

3 March

2024

40,802 – – 45,336

3 Sept

2024

3 March

2025

40,802 – – 45,336

3 Sept

2025

3 March

2026

Matthew

Beesley

2022

(Buyout

Award)

– –

3 March

2022 £604,000 £2.04 98,467 – – 109,409

3 Sept

2023

3 March

2024

98,467 – – 109,409

3 Sept

2024

3 March

2025

98,467 – – 109,409

3 Sept

2025

3 March

2026

1. Outstanding share awards granted in 2020 and 2021 were adjusted by 4.35% as a result of the 14 May 2021 Final and Special Dividend.

2. Outstanding share awards granted in 2020 and 2021 were adjusted by 2.95% as a result of the 1 September 2021 Interim Dividend.

3. Outstanding share awards granted in 2020, 2021 and 2022 were adjusted by 4.6% as a result of the 20 May 2022 Final Dividend.

4. Outstanding share awards granted in 2020, 2021 and 2022 were adjusted by 6.5% as a result of the 31 August 2022 Interim Dividend.

5. Average closing share price from the three trading days prior to date of grant.

6. Closing share price on date of exercise, 1 March 2022, was £2.06. This resulted in a value of shares on exercise of £47,384.

7. This buy-out award replicates the value and timing of incentives forfeited by Matthew Beesley upon his change of employment. Consistent with the forfeited incentives, no

performance conditions are attached to this buy-out award.

130 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

DBP – options over Jupiter fund units

Fund units held at start of year Fund units granted during the year

Funds units released/lapsed

during the year Fund units held at end of year

Director

Year

granted

Number

of units

held as at

1 January 2022

Market

value

per unit

at date

of grant

Grant

date

Face

value at

award

Price

used to

determine

number

of units

Number

of units

Number

of units

lapsed

during

the year

Number

of units

released

during

the year

Number

of units

held as at

31 December

2022

Earliest

release

date

Andrew

Formica

2022

(in respect

of 2021) – –

3 March

2022 £273,143 – 6,342

– – 6,342 3 Sept 2023

6,342

– – 6,342 3 Sept 2024

6,349

– – 6,349 3 Sept 2025

2022

(in respect

of 2021) – –

3 March

2022 £273,143 £0.79 115,032 – – 115,032 3 Sept 2023

115,032 – – 115,032 3 Sept 2024

115,032 – – 115,032 3 Sept 2025

2022

(in respect

of 2021) – –

3 March

2022 £273,143 £0.60 150,642 – – 150,642 3 Sept 2023

150,642 – – 150,642 3 Sept 2024

150,641 – – 150,641 3 Sept 2025

2022

(in respect

of 2021) – –

3 March

2022 £409,715 £93.17 4,397 – 4,397 – 3 Sept 2022

Wayne

Mepham

2019

(Buyout

Award) 2,107 £27.52 – – – – – 2,107 –

1 March

2021

2022

(in respect

of 2021) – –

3 March

2022 £83,426 £0.79 35,134 – – 35,134

3 Sept

2023

35,134 – – 35,134 3 Sept 2024

35,135 – – 35,135 3 Sept 2025

2022

(in respect

of 2021) – –

3 March

2022 £166,853 £93.17 1,791 – 1,791 – 3 Sept 2022

1. Closing unit price from the day prior to the date of grant.

2. This award was originally granted as 2,932 units in the Global Flexible Income fund based on a price per unit of £93.17 (face value at award of £273,143). In October 2022, the Global

Flexible Income fund was closed and the cash value of the units at that date (£215,858 based on a price per unit of £77.37) was reinvested into 19,035 units in the Dynamic Bond fund

based on a price per unit of USD 11.34. All terms relating to the original units continue to apply to the reinvested units.

Key terms:

• No performance measures are attached to awards granted under the DBP, although awards are normally subject to continued employment with the Company;

• Malus and clawback provisions may apply (see the Remuneration Policy table for further details).

• No exercise price is payable on the exercise of DBP options; and

• Holders of unvested share option awards are not entitled to cash dividend payments as the holders are not the legal owners of the shares. The Remuneration Committee determined

that it was appropriate for holders of share option awards to benefit from dividends declared in 2022 as follows, as permitted under the relevant plan rules: For awards granted under

the DBP and LTIP schemes, an upwards adjustment to the number of shares over which options were held was applied based on the Final and Interim dividend payments as shown in the

footnotes on page 130. These factors are equivalent to the value the holder of a share option award would have received had they been entitled to receive the Final and Interim

dividends as cash payments.

131Jupiter Fund Management plc Annual Report and Accounts 2022

LTIP – options over Jupiter shares

Options held at start of year Options granted during the year

Options exercised/lapsed

during the year Options held at end of year

Director

Year

granted

Number of

shares under

option held

as at 1 January

2022 including

dividend

adjustments

1,2,3,4

Market

value

per share

at date

of grant

Grant

date

Face

value at

award

Price

used to

determine

number

of shares

Number

of shares

under

option

1,2,3,4

Number

of shares

under

option

lapsed

during

the year

Number

of shares

under

option

exercised

during

the year

Number

of shares

under

option

held as at

31 December

2022

Earliest

exercise

date

Latest

exercise

date

Andrew

Formica

2019 462,107 £3.52 – – – – 322,089 – 153,307

22 March

2024

22 Sept

2024

2020 629,572 £3.11 – – – – – – 690,537

5 March

2025

5 Sept

2025

2021 650,395 £2.82 – – – – – – 717,717

9 March

2026

9 Sept

2026

2022 – –

3 March

2022 £1,706,250 £2.04 834,488 – – 927,229

3 March

2027

3 Sept

2027

Matthew

Beesley 2022 – –

3 March

2022 £500,000 £2.04 244,539 – – 271,715

3 March

2027

3 Sept

2027

Wayne

Mepham

2020 249,060 £3.11 – – – – – – 273,177

5 March

2025

5 Sept

2025

2021 270,164 £2.82 – – – – – – 298,128

9 March

2026

9 Sept

2026

2022 – –

3 March

2022 £742,500 £2.04 363,140 – – 403,497

3 March

2027

3 Sept

2027

1. Outstanding share awards granted in 2020 and 2021 were adjusted by 4.35% as a result of the 14 May 2021 Final and Special Dividend.

2. Outstanding share awards granted in 2020 and 2021 were adjusted by 2.95% as a result of the 1 September 2021 Interim Dividend.

3. Outstanding share awards granted in 2020, 2021 and 2022 were adjusted by 4.6% as a result of the 20 May 2022 Final Dividend.

4. Outstanding share awards granted in 2020, 2021 and 2022 were adjusted by 6.5% as a result of the 31 August 2022 Interim Dividend.

5. Average closing share price from three trading days prior to date of grant.

6. The 2020 LTIP shares under option have not been adjusted for the performance conditions as at 31 December 2022.

Key terms:

• Performance conditions for LTIP awards granted in 2019 and 2020 are: 50% EPS growth and 50% investment outperformance.

• Performance conditions for LTIP awards granted in 2021 and 2022 are: 40% EPS growth, 30% investment outperformance and 30% net flows.

• The targets and vesting schedule for EPS for awards granted in 2019 and 2020 are as follows: less than 5% EPS growth over the performance period, 0% vesting; 25% EPS growth or above

over the performance period, 100% vesting; any other EPS growth percentage is subject to a sliding scale between 0% and 100%.

• The targets and vesting schedule for investment outperformance for awards granted in 2019 and 2020 are as follows: less than 50% of funds (weighted by AUM) achieving median/

benchmark performance, 0% vesting; 50% of funds (weighted by AUM) achieving median/benchmark performance, 25% vesting; 80% or above of funds (weighted by AUM) achieving

median/benchmark performance, 100% vesting; any other percentage of funds (weighted by AUM) achieving median/benchmark performance, a sliding scale in between the relevant

percentages.

• The targets and vesting schedule for EPS for awards granted in 2021 and 2022 are as follows: less than 5% EPS growth over the performance period, 0% vesting; 25% EPS growth or above

over the performance period, 100% vesting; any other EPS growth percentage is subject to a sliding scale between 0% and 100%.

• The targets and vesting schedule for investment outperformance for awards granted in 2021 and 2022 are as follows: less than 50% of funds (weighted by AUM) achieving median/

benchmark performance, 0% vesting; 50% of funds (weighted by AUM) achieving median/benchmark performance, 25% vesting; 80% or above of funds (weighted by AUM) achieving

median/benchmark performance, 100% vesting; any other percentage of funds (weighted by AUM) achieving median/benchmark performance, a sliding scale in between the relevant

percentages.

• The targets and vesting schedule for net flows for awards granted in 2021 and 2022 are as follows: less than £1.5bn over the performance period, 0% vesting; £4.5bn or more over the

performance period, 100% vesting; any other net flows between £1.5bn and £4.5bn is subject to a sliding scale between 25% and 100%.

• These performance conditions are measured over the period 1 January in the year of grant to 31 December in the year prior to vesting. Awards are subject to a two-year post-vesting

holding period.

• Malus and clawback provisions may apply (see the Remuneration Policy table for further details).

132 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Share Incentive Plan

Shares held at start of year

Shares acquired/forfeited

during the year Shares held at end of year

Number

of shares

subject

to award

as at

1 January

2022

Market

value

per share

at award

Award

date

Face

value at

award

Price

used to

determine

number

of shares

Number

of shares

awarded

during

the year

Number

of shares

forfeited

during

the year

Number

of shares

subject

to award

as at

31 December

2022

Earliest

vesting

date

Andrew Formica

473 £3.80 – – – – – 473 4 April 2022

498 £3.62 – – – – – 498 7 May 2022

1,007 £1.99 – – – – – 1,007 1 April 2023

716 £2.79 – – – – – 716 1 April 2024

1 April 2022 £2,000 £2.09 957 – 957 1 April 2025

4 April 2022 £1,800 £2.11 854 – 854 4 April 2025

4 May 2022 £1,800 £1.80 1,001 – 1,001 4 May 2025

4 July 2022 £1.42 £1.42 1 – 1 4 July 2025

Wayne Mepham

1,007 £1.99 – – – – – 1,007 1 April 2023

716 £2.79 – – – – – 716 1 April 2024

1 April 2022 £2,000 £2.09 957 – 957 1 April 2025

Matthew Beesley

1 April 2022 £2,000 £2.09 957 – 957 1 April 2025

4 May 2022 £150 £1.80 83 – 83 4 May 2025

6 June 2022 £150 £1.78 84 – 84 6 June 2025

4 July 2022 £150 £1.41 107 – 107 4 July 2025

4 Aug 2022 £150 £1.28 117 – 117 4 Aug 2025

6 Sept 2022 £1,200 £0.96 1,248 – 1,248 6 Sept 2025

1. Market price on the date of purchase of SIP shares.

Sharesave – options over Jupiter shares

Options held at start of year Options granted during the year

Options lapsed

during the year Options held at end of year

Director

Year

granted

Number of

shares under

option as at

1 January

2022

Market

value

per share

at date

of grant

Grant

date

Face

value at

award

Price

used to

determine

number

of shares

Number

of shares

under option

Number

of shares

under option

lapsed during

the year

Number

of shares

under option

held as at

31 December

2022

Earliest

exercise

date

Latest

exercise

date

Andrew Formica 2020 10,909 £1.65 – – – – 10,909 – 1 Dec 2023 31 May 2024

Matthew

Beesley 2022 22 Sept 2022 £18,000 £0.79 22,727 – 22,727 1 Dec 2025 31 May 2026

Wayne Mepham

2020 18,181 £1.65 – – – – 18,181 – 1 Dec 2025 31 May 2026

2022 22 Sept 2022 £18,000 £0.79 22,727 – 22,727 1 Dec 2025 31 May 2026

1. Sharesave is an all-employee share plan operated in line with applicable tax legislation. Average closing share price from three trading days prior to date of grant, discounted by 20% in

line with the Sharesave rules applicable to all eligible employees.

133Jupiter Fund Management plc Annual Report and Accounts 2022

Risk and reward at Jupiter

Discussion

The Committee gives careful consideration to the linkage between risk

and reward to ensure the desired behaviours and culture are being

rewarded. This includes ensuring the reward structures are consistent with

and promote sound and effective risk management, and ensuring

remuneration outcomes appropriately reﬂect the risk proﬁle and

behaviours of the Group and each individual. This is demonstrated through

a variety of reward features and processes that ensure alignment to risk

considerations throughout the organisation. For example:

• When assessing the overall variable compensation spend as described

on page 124, the Committee considers a number of checkpoints, as

described in the checkpoints chart below.

• For all employees there is consideration of conduct and performance

against risk and compliance criteria, ensuring there is risk adjustment at

an individual level.

• Assessment of individual performance includes consideration of

ﬁnancial and non-ﬁnancial metrics. This ensures that the way in which

performance has been achieved is taken into account, for example,

in terms of risk and repeatability.

Checkpoints

Capital base and liquidity: Can Jupiter afford the proposed

variable compensation spend?

• Is there sufficient liquidity to make payments?

• Consider impact on Jupiter’s capital base.

Request and consider input from the CFO.

Underlying financial performance: Does Jupiter’s

underlying ﬁnancial performance support the proposed

variable compensation spend?

• Consider performance against ﬁnancial KPIs listed in the

Annual Report.

• Is there any reason to believe the ﬁnancial results are not a fair

reﬂection of underlying performance?

Request and consider input from the Audit and Risk Committee.

Risk: Does Jupiter’s risk proﬁle and risk management

support the variable compensation spend? Are any

adjustments required?

• Consideration of the ERMF report.

• Are all risks being suitably monitored and managed? Have there

been any material failures of risk management (or any near misses) in

the year?

• Consider whether proﬁt reﬂects current and future risks and timing

and likelihood of future revenues.

Request and consider input from the Risk and Compliance teams and

the Audit and Risk Committee.

Compliance: Have there been any material compliance

breaches in the year?

• Are any adjustments required?

• Consideration of any signiﬁcant compliance breaches and/or

near misses.

• Consideration of any ﬁnes received in the year and any ongoing

regulatory investigations.

Request and consider input from the Risk and Compliance teams.

Commercial: Are there any commercial drivers to support

adjustments to the variable compensation spend?

• Consider the market for talent and whether the spend would likely

result in any significant over/underpayment against the market.

Reputational: Are there any reputational drivers to

support adjustments to the variable compensation spend?

• Has there been any reputational damage to the Group in the year?

• Will the proposed variable compensation pool quantum have any

adverse reputational impact on the Group?

Variable compensation spend and total compensation ratio approval.

• All employees with bonuses of over £50,000 have a portion of bonus

deferred into shares and/or fund units. In total approximately one

quarter of employees are subject to some kind of deferral, ensuring

their interests are aligned with the long-term success of the Group and

with the interests of clients.

• Shareholding requirements apply to Executive Directors, further

enhancing the link to the Group’s long-term success.

• For Executive Directors all variable remuneration is subject to malus and

clawback provisions, whereby incentive awards may be reduced,

withheld or reclaimed in certain circumstances, including where there

has been a material failure of risk management.

In addition to the Audit and Risk Committee feeding into the process, the

Risk and Compliance teams prepare a report to the Committee, setting

out thoughts and assurances around how the remuneration structures and

processes support sound and effective risk management. This is also

considered by the Chair of the Audit and Risk Committee.

134 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Dilution

Our policy regarding dilution from employee share awards is to ensure that dilution will be no more than 10% in any rolling 10-year period and no more

than 5% from employee share awards granted to Executive Directors of the Company in any rolling 10-year period.

As at 31 December 2022, share awards granted under the DBP, LTIP and Sharesave in the ten and a half years since Jupiter’s Listing were outstanding over

37.2m shares (including 4.8m granted to Executive Directors). This represented 6.8% (0.9% to Executive Directors) of the Company’s issued share capital.

Our current intention is to settle all share awards outstanding as at 31 December 2022 with market-purchased shares and our ongoing practice is to

purchase shares in the market to settle obligations. No new shares have been issued since listing in 2010 in settlement of share awards to employees.

Therefore, we are currently operating within the relevant dilution targets by a comfortable margin.

Notwithstanding the target outlined above, as a business exposed to both market shocks and critical people issues, we believe we should retain ﬂexibility

to act very quickly to take steps that could increase dilution up to a maximum of 15% on a temporary and short-term basis, if the Remuneration

Committee and Board believe it is clearly in shareholders’ interests to do so.

If dilution were to exceed 10% in any rolling 10-year period, this would be on an exceptional basis and for a short time period. The Directors’ Remuneration

Report for the relevant year would also contain the necessary justiﬁcations for such an outcome. The Remuneration Committee and Board would ensure

that dilution levels returned to within the 10% level in any rolling 10-year period as soon as practicable thereafter.

Jupiter’s total shareholder return compared against total shareholder return of FTSE 250 and FTSE 350 Investment Banking

and Brokerage Services indices since December 2012

The chart below shows the Company’s share price performance (based on total shareholder return, with dividends reinvested net of tax) in the 10-year

period to 31 December, compared with the movement of the FTSE 250 Index and the FTSE 350 Investment Banking and Brokerage Services Index. These

two indices were chosen as the Company is in the FTSE 250 and the FTSE 350 Investment Banking and Brokerage Services Index includes UK-listed ﬁnancial

stocks, including asset managers.

Compliance statement

This Remuneration Report was prepared in accordance with the Large and Medium-sized Companies and Groups (Accounts and Reports)

(Amendment) Regulations 2013. This report contains both audited and non-audited information. The information subject to audit is set out in the

Annual Report on Remuneration and is amended accordingly.

During the year Jupiter has been subject to a number of regulations including IFPR, AIFMD and UCITS V. The Committee fulﬁls all of its requirements

under these regulations and ensures that the Remuneration Policy adheres to their principles. The Group has followed the requirements of the UK

Corporate Governance Code with the exception of provision 32 for part of the year. Further information can be found on page 76.

Jupiter

FTSE 250 Index FTSE 350 – Investment Banking and Brokerage Services

450

400

350

300

200

250

150

100

Dec 2012 Dec 2022Dec 2020Dec 2019Dec 2018Dec 2017Dec 2016Dec 2015Dec 2014Dec 2013Dec 2012

135Jupiter Fund Management plc Annual Report and Accounts 2022

Table of historic levels of CEO pay

2022 2021 2020 2019 2018 2017 2016 2015 2014 2013

CEO single ﬁgure of total

remuneration (£’000) 1,135

2,490 1,759 1,764

2,014 3,546 2,437 2,716 2,301

1,789

CEO bonus as a percentage

of maximum potential

39%

85% 64% 56%

55% N/A N/A N/A N/A N/A

Long-term incentive vesting

rates against maximum

opportunity

30%

N/A

32% 43% 74%

44%

71% 46% N/A

1. Calculated as Edward Bonham Carter’s remuneration to 17 March 2014 and Maarten Slendebroek’s from 17 March 2014 when he took on the role of CEO, plus the value of Edward

Bonham Carter’s LTIP award vesting based on performance to 31 December 2014.

2. Calculated as Maarten Slendebroek’s remuneration to 28 February 2019 and Andrew Formica’s from 1 March 2019 when he took on the role of CEO, plus the value of Maarten

Slendebroek’s pro-rated LTIP award vesting based on performance conditions tested to 31 December 2019. Restated based on the share price on the 2017 LTIP vesting date

29 March 2020 of £1.94.

3. Jupiter’s Remuneration Policy for the period from 2013 to 2017 did not include individual maximum bonuses, therefore a percentage is not provided for these years.

4. No LTIP awards vested in 2013 as the ﬁrst LTIP awards granted to the CEO after listing were in 2012.

5. Maarten Slendebroek has two separate LTIP awards included in the 2016 single ﬁgure, both of which had performance periods ending during that ﬁnancial year.

The 44% vesting is a weighted average of the vesting outcomes for both awards combined.

6. Maarten Slendebroek has two separate LTIP awards included in the 2017 single ﬁgure, both of which had performance periods ending during that ﬁnancial year.

The 74% vesting is a weighted average of the vesting outcomes for both awards combined.

7. Andrew Formica did not have an LTIP award with performance conditions ending in the 2020 performance year, therefore there is no LTIP vesting percentage available for 2020.

8. Andrew Formica’s 2019 LTIP award vested on 22 March 2022 at 30.3% which was subject to two equally weighted performance conditions measured to 31 December 2021.

9. Calculated as Andrew Formica’s remuneration to 30 September 2022 when he stepped down as CEO, plus the value of Matthew Beesley’s remuneration from 1 October 2022 when he

became CEO.

10. Andrew Formica’s 2020 LTIP award due to vest on 5 March 2023 subject to two equally weighted performance conditions measured to 31 December 2022.

CEO pay ratio

Year Method 25th Percentile Median 75th Percentile

2019 Option A 27:1 18:1 11:1

2020 Option A 23:1 16:1 9:1

2021 Option A 34:1 22:1 11:1

2022 Option A 14:1 9:1 6:1

The Company has chosen to use Option A as the methodology for calculating the pay and benefits of all UK employees, as this is consistent with the

approach that must be used for the CEO single figure. It therefore allows a like-for-like comparison to take place between the pay data of the CEO and

employees at the lower, median and upper quartiles, as well as a more accurate analysis of the resulting ratios. For the purpose of this disclosure, the

Company has chosen 31 December 2022 as the reference date on which the pay for all employees in employment as at 1 October 2022 was calculated,

consistent with our approach taken in prior years.

25th Percentile Median 75th Percentile

CEO single figure (£’000)

1,135

Employee single figure (£’000) 80 124 201

Employee single figure salary component (£’000) 53 75 119

1. Due to the significant reduction in the level of variable remuneration received by the CEO in 2022, the CEO pay ratio for 2022 is commensurately lower. This reflects the material

weighting of the CEO’s remuneration package towards variable remuneration and the strong alignment of performance and reward for this role.

Jupiter operates consistent reward policies across its UK workforce, with the exception of any variation required by regulation, legislation or corporate

governance. Remuneration requirements that are considered more onerous are limited only to those individuals to whom the relevant rules apply.

Notwithstanding this, the Committee recognises that the CEO pay ratio will fluctuate from year to year as it is dependent on a number of factors, some of

which are out of the Committee’s control, for example movements in share price which affect the value of deferred share-based compensation with

performance conditions. The Committee therefore does not target a specific pay ratio, but will consider any movement in the ratio year-on-year when

assessing the balance of remuneration for all other employees relative to maintaining a competitive remuneration package for the CEO.

136 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

Change in Board Directors’ pay vs employees

The following table sets out the percentage change in remuneration from FY21 to FY22 paid to each Director (plus the prior years comparative), as well as

the average percentage change for employees. Jupiter Fund Management plc only employs the CEO and CFO; however, data for employees has been

calculated looking at all employees for the Jupiter Group as a whole.

2022 2021 2020

change in

salary/fee

(2021 to 2022)

change in

taxable

benefits

(2021 to 2022)

change in

annual bonus

(2021 to 2022)

change in

salary/fee

(2020 to 2021)

change in

taxable benefits

(2020 to 2021)

change in

annual bonus

(2020 to 2021)

change in

salary/fee

(2019 to 2020)

change in

taxable benefits

(2019 to 2020)

change in

annual bonus

(2019 to 2020)

Andrew Formica

– CEO 0% -8% -76% 0% 9% 32% 2% 14% 16%

Matthew Beesley

– CEO n/a n/a n/a n/a n/a n/a n/a n/a n/a

Wayne Mepham – CFO 0% -8% -56% 5% 9% 38% 0% 14% 16%

Nichola Pease

– Chair 0% 689% n/a 0% 0% n/a n/a n/a n/a

Polly Williams

– NED,

Chair of Audit and Risk Committee 0% 0% n/a 0% 0% n/a 2% -100% n/a

Roger Yates

– NED, Chair of

Remuneration Committee, SID 4% 0% n/a 20% 0% n/a 19% 0% n/a

Karl Sternberg – NED 0% 0% n/a 5% 0% n/a 5% 0% n/a

Chris Parkin – NED 0% 0% n/a 0% 0% n/a n/a n/a n/a

David Cruickshank

– NED,

Chair of Audit and Risk Committee 105% 0% n/a n/a n/a n/a n/a n/a n/a

Dale Murray

– NED 200% 237% n/a n/a n/a n/a n/a n/a n/a

Suzy Neubert – NED n/a n/a n/a n/a n/a n/a n/a n/a n/a

Employees of Jupiter Group

11% -8% 4% 4% 9% 22% 4% 12% 15%

1. The salary, benefits and bonus for Andrew Formica have been annualised for 2022 to reflect their full year equivalent amounts had he remained in his role. Andrew stepped down from

the Board on 30 September 2022.

2. Matthew Beesley joined the Board in 2022, therefore prior year comparative data is not available for him.

3. The change in taxable benefits for Nichola Pease represent total expenses of £169 in 2021 and £1,340 in 2022.

4. The fees data for Polly Williams has been annualised for 2022 to reflect her full year equivalent amount had she remained serving on the Board in her role. Polly stepped down from

the Board on 11 May 2022.

5. The fee increase for Roger Yates represents the increase received in conjunction with his appointment as Senior Independent Director on 6 May 2021.

6. The fee increase for David Cruickshank represents the increase received in conjunction with his appointment as Chair of the Audit and Risk Committee on 11 May 2022.

7. The fee for Dale Murray is higher than the previous year due to her joining the Board in 2021.

8. For salary: calculated using the average of all salary percentage changes from 2021 to 2022 for all eligible employees of the Jupiter Group as part of the annual compensation review

process. For benefits: calculated using the percentage increase in the premium for private medical and dental insurance year-on-year paid by the Company. For annual bonus:

calculated using the average of all full year equivalent discretionary annual bonus percentage changes from 2021 to 2022 for all eligible employees of the Jupiter Group as part of the

annual compensation review process.

9. Benefits for Executive Directors and all other employees only includes private medical and dental insurance premiums. Benefits for Non-Executive Directors comprise reasonable

taxable business expenses incurred in the performance of duties and the payment of any tax arising, as reported in the table on page 125. The quantums involved are often de minimis,

but small changes can result in large percentage fluctuations shown in the table above.

137Jupiter Fund Management plc Annual Report and Accounts 2022

1. Stated before exceptional items (see APMs on page 195).

2. Being fixed staff costs before exceptional items plus variable staff costs before exceptional items (see page 25 and 26).

3. Dividends are proposed for 2022.

Some of the total employee remuneration costs can be attributed to the 2022 redundancy programme as these costs have not been classified as exceptional

items in line with our commitment that these costs would no longer be classified as such in the medium term. We are carefully balancing cost management with

the need to invest in talent by ensuring that our reward packages are competitive and supporting the retention of existing talent, which has also resulted in some

increases for 2022.

Our fixed staff costs increased from £73.0m in 2021 to £82.4m in 2022, of which £4.1m relates to the redundancy programme.

Variable staff costs before performance fee-related costs and exceptional items decreased from £79.1m to £70.6m and included £1.9m of costs relating to

the redundancy programme. The decrease is broadly in line with the decrease in net revenue of the Group (before performance fees), adjusted for the

impact of deferred compensation costs from previous years that are required to be accounted for in the current period. Other factors driving the

decrease in the Group’s variable compensation include the movements in Jupiter’s share price, resulting in lower national insurance charges, and the UK

Government’s decision to reverse the previously announced increase in the UK rate of national insurance contributions from April 2022.

Shareholder voting

The following table sets out the voting outcomes in respect of the most recent AGM votes on the Annual Report on Remuneration and the Directors’

Remuneration Policy, held on 11 May 2022 and 6 May 2021 respectively.

For

Percentage

of total

votes cast Against

Percentage

of total

votes cast Withheld

Directors’ Remuneration Policy at 2021 AGM 434,297,136 95.62 19,898,592 4.38 701,578

Annual Report on Remuneration at 2022 AGM 430,689,519 95.48 20,370,155 4.52 60,101

Advisers

In September 2017, the Remuneration Committee conducted a review of the appointment of its independent advisers. The process included a series of

interviews with the Committee Chair and members of the Committee. As a result of that review, Deloitte LLP were confirmed as advisers to the

Committee and a new team was appointed.

The Committee has formally reviewed the work undertaken by Deloitte and is satisfied that the advice they have received has been objective and

independent. Deloitte are founder members of the Remuneration Consultants Group and abide by its code of conduct in relation to executive

remuneration consulting in the UK. Fees paid to Deloitte for executive remuneration consulting were £45,250 in 2022, determined on a time-spent basis.

Deloitte also provided advice to the Company relating to incentive plans, tax and regulatory matters during the year. The Remuneration Committee does

not consider that the other advice provided has any impact on Deloitte’s independence as advisers to the Remuneration Committee.

On behalf of the Board

ROGER YATES

Chair of the Remuneration Committee

23 February 2023

Relative importance of spend on pay

The following chart shows the Group’s PBT, total employee remuneration and dividends declared on ordinary shares for 2021 and 2022.

Underlying profit

before tax

(£m)

Total employee

remuneration

(£m)

Dividends declared

(£m)

2022 2021

-64% YoY

-12% YoY

-51% YoY

186.9

213.0

46.4

94.6

77.6

216.7

138 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Remuneration Committee report continued

DIRECTORS’ REPORT

The Directors present their report and the Group’s audited Financial Statements for the year ended 31 December 2022.

Business performance

Principal activities

The Company’s principal activity is to act as a holding company for a group of investment management

companies. Our business model is based on helping clients achieve their long-term investment objectives, by

creating value through our investment performance and stewardship of the funds we manage and the effective

distribution thereof. Our business model is explained in the Strategic report. The Group operates principally in the

United Kingdom with international operating subsidiaries in Ireland, Hong Kong, Singapore, the United States,

Switzerland and Luxembourg, which has branches across Europe.

The Company is incorporated with Company Number 6150195 and is domiciled in England and Wales.

Development and

performance

Commentary on the development and performance in the year ended 31 December 2022, and likely future

developments in the Group’s business, is included in the Strategic report on pages 1 to 73.

Financial risk

Descriptions of the Group’s financial risk management objectives and policies, and its exposure to risks arising

from its use of financial instruments, are set out in Note 25 to the Financial Statements on pages 168 to 172.

Directors’ remuneration

Information concerning Directors’ contractual arrangements and entitlements under share-based remuneration

arrangements is given in the Remuneration report on pages 112 to 133.

Environmental performance

The Group’s environmental performance data, including the absolute Scope 1 and 2 emissions for 2022, can be

found in the Corporate Responsibility section of the Strategic report on page 39 and the Group’s TCFD report on

pages 46 to 50.

Employees in the business

Information concerning the involvement of employees in the business is also given in the Strategic report on page

52 and on pages 56 to 62.

Stakeholder interests

How we consider stakeholder interests, including our s.172 statement, can be found on pages 88 to 89, and our

engagement practices can be found on pages 52 to 53.

Important events affecting

the Company since the end

of the year

There have been no important events affecting the Company since the end of the year.

Listing Rules and Disclosure Guidance and Transparency Rules Disclosures

DTR 4.1.5R, DTR 4.1.8R and

DTR 4.1.11R

Information which is the required content of the Management report can be found in the Strategic report and in

this Directors’ report.

LR 9.8.4 R

Information Location

Interest capitalised Not applicable

Shareholder waiver of dividends Note 22

Shareholder waiver of future dividends Note 22

Agreements with controlling shareholders Not applicable

Provision of services by a controlling shareholder Not applicable

Details of long-term incentive schemes Remuneration Report and Note 5

Waiver of emoluments by a Director Not applicable

Waiver of future emoluments by a Director Not applicable

Significant contracts Page 143

Non pre-emptive issues of equity for cash Not applicable

Non pre-emptive issues of equity for cash in relation to major subsidiary Not applicable

Participation by parent of a placing by a listed subsidiary Not applicable

Publication of unaudited financial information Page 194

139Jupiter Fund Management plc Annual Report and Accounts 2022

Directors’ report

Listing Rules and Disclosure Guidance and Transparency Rules Disclosures continued

Compliance statement –

DTR 7.2

This statement has been provided by the Chair in her introduction to the Governance section on page 76 and is

deemed to form part of this Directors’ report.

Internal control and risk

management systems –

DTR 7.2.5

A description of the Company’s financial reporting, internal control and risk management processes can be found

on pages 66 to 73.

Structure of capital and

voting rights – DTR 7.2.6

As at 22 February 2023, there were 544,979,510 fully paid ordinary shares of 2p, amounting to £10,899,590.20.

Each share in issue is listed on the Official List maintained by the FCA in its capacity as the UK Listing Authority.

The Company has one class of ordinary shares which carry the right to attend, speak and vote at general meetings

of the Company. The holders of ordinary shares have the right to participate in dividends and other distributions

according to their respective rights and interests in the profits of the Company and a return of capital on a

winding up of the Company. Full details regarding the exercise of voting rights in respect of the resolutions to be

considered at the AGM to be held on 10 May 2023 are set out in the Notice of Annual General Meeting. To be

valid, the appointment of a proxy to vote at a general meeting must be received not less than 48 hours before the

time appointed for holding the meeting. Full details on how to submit the proxy can be found in the AGM Notice.

Shares and Shareholders

Annual General Meeting

The AGM will take place on 10 May 2023. The Notice of the AGM will be circulated to all shareholders at least 20

working days before the meeting and the details of the resolutions to be proposed will be set out in that Notice.

This document will be available on the Company’s website at www.jupiteram.com.

Dividends

The Directors have recommended a final dividend in respect of the year ended 31 December 2022 of 0.5 pence per

ordinary share (2021: 9.2 pence per ordinary share). Payment of this dividend is subject to approval by shareholders

at the AGM and if approved will be paid on 19 May 2023 to shareholders on the register at the close of business on

21 April 2023.

Share buyback programme

At the 2022 AGM, the Company was authorised to make market purchases of up to 55,306,074 of its own shares

(i.e. £1,106,121 in nominal value), representing approximately 10% of its issued share capital as at 16 March 2022. On 20

October 2022 the Company announced the commencement of a share buyback programme to purchase ordinary

shares of 2 pence each in the Company (Ordinary Shares) for up to a maximum consideration of £10m (the

Programme). The purpose of the Programme was to reduce the share capital of the Company, and therefore all

Ordinary Shares purchased by the Company were cancelled. The Programme was completed on 20 January 2023. A

total of 8,081,231 ordinary shares were purchased under the Programme at a weighted average price of £1.237435

per share. A further £16m share repurchase programme has been announced and, subject to the relevant approvals

at the AGM, will commence later in 2023.

Shares held in employee

benefit trusts

Under the rules of the SIP, which was introduced in 2013, eligible employees are entitled to acquire ordinary shares

in the Company. The SIP shares are held in trust for participants by Solium Trustee (UK) Limited (the SIP Trustee).

Voting rights are exercised by the SIP Trustee on receipt of participants’ instructions. If a participant does not

submit an instruction to the SIP Trustee, no vote is registered. In addition, the SIP Trustees do not vote on any

unallocated shares held in trust. As at 22 February 2023, the SIP Trustee held 0.48% of the Company’s issued share

capital. JTC Employer Solutions Trustee Limited, as trustee of the Jupiter EBT (the EBT Trustee), holds ordinary

shares in trust for the benefit of the Group’s employees. Where the EBT Trustee has allocated shares held in the

trust in respect of specific awards granted under the Jupiter employee share plan, the holders of such awards may

recommend to the EBT Trustee how it should exercise voting rights relating to such shares. To the extent that a

participant does not make such recommendations, no vote is registered. In addition, the EBT Trustee does not

vote on any unallocated shares held in the trust. As at 22 February 2023, the EBT Trustee held 3.76% of the

Company’s issued share capital.

CREST

The Company’s ordinary shares are in CREST, the settlement system for stocks and shares traded on the London

Stock Exchange.

140 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Directors’ report continued

Directors

Board of Directors

During the year, Suzy Neubert was appointed to the Board as a Non-Executive Director on 1 March 2022 and Polly

Williams stepped down from the Board at the Company’s AGM held on 11 May 2022. Matthew Beesley was

appointed to the Board with effect from 28 June 2022, and appointed CEO on 1 October 2022, following Andrew

Formica’s resignation with effect from the same date.

There have been no further Board changes up until the date of this report. Chris Parkin will step down as a

Director from the conclusion of the 2023 AGM.

The Directors of the Company who were in office during the year and up to the date of signing the financial statements were:

• Matthew Beesley (appointed 28 June 2022)

• David Cruickshank

• Andrew Formica (to 1 October 2022)

• Wayne Mepham

• Dale Murray

• Suzy Neubert (appointed 1 March 2022)

• Chris Parkin

• Nichola Pease

• Karl Sternberg

• Polly Williams (to 11 May 2022)

• Roger Yates

Directors’ interests

The Directors’ interests in the Company’s shares are set out in the Remuneration report on page 129. No Director

had a material interest in any significant contract (other than a service contract or contract for services) with the

Company at any time during the year.

The Directors are advised of their statutory duty to avoid conflicts of interest with the interests of the Company.

All actual and potential conflicts are brought to the attention of the Board. The operation of the Company’s

policy on conflicts of interest is described in the Governance section on page 97.

The rights and obligations attaching to the Company’s ordinary shares, as well as the powers of the Company’s

Directors, are set out in detail in the Company’s Articles of Association, which are made available for inspection by

the Company’s shareholders at the AGM and are available on our website www.jupiteram.com.

Shares and Shareholders continued

Restrictions on transfer of

TA Associates (TA) entered a lock-up agreement with the Company in respect of the shares issued as part of the

Merian acquisition (Consideration Shares). Whilst the lock-up agreement with TA has now expired there are

restrictions in place which prevent, without prior permission, TA disposing of, in any rolling three-month period,

such number of Consideration Shares equal to or more than 5% of the total number of Ordinary Shares in issue at

such time and from disposing of, in any rolling six-month period, such number of Consideration Shares equal to

more than 7.5% of the total number of Ordinary Shares in issue at such time.

Under the terms of the Merian acquisition certain key Merian Management shareholders were allotted 11,245,547

shares. There are lock-up agreements in place over these shares which prevent key Merian Management

shareholders of disposing of more than 25% of their respective shares for a period of three years from 1 July 2020,

subject to certain exemptions.

Substantial share interests

As at 31 December 2022, the Company had been notified of the following voting interests in the ordinary share

capital of the Company in accordance with DTR 5 of the FCA’s Disclosure Guidance and Transparency Rules.

Percentages are shown as notified, calculated with reference to the Company’s disclosed share capital as at the

date of the movement triggering the notification.

Name Number of shares notified to the Company Percentage interest%

Silchester International Investors LLP 99,670,631 18.02%

TA Associates 84,115,278 15.21%

BlackRock Inc 29,425,918 5.31%

M&G plc 25,496,212 4.61%

JTC Employer Solutions Trustee Ltd 22,077,480 3.99%

No notifications have been disclosed to the Company in accordance with DTR 5 during the period 1 January 2023

to 22 February 2023.

141Jupiter Fund Management plc Annual Report and Accounts 2022

Directors continued

Appointment and

replacement of Directors

The Company’s Articles of Association provide that Directors may be appointed by the Company by ordinary

resolution or by the Board. If appointed by the Board, a Director holds office only until the next AGM.

In accordance with the Company’s Articles of Association and the Code’s requirements, all serving Directors offer

themselves for election or re-election at the AGM in 2023.

As part of the acquisition of Merian, TA Associates were issued 84,115,278 ordinary shares in the Company,

representing 15.21% of the issued share capital. Under the terms of the transaction, TA Associates retain the right

to appoint a Non-Executive Director to the Board, for so long as they own 10% or more of the Company’s issued

share capital. We have been notified that TA Associates intend to waive this right following the conclusion of the

2023 AGM, when Chris Parkin steps down from the Board.

In addition to any powers under the Companies Act 2006 (the Act) to remove Directors from office, the Company

may, by passing an ordinary resolution, remove any Director from the Board before the expiration of his or her

period in office. The Company may, subject to the Articles of Association, appoint by ordinary resolution another

person who is willing to be a Director in his or her place. The Company’s Articles of Association may be amended

by special resolution of the shareholders.

Powers of the Directors

The Directors manage the Company under the powers set out in the Company’s Articles of Association.

These powers include the Directors’ ability to issue or buy back shares. An ordinary resolution was passed at the

AGM on 11 May 2022, authorising the Directors to allot new ordinary shares up to an aggregate nominal amount of

£3,687,071, representing approximately one third of the Company’s issued share capital. The Directors intend to

seek shareholders’ approval for the renewal of this authority at the AGM, to allot and grant rights to subscribe for

ordinary shares up to an aggregate nominal amount of £3,633,196, representing approximately one third of the

Company’s issued share capital as at 22 February 2023. If approved, this authority will expire on 30 June 2024 or,

if earlier, at the conclusion of the AGM in 2024. At the AGM in 2022, shareholders approved a resolution

authorising the Company to make purchases of its own shares, see share buyback programme on page 140.

A special resolution will be proposed at the AGM to renew the Company’s limited authority to purchase its own

ordinary shares. The authority will be limited to a maximum of 27,248,975 ordinary shares (approximately 5% of the

Company’s issued share capital as at 22 February 2023) and will set out the minimum and maximum prices which

the Company may pay for any such purchase. If approved, this authority will expire on 30 June 2024 or, if earlier,

at the conclusion of the AGM in 2024.

Change of control

The Company does not have agreements with any Director or employee that would provide compensation for

loss of office or employment resulting from a change of control following a takeover bid, except that provisions

of the Company’s share schemes may cause options and awards granted under such schemes to vest in those

circumstances.

Directors’ indemnities

The Company’s Articles of Association permit the provision of indemnities to the Directors. In accordance with

the Articles of Association, the Company has entered into a deed of indemnity in favour of each Director (which

is a qualifying third-party indemnity provision under the Act) pursuant to which the Director has been granted the

right to indemnification as permitted under the Act. These arrangements were in place throughout the year and

up to the date of approval of this report and applied to the current and previous Directors. In addition, during the

year the Company has maintained Directors’ and Officers’ liability insurance cover for Directors.

Directors’ service

agreements

Each Executive Director, at the time of this report, has a written service agreement. This may be terminated by

either party on not less than 12 months’ notice in writing for the CEO and on not less than 6 months’ notice in

writing for the CFO.

Non-Executive Directors’

letters of appointment

The letters of appointment of the Non-Executive Directors are issued for an initial period of three years, which

may be renewed for further terms as appropriate. All appointments are subject to a review by the Nomination

Committee upon the third anniversary and on extension a further review is undertaken at the sixth anniversary

at which the Board’s succession plans and the need to refresh the Board’s skills and experiences are carefully

considered. The role and responsibilities of each Director are clearly set out and include the duties of a Director

as provided in the Act. It is made clear that these duties do not include any management function but an

indication that the Director is expected to support and challenge management and help in the development of

the Group’s strategy. Three months’ notice in writing is required to be served by either party to terminate the

appointment. The Non-Executive Directors’ letters of appointment are available for inspection at the Company’s

registered office during normal business hours and at the AGM (for 15 minutes prior to, and during, the Meeting).

Compensation for loss of

office

With reference to Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports)

Regulations 2008 (paragraph 13(2)(k)), there are no agreements in place between the Company and any Director

or employee for loss of office in the event of a takeover.

142 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Directors’ report continued

Stakeholders

Supplier oversight and

significant contracts

Jupiter has seven significant oversight relationships:

• SS&C Technologies – Transfer Agent for unit trusts and OEICs

• JPMorgan – Company Secretarial and Administrator for Investment Trusts

• Northern Trust – Custody, Fund Administration & Depositary for unit trusts.

• IHS Markit – Enterprise Data Management (EDM) software

• BlackRock – Trading, Portfolio Management and Risk Reporting system for all funds

• Citi – Depositary, Fund Administration and Prime Brokerage

• Maitland – Fund administrator for an Investment Trust

These organisations’ activities are defined in service level agreements that are closely monitored to ensure that

service delivery standards are met.

Jupiter’s procurement and supplier management function, together with operations, oversee a suite of agreed

activities, including:

• formal meeting governance

• the review of KPIs

• reviews by Jupiter’s assurance functions (including Service Delivery, Business Continuity, IT Security, Enterprise

Risk, Compliance and Internal Audit where appropriate)

• review of key reports (including controls assurance reports and financial statements)

A rotation of site visits has commenced again, following the Covid-19 pandemic. These site visits, undertaken by

the operations team, supplement the ongoing due diligence as part of our oversight of significant relationships.

Employees

The Group gives full and fair consideration to applications for employment from disabled persons, where a

disabled person can adequately fulfil the job’s requirements. Where existing employees become disabled, the

Group’s policy, wherever practicable, is to provide continuing employment under normal terms and conditions

and make any required changes to their working environment. The Group provides training, career development

and promotion to disabled employees. Further details of the Company’s employment procedures and practices

are set out in the Strategic report on pages 56 to 63.

Political donations

The Group made no political donations or contributions during the year (2021: £nil).

Auditors and audit

Independent auditors and

audit information

PwC were reappointed as external auditors following a tender conducted in 2014. In accordance with the FRC’s

recommendations as set out in the Code, an external audit tender took place during 2021 and EY will be appointed

as the Group’s external auditor with effect from the financial year ended 31 December 2023, subject to

shareholder approval at the 2023 AGM.

143Jupiter Fund Management plc Annual Report and Accounts 2022

Statements

Directors’ responsibility

statements

The statement of Directors’ responsibility for preparing the Annual Report and Accounts is set out on page 145 and

is deemed to form part of the Directors’ report. Within this, the Directors have included a statement that the

Annual Report and Accounts presents a fair, balanced and understandable assessment of the Group’s position and

prospects. To help the Board discharge its responsibilities in this area, the Board consulted the Audit and Risk

Committee, which advised on the key considerations to comply with best practice and the Code’s requirements.

Following the Committee’s advice, the Board considered and concluded that:

• the business model and strategy were clearly described;

• the assessment of performance was balanced;

• KPIs were used consistently;

• the language used was concise, with good linkages to different parts of the document; and

• an appropriate forward-looking orientation had been adopted.

Going concern

The Strategic Report discusses the Group’s business activities, together with the factors likely to affect its future

development, performance and position. In addition, it sets out the Group’s financial position, cash flows, liquidity

position and borrowing facilities. The financial risk management note to the Financial Statements sets out the

Group’s objectives, policies and processes for managing capital and its financial risk management objectives,

together with details of financial instruments and exposure to credit and liquidity risk.

The Group has access to the financial resources required to run the business efficiently and has a strong gross cash

position. The Group’s forecasts and projections, which are subject to rigorous sensitivity analysis, show that the

Group will be able to operate within its available resources for at least 12 months from the date of this report.

This has included a detailed focus on the market uncertainty arising from geopolitical events and the potential

for multiple risks to occur simultaneously. As a consequence, the Directors consider it appropriate to prepare

the annual Financial Statements on a going concern basis of accounting.

Statement of viability

In accordance with Provision 31 of the Code, the Directors have assessed the prospects of the Group over a longer

period than the 12 months as required by the Going Concern provision. Details of the assessment can be found in

the Financial review on page 29.

By order of the Board

LISA DANIELS

Company Secretary

23 February 2023

144 Jupiter Fund Management plc Annual Report and Accounts 2022

Governance • Directors’ report continued

DIRECTORS’ RESPONSIBILITY

AND COMPLIANCE STATEMENTS

Statements relating to the preparation of the Financial

Statements

The Directors are responsible for preparing the Annual Report, the

Remuneration Report and the Financial Statements in accordance with

applicable law and regulations. Company law requires the Directors to

prepare Financial Statements for each financial year. Under that law the

Directors have prepared the Group and Company Financial Statements in

accordance with International Accounting Standards in conformity with

the requirements of the Companies Act 2006. Additionally, the Financial

Conduct Authority’s Disclosure Guidance and Transparency Rules require

the Directors to prepare the Group Financial Statements in accordance

with UK-adopted International Accounting Standards (IAS) and with the

requirements of the Companies Act 2006 as applicable to companies

reporting under those standards.

The Directors’ review of the Financial Statements

The Directors undertook a detailed review of the Financial Statements in

February 2023. Following this examination, the Board was satisfied that the

Financial Statements for 2022 give a true and fair view of the state of

affairs of the Group and the Company and of the profit or loss of the

Group for that period. Before approving the Financial Statements,

the Board satisfied itself that in preparing the statements:

• suitable accounting policies had been selected and consistently applied;

• the judgements and accounting estimates that have been made were

reasonable and prudent; and

• where applicable International Accounting Standards in conformity with

the requirements of the Companies Act 2006 have been adopted and,

for the Group, UK-adopted IAS, have been followed and that there

were no material departures.

The Directors’ review of going concern

The Financial Statements have been prepared on the going concern basis,

the Directors having determined that the Company is likely to continue in

business for at least 12 months from the date of this report.

The Directors’ review of current position,

prospects and risks

Supported by the Audit and Risk Committee, the Directors have

completed a robust review and assessment of the principal and emerging

risks in the business making use of the ERMF which operates in all areas of

the Company. The framework ensures that the relevant risks are identified

and managed and that information is shared at an appropriate level. Full

details of these risks are provided in the Risk management section of the

Strategic report. The ERMF was reviewed by the Board in December.

The Directors found it was an effective mechanism through which the

principal risks and the Company’s risk appetite and tolerances could be

tested and challenged.

The Directors’ responsibility for accounting records

The Directors are responsible for keeping adequate accounting records

that are sufficient to show and explain the Group’s and Company’s

transactions and disclose with reasonable accuracy at any time the

financial position of the Group and Company and enable them to ensure

that the Financial Statements and the Directors’ Remuneration Report

comply with the Companies Act 2006.

The Directors’ responsibility for the safekeeping of assets

The Directors have examined the steps in place for ensuring the prevention

and detection of fraud and other irregularities. The procedure is examined

and tested on a regular basis. The Board is satisfied it is understood and

is operated well, and accordingly that the assets of the Company are

safeguarded and protected from fraud and other irregularities.

The Directors’ responsibility for information

The Directors are responsible for the maintenance and integrity of the

Company’s website. Legislation in the United Kingdom governing the

preparation and dissemination of Financial Statements may differ from

legislation in other jurisdictions.

Statement of Directors’ responsibilities

The Directors consider that the Annual Report and Accounts, taken as a

whole, is fair, balanced and understandable and provides the information

necessary for shareholders to assess the Group’s and Company’s position

and performance, business model and strategy.

Each of the Directors, whose names and functions are listed in the

Directors’ profile on pages 77 to 79 confirm that, to the best of their

knowledge:

• the Group and Company Financial Statements, which have been

prepared in accordance with International Accounting Standards in

conformity with the requirements of the Companies Act 2006, give a

true and fair view of the assets, liabilities, financial position and profit

of the Group and profit of the Company; and

• the Directors’ report contained in the Annual Report and Accounts

includes a fair review of the development and performance of the

business and the position of the Group and Company, together with

a description of the principal risks and uncertainties that it faces.

In the case of each Director in office at the date the Directors’ report

is approved:

• so far as the Director is aware, there is no relevant audit information

of which the Group’s and Company’s auditors are unaware; and

• they have taken all the steps that they ought to have taken as a Director

in order to make themselves aware of any relevant audit information

and to establish that the Group’s and Company’s auditors are aware

of that information.

On behalf of the Board

WAYNE MEPHAM

Chief Financial Officer

23 February 2023

145Jupiter Fund Management plc Annual Report and Accounts 2022

Consolidated income statement

Notes

2022

£m

2021

£m

Revenue 1, 2 443.5 617.8

Fee and commission expenses 1 (46.2) (49.2)

Net revenue 1 397.3 568.6

Administrative expenses 3 (302.3) (353.1)

Other losses 7 (9.7) (4.4)

Amortisation of intangible assets 12 (21.0) (20.6)

Operating profit 64.3 190.5

Net finance costs 8 (6.3) (6.8)

Profit before taxation 58.0 183.7

Income tax expense 9 (10.1) (34.1)

Profit for the year

47.9 149.6

Earnings per share

Basic 10 8.9p 27.6p

Diluted 10 8.8p 26.9p

1. Non-controlling interests are presented in the Consolidated statement of changes in equity.

Consolidated statement of comprehensive income

2022

£m

2021

£m

Profit for the year 47.9 149.6

Items that may be reclassified subsequently to profit or loss

Exchange movements on translation of subsidiary undertakings 3.4 (2.5)

Other comprehensive income/(loss) for the year net of tax 3.4 (2.5)

Total comprehensive income for the year net of tax 51.3 147.1

Consolidated income statement and Consolidated statement of comprehensive income

for the year ended 31 December 2022

146 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Consolidated balance sheet

Notes

2022

£m

2021

£m

Non-current assets

Goodwill 11 570.6 570.6

Intangible assets 12 35.2 52.1

Property, plant and equipment 13 40.9 44.1

Deferred tax assets 14 19.4 27.6

Trade and other receivables 16 0.4 0.5

666.5 694.9

Current assets

Financial assets at fair value through profit or loss (FVTPL) 15 167.8 303.5

Trade and other receivables 16 124.1 145.0

Cash and cash equivalents 17 280.3 197.3

Current tax asset 3.3 –

575.5 645.8

Total assets 1,242.0 1,340.7

Equity

Share capital 20 10.9 11.1

Own share reserve 21 (0.5) (0.4)

Other reserves 21 250.3 250.1

Foreign currency translation reserve 21 3.7 0.3

Retained earnings 21 578.9 639.7

Capital and reserves attributable to owners of Jupiter Fund Management plc 843.3 900.8

Non-controlling interests 0.6 –

Total equity 843.9 900.8

Non-current liabilities

Loans and borrowings 18 49.5 49.3

Trade and other payables 19 87.5 102.3

Deferred tax liabilities 14 6.7 10.3

143.7 161.9

Current liabilities

Financial liabilities at FVTPL 15 49.2 52.3

Trade and other payables 19 205.2 222.2

Current income tax liability – 3.5

254.4 278.0

Total liabilities 398.1 439.9

Total equity and liabilities 1,242.0 1,340.7

The financial statements on pages 146 to 178 were approved by the Board of Directors and authorised for issue on 23 February 2023.

They were signed on its behalf by:

WAYNE MEPHAM

Chief Financial Officer

Consolidated balance sheet at 31 December 2022

147Jupiter Fund Management plc Annual Report and Accounts 2022

Consolidated statement of changes in equity

Share capital

£m

Own share

reserve

£m

Other

reserves

£m

Foreign

currency

translation

reserve

£m

Retained

earnings

£m

Total

£m

Non-

controlling

interests

£m

Total

equity

£m

At 1 January 2021 11.1 (0.2) 250.1 2.8 622.5 886.3 (0.2) 886.1

Profit for the year – – – – 149.4 149.4 0.2 149.6

Exchange movements on

translation of subsidiary undertakings – – – (2.5) – (2.5) – (2.5)

Other comprehensive loss – – – (2.5) – (2.5) – (2.5)

Total comprehensive income – – – (2.5) 149.4 146.9 0.2 147.1

Vesting of ordinary shares and options – 0.1 – – – 0.1 – 0.1

Dividends paid – – – – (109.8) (109.8) – (109.8)

Purchase of shares by EBT – (0.3) – – (48.2) (48.5) – (48.5)

Share-based payments – – – – 25.5 25.5 – 25.5

Current tax – – – – 0.1 0.1 – 0.1

Deferred tax – – – – 0.2 0.2 – 0.2

Total transactions with owners – (0.2) – – (132.2) (132.4) – (132.4)

At 31 December 2021 11.1 (0.4) 250.1 0.3 639.7 900.8 – 900.8

Profit for the year – – – – 47.3 47.3 0.6 47.9

Exchange movements on

translation of subsidiary undertakings – – – 3.4 – 3.4 – 3.4

Other comprehensive income – – – 3.4 – 3.4 – 3.4

Total comprehensive income – – – 3.4 47.3 50.7 0.6 51.3

Vesting of ordinary shares and options – 0.1 – – (0.1) – – –

Share repurchases and cancellations (0.2) – 0.2 – (10.0) (10.0) – (10.0)

Dividends paid – – – – (90.2) (90.2) – (90.2)

Purchase of shares by EBT – (0.2) – – (21.2) (21.4) – (21.4)

Share-based payments – – – – 13.6 13.6 – 13.6

Deferred tax – – – – (0.2) (0.2) – (0.2)

Total transactions with owners (0.2) (0.1) 0.2 – (108.1) (108.2) – (108.2)

At 31 December 2022 10.9 (0.5) 250.3 3.7 578.9 843.3 0.6 843.9

Notes 20 21 21 21 21

Consolidated statement of changes in equity for the year ended 31 December 2022

148 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Consolidated statement of cash flows

Notes

2022

£m

2021

£m

Cash flows from operating activities

Cash generated from operations 23 175.1 237.5

Income tax paid (12.8) (48.6)

Net cash inflows from operating activities 162.3 188.9

Cash flows from investing activities

Purchase of property, plant and equipment 13 (1.2) (1.4)

Purchase of intangible assets 12 (4.1) (2.1)

Purchase of financial assets at FVTPL

(188.2) (190.4)

Proceeds from disposals of financial assets at FVTPL

233.3 184.9

Cash movement from funds no longer consolidated

(6.0) (4.1)

Cash movement from funds re-consolidated

0.3 –

Dividend income received 7 1.0 1.1

Net cash inflows/(outflows) from investing activities 35.1 (12.0)

Cash flows from financing activities

Dividends paid 22 (90.2) (109.8)

Purchase of shares by EBT (21.4) (48.5)

Purchase of shares for cancellation 20 (8.0) –

Net finance costs paid (4.5) (5.1)

Cash paid in respect of lease arrangements 13 (7.8) (5.2)

Third-party subscriptions into consolidated funds 31.7 31.5

Third-party redemptions from consolidated funds (13.0) (28.7)

Distributions paid by consolidated funds (3.8) (1.9)

Net cash outflows from financing activities (117.0) (167.7)

Net increase in cash and cash equivalents 80.4 9.2

Cash and cash equivalents at beginning of year 197.3 188.1

Foreign exchange gain on cash and cash equivalents

2.6 -

Cash and cash equivalents at end of year 17 280.3 197.3

1. Includes purchases of seed investments and fund units used as a hedge against compensation awards linked to the value of those funds and, where the Group’s investment in seed is

judged to give it control of a fund, purchases of financial assets by that fund.

2. Includes proceeds from disposals of seed investments and, where the Group’s investment in seed is judged to give it control of a fund, disposals of financial assets by that fund.

3. Comprises cash and cash equivalents held by a fund at the point that the Group ceases to control the fund and it is no longer consolidated.

4. Comprises cash and cash equivalents held by a fund at the point that control passes to the Group and the fund is consolidated.

5. The effects of foreign exchange movements on cash and cash equivalents in prior periods were judged to be immaterial to those periods and were therefore not separately disclosed.

Consolidated statement of cash flows for the year ended 31 December 2022

149Jupiter Fund Management plc Annual Report and Accounts 2022

Introduction

Accounting policies are contained within relevant notes, with the basis of preparation and general policies collected in Note 28. An explanation of the use

of alternative performance measures (APMs) is provided on pages 195 to 197.

The impact of exceptional items on the financial statements

The Group has presented certain items as exceptional in 2021 and 2022. These items principally relate to the acquisition of Merian in 2020. Further details

of all items that are deemed exceptional are explained below, as well as within the relevant notes to the financial statements and in the Chief Financial

Officer’s Review on page 26.

The use of exceptional items and underlying profit measures in the Strategic report

In the Strategic report of this document, the Group makes use of a number of APMs, including ‘Underlying profit before tax’. The use of such measures

means that financial results referred to in the Strategic report section of this document may not be equal to the statutory results reported in the financial

statements. Guidelines issued by the FRC require such differences to be reconciled. As a result of the 2020 Merian acquisition, there was a significant

difference between ‘Underlying profit before tax’ and the statutory profit before tax in 2021 due to the recognition of amortisation and compensation

costs where the relevant accounting charges were required to be recognised over multiple accounting periods. These charges have continued into 2022.

Further detail can be found on page 27.

In addition, in 2021, the Group earned significant levels of performance fee income and incurred related costs. These items have been included in Revenue

and Administrative expenses in the Group’s results. Such income is not exceptional as it is likely to recur, although the amounts earned can vary from being

extremely significant in size to being immaterial. In their analysis of the results, professional users of the Group’s accounts generally assign different values

to recurring management fees than to potentially non-recurring net performance fees. Similarly, due to their inherent variability, results are presented

both before and after net performance fees for internal management information purposes.

‘Underlying profit before tax’ is equal to the statutory profit before tax less exceptional items. Exceptional items are defined on page 26. The financial

statements do not refer to or use such measures, but the table below provides a reconciliation, indicating in which note or notes to the statutory financial

statements the exceptional items are recorded. Further detail on these items can be found in the relevant notes.

Notes

2022

£m

2021

£m

Underlying profit before tax (page 28) 77.6 216.7

Exceptional items included within the following notes:

Administrative expenses 3 (0.8) (14.2)

Amortisation of intangible assets 12 (18.8) (18.8)

Statutory profit before tax 58.0 183.7

Disclosure of relevant accounting information relating to the acquisition

Disclosures relating to the Merian acquisition in 2020 can be found in Note 5.4 of the Group’s 2020 Annual Report and Accounts.

Other disclosures

Disclosure of items treated as exceptional that are not related to the Merian acquisition in respect of 2021 are reported in Note 4.

Notes to the Group Financial statements

150 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

1. Revenue

The Group’s primary source of recurring revenue is management fees. Management fees are charged for investment management or administrative

services and are normally based on an agreed percentage of the assets under management (AUM). Initial charges and commissions are for additional

administrative services at the beginning of a client relationship, as well as ongoing administrative costs. Performance fees may be earned from some funds

when agreed performance conditions are met. Net revenue is stated after fee and commission expenses to intermediaries for ongoing services under

distribution agreements.

Revenue

Revenue comprises the fair value of the consideration received or receivable for the provision of investment management services. Revenue is shown net

of any value added tax, rebates and discounts. Our revenue components are accounted for as follows:

• management fees are earned over a period of time, and revenue is recognised in the same period in which the service is performed. Management fees

are normally calculated as a percentage of net fund assets managed in accordance with individual management agreements and are billed to the client

each period shortly after the relevant asset data is available, with settlement terms commonly being 30 days or fewer;

• initial charges and commissions on sales of unit trusts are deferred and amortised over the anticipated period of the provision of investment

management services. Revenue for initial charges and commissions is recognised over a period of time, but payment is taken upfront resulting in the

recognition of contract liabilities; and

• performance fees are calculated as a percentage of the appreciation in the net asset value of a fund above a defined hurdle and are recognised when

the fee amount can be estimated reliably and it is highly probable that it will not be subject to significant reversal. Such fees are normally recognised at

the end of the relevant reporting period of the fund (or other defined crystallisation date) and payment is collected shortly after.

Management fees and performance fees are both forms of variable consideration, however there is no significant judgement or estimation. The

transaction price is determined at the end of each measurement period and is normally equal to the relevant measure of AUM adjusted by a factor set out

in the investment management agreement. In the case of performance fees, the adjustment is a defined hurdle rate of return before the performance fee

is due. The amount is billed to the customer as per contractual arrangements for each of the separate components of revenue listed above.

All components of the Group’s revenue are performance obligations satisfied over time, and are generally not subject to returns or refunds. For

management fees, the Group uses the output method to recognise revenue, applying the practical expedient that allows an entity to recognise revenue in

the amount to which the entity has a right to invoice if that consideration corresponds directly with the value to the customer of the entity’s

performance completed to date. This is appropriate because investment management services are generally satisfied over time with either the customer

simultaneously receiving and consuming the benefits provided by the fund manager as the fund manager performs the service, or with the fund manager’s

performance enhancing the assets that the fund controls.

Fee and commission expenses

These are paid to third parties for ongoing services under distribution agreements and are charged to the income statement over the period in which the

service is expected to be provided. The services provided include the provision of access to a basket of fund products, information on financial products,

promotional materials, ongoing services to clients and transaction processing.

2022

£m

2021

£m

Management fees 430.1 501.5

Initial charges and commissions 3.1 3.3

Performance fees 10.3 113.0

Revenue 443.5 617.8

Fee and commission expenses relating to management fees (45.3) (47.8)

Fee and commission expenses relating to initial charges and commissions (0.9) (1.4)

Net revenue 397.3 568.6

In 2022, performance fee revenue was mainly generated through a number of funds (2021: through the Chrysalis Investment Trust, along with a number of

smaller fees from other funds).

Disaggregation of revenue

The Group disaggregates revenue from contracts with customers on the basis of product type and geographical region, as this best depicts how the

nature, amount, timing and uncertainty of the Group’s revenue and cash flows are affected by economic factors.

The Group’s product types can be broadly categorised into pooled funds and segregated mandates. Pooled funds, which include both mutual funds and

investment trusts, are established by the Group, with the risks, exposures and investment approach defined via a prospectus which is provided to potential

investors. In contrast, segregated mandates are generally established in accordance with the requirements of a specific institutional investor. Institutional

clients may invest in segregated mandates or pooled vehicles.

Revenue by product type

2022

£m

2021

£m

Pooled funds 417.2 591.9

Segregated mandates 26.3 25.9

Revenue 443.5 617.8

151Jupiter Fund Management plc Annual Report and Accounts 2022

2. Segmental reporting

The Group offers a range of investment products and services through different distribution channels. All financial, business and strategic decisions are

made centrally by the Board of Directors (the Board), which determines the KPIs of the Group. Information is reported to the chief operating decision

maker, the Board, on a single-segment basis. While the Group has the ability to analyse its underlying information in different ways, for example by

product type, this information is only used to allocate resources and assess performance for the Group as a whole. On this basis, the Group considers

itself to be a single-segment investment management business.

Management monitors operating profit for the purpose of making decisions about resource allocation and performance assessment.

Geographical information

Revenue by location of clients

2022

£m

2021

£m

UK 334.4 495.6

EMEA

77.7 88.6

Asia 18.2 22.9

Rest of the world 13.2 10.7

Revenue by location 443.5 617.8

The location of clients is based on management information received from distribution partners. Where management information is not available, the

location of the distribution partner is used as a proxy for the location of the client.

Non-current assets for the Group (excluding financial instruments and deferred tax assets) are domiciled as set out below:

Non-current assets for the Group

2022

£m

2021

£m

UK 644.3 664.5

EMEA

1.1 1.4

Asia 1.0 0.6

Rest of the world 0.3 0.3

Non-current assets by location 646.7 666.8

1. In order to align to the Group’s reporting throughout the Annual Report, EMEA (Europe, Middle East and Africa) has been inserted as a new region in 2022, replacing Continental Europe.

Prior year amounts have been amended to reflect this change.

3. Administrative expenses

The largest administrative expense is staff costs. Other administrative expenses include administration fees, expenditure relating to non-capitalisable

investment in the business, marketing and IT costs.

Administrative expenses comprise:

2022

£m

2021

£m

Staff costs (Note 4) 187.7 227.2

Depreciation of property, plant and equipment (Note 13) 5.8 5.6

Auditors’ remuneration (see below) 1.6 1.4

Other administrative expenses 107.2 118.9

Total administrative expenses 302.3 353.1

Auditors’ remuneration

2022

£m

2021

£m

Fees payable to the Company’s auditors and their associates for the audit of the parent company

and consolidated financial statements 0.4 0.3

Fees payable to the Company’s auditors and their associates for other services to the Group:

Audit of the Company’s subsidiaries pursuant to legislation 0.9 0.8

Audit-related assurance services 0.3 0.3

Total auditors’ remuneration 1.6 1.4

The Chief Financial Officer’s review on page 26 provides details of exceptional items of £0.8m (2021: £14.2m) within staff costs. The staff costs are described

further in Note 4.

Notes to the Group Financial Statements continued

152 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

4. Staff costs

Staff costs include wages and salaries, share-based payments, pension costs and redundancy costs, along with associated social security costs, and are

recognised on an accruals basis as services are provided to the Group.

2022

£m

2021

£m

Wages and salaries 98.3 166.0

Share-based payments (Note 5) 13.6 25.5

Social security costs 11.1 26.2

Pension costs 6.2 5.7

Redundancy costs 3.4 6.5

Staff costs before losses/(gains) arising from the economic hedging of fund awards 132.6 229.9

Net losses/(gains) on instruments held to provide an economic hedge for fund awards

55.1 (2.7)

Staff costs 187.7 227.2

1. The gains and losses relates to equity holdings in instruments held as an economic hedge against compensation awards to employees, the value of which is linked to those equity

holdings. As a result, any gain or loss relating to such holdings are ultimately borne by the awardees rather than the Group. Over the vesting period of the awards, any gains or losses

made on such instruments will be offset by increases or decreases in the accounting charge in respect of the awards, which are included in ‘Wages and salaries’ (see also Note 6 for

details).

Note 3 refers to £0.8m (2021: £14.2m) of staff costs that are described as exceptional items within the Chief Financial Officer’s review, comprising £0.8m

(2021: £7.7m) relating to the acquisition of Merian and £nil (2021: £6.5m) relating to a redundancy programme. In 2022, the costs chiefly comprise cash and

share-based deferred earn out (DEO) awards (2021: cash and share-based DEO awards, and redundancy costs). The redundancy costs in 2021 related to a

restructuring programme of the Jupiter business post-integration which started in 2020 and redundancies relating specifically to the Merian acquisition.

Pension costs

The Group contributes to a number of defined contribution pension schemes for the benefit of its employees. Contributions in respect of the UK

employees (at the rate of up to 15% of gross salary) are made into the Jupiter Pension Scheme whose financial statements are available from the trustees at

the registered office of the Company. Contributions made by the Group are charged to the consolidated income statement as they become payable in

accordance with the rules of the schemes.

Average number of employees

The monthly average number of persons employed by the Group during the year, including Executive Directors, by activity is:

2022

Number

2021

Number

Fund management 140 139

Distribution and marketing 140 143

Infrastructure and operations 292 302

572 584

Information regarding Executive Directors’ aggregate emoluments of £2.2m (2021: £3.6m) is set out in the Remuneration report on page 119.

153Jupiter Fund Management plc Annual Report and Accounts 2022

5. Share-based payments

The Group engages in share-based payment transactions in respect of services receivable from certain employees by granting the right to either shares

or options over shares, subject to certain vesting conditions and exercise prices. These have been accounted for as equity-settled share-based payments.

The fair value of the awards granted in the form of shares or share options is recognised as an expense over the appropriate performance and vesting

period. The corresponding credit is recognised in retained earnings within total equity. The fair value of the awards is calculated using an option pricing

model, the principal inputs being the market value on the date of award, discounted for any dividends forgone over the holding period of the award,

and an adjustment for expected and actual levels of vesting, which includes estimating the number of eligible employees leaving the Group and the

number of employees satisfying the relevant performance conditions. Shares and options vest on the occurrence of a specified event under the rules

of the relevant plan.

A summary of the charge taken to the income statement (excluding social security) for each share-based payment arrangement is shown below:

2022

£m

2021

£m

Deferred Bonus Plan (DBP) 14.3 20.4

Long-Term Incentive Plan (LTIP) 1.2 1.6

Deferred Earn Out (DEO) (3.4) 2.3

Sharesave Plan (SAYE) 0.7 0.3

Share Incentive Plan (SIP) 0.1 0.4

Free Share Awards (FSA) 0.7 0.5

Total (Note 4) 13.6 25.5

The fair value of the services provided by employees has been calculated indirectly by reference to the fair value of the equity instruments granted. Fair

value amounts for the options granted under the DBP, LTIP and SAYE schemes were determined using a Black-Scholes option-pricing method and the

following assumptions:

2022 2021

DBP 2021 LTIP 2022 SAYE 2022 DBP 2020 LTIP 2021 SAYE 2021

Weighted average share price £1.88 £1.91 £0.99 £2.81 £2.81 £2.51

Weighted average exercise price – – £0.79 – – £2.15

Weighted average expected volatility 33.0% 33.3% 37.0% 35.4% 32.1% 33.7%

Weighted average option life (years) 2.4 4.2 3.7 1.7 4.2 4.1

Weighted average dividend yield – – 17.3% – – 6.8%

Weighted average risk-free interest rate 3.3% 3.2% – 0.8% 1.1% –

Expected volatility for options granted in 2022 and 2021 has been calculated using the historical volatility of the Group.

The numbers above in relation to the LTIP include Joiner Plans as both schemes have a similar structure.

The Group provides a sensitivity analysis to show the impact to the Group’s profit before taxation in the event that forfeiture and performance condition

assumptions exceed or are below the Group’s estimations on share-based payments by the stated percentages:

Impact on the income statement of a change in leaver assumptions

2022

£m

2021

£m

+5% (2.0) (1.8)

-5% 1.1 1.2

Impact on the income statement of a change in performance condition vesting assumptions

2022

£m

2021

£m

+25% 3.6 1.9

-25% (2.2) (2.0)

The use of estimation in the calculation of share-based payments

At the year end, the Group had approximately 37.2m share-based awards in issue. Each year, existing awards vest and new awards are made. Around

13.6m share-based awards were issued in 2022 in the form of deferred bonus and LTIP awards. Given their significance as a form of employee

remuneration for the Group, share-based payments have been included as an area where the use of estimation is important in Note 28. The principal

estimations made relate to:

• forfeitures (where awardees leave the Group as ‘bad’ leavers and therefore forfeit unvested awards) and accelerations (where awardees are ‘good’

leavers and their awards continue to vest but there is no longer an extended service period condition); and

• the satisfaction of performance conditions attached to certain LTIP awards and to share-based DEO awards.

These estimates are reviewed regularly and the charge to the income statement is adjusted appropriately (at the end of the relevant scheme as a

minimum). The sensitivity analysis demonstrates that the risk of material adjustment as a result of changes to our estimations in respect of granted

awards by 5% for leavers and 25% for performance condition assumptions is not considered to be significant or material.

Notes to the Group Financial Statements continued

154 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

(i) Deferred Bonus Plan (DBP)

All employees of the Group who are eligible for a bonus over a certain level, as determined by the Remuneration Committee, are required to participate in

the DBP. The DBP provides for compulsory deferral of a proportion of bonus. Deferrals are made into either options over the Company’s shares or a cash

amount equivalent to the value of units in the Group’s funds (see Note 6 for information on the treatment of fund units). The awards in respect of DBP are

granted after the year end to which they relate. The awards made in 2021 and 2022, in relation to 2020 and 2021 performance respectively, were granted in

the form of nil-cost options over the Company’s shares, at a price calculated as the market price immediately prior to the date of the award. Awards will

also be made in 2023 in relation to 2022 performance, thus a charge for these awards has been taken to the income statement in 2022.

The following table illustrates the number and weighted average exercise price (WAEP) of, and movement in, share options during the year:

Options outstanding

2022 2021

Number m WAEP £ Number m WAEP £

At 1 January 14.3 – 10.7 –

Granted 11.0 – 9.5 –

Exercised (6.3) – (5.8) –

Forfeited (0.2) – (0.1) –

At 31 December 18.8 – 14.3 –

Exercisable at 31 December 1.7 – 0.8 –

There were 6.3m options exercised under this plan in 2022 (2021: 5.8m). The weighted average share price at the date of exercise of these options was £1.25

(2021: £2.65).

The weighted average fair value of options granted under this plan during the year was £1.88 (2021: £2.81).

The weighted average remaining contractual life of the share options outstanding under this plan at 31 December 2022 was 1.3 years (31 December 2021:

1.5 years).

(ii) Long-Term Incentive Plan (LTIP)

All employees are eligible to participate in the LTIP. Awards are made at the discretion of the Remuneration Committee and may be granted in the form

of options (either at market value, nominal value or nil cost), restricted shares or conditional share awards over the Company’s shares, or a cash amount

equivalent to the value of units in the Group’s funds. The table below illustrates the number and weighted average exercise price (WAEP) of, and

movement in, awards in the form of share options during the year. Cash awards linked to the value of funds are included in Note 6.

Options outstanding

2022 2021

Number m WAEP £ Number m WAEP £

At 1 January 9.6 – 8.3 0.12

Granted 6.3 – 4.4 –

Exercised (0.6) – (0.5) 0.01

Forfeited (2.0) 0.01 (2.6) 0.38

At 31 December 13.3 – 9.6 –

Exercisable at 31 December 0.5 – 1.3 0.02

There were 0.6m options exercised under this plan in 2022 (2021: 0.5m). The weighted average share price at the date of exercise of these options was £1.58

(2021: £2.70).

The weighted average fair value of options granted under this plan during the year was £1.91 (2021: £2.81).

The weighted average remaining contractual life of the share options outstanding under this plan at 31 December 2022 was 2.5 years (31 December 2021:

2.5 years).

(iii) Deferred Earn Out (DEO)

As part of the sale and purchase agreement on the acquisition of Merian, certain former Merian shareholders, who continued in employment with Jupiter

post-completion, were granted nil-cost options over the Company’s shares up to a maximum value of £20.0m. For these awards to vest, the awardees

must meet certain performance conditions, based on net revenues, on 1 July 2023. On this date, the awards will be converted to a number of shares,

corresponding to the average closing price of a Company share over the three dealing days ending immediately before 1 July 2023 and the fulfilment of the

performance conditions. Should performance conditions be fulfilled, the awards will be exercisable on 1 July 2024 and 1 July 2025. Exercise of these options

will be dependent on the awardees remaining in the employment of the Group until these dates. As at 31 December 2022, it is expected that the

performance conditions will not be met.

155Jupiter Fund Management plc Annual Report and Accounts 2022

5. Share-based payments continued

(iv) Sharesave Plan

All eligible UK employees may participate in the Group’s Sharesave Plan, which was introduced in 2010. Under the terms of this plan, employees may enter

into contracts to save up to the maximum amount permitted under legislation and, at the expiry of a fixed three- or five-year term, have the option to use

these savings to acquire shares in the Company at a discounted price, calculated under the rules of the plan (currently a 20% discount to the market price

at the date of award). Participants in the plan have six months from the date of vesting to exercise their option.

Options outstanding

2022 2021

Number m WAEP £ Number m WAEP £

At 1 January 2.7 1.82 3.1 1.83

Granted 4.9 0.79 0.4 2.15

Exercised – – (0.1) 1.67

Forfeited (2.6) 1.72 (0.7) 2.05

At 31 December 5.0 1.06 2.7 1.82

Exercisable at 31 December 0.1 2.10 0.1 3.35

The weighted average share price at the date of exercise of these options in 2022 was £1.03 (2021: £2.61) per ordinary share.

The weighted average fair value of the options granted under this plan during the year was £0.20 (2021: £0.44).

The range of exercise prices of options granted under this plan is between £0.79 and £4.29.

The weighted average remaining contractual life of the share options outstanding under this plan at 31 December 2022 was 3.3 years (31 December 2021:

3.1 years).

(v) Share Incentive Plan (SIP)

All eligible UK employees may participate in the Group’s Share Incentive Plan, which was introduced in 2013. Under the terms of this plan, employees may

contribute from pre-tax salary up to the maximum amount permitted under legislation in any tax year, to be used to acquire shares in the Company at

the market price on the relevant date. Matching shares are then awarded by the Company on a one matching share for each share purchased basis.

The matching shares are subject to forfeiture where the employee leaves employment with the Group within three years of their award.

The number of matching shares purchased under this scheme during the year was 0.1m (2021: 0.1m).

(vi) International Share Award (ISA)

All non-UK employees may participate in the Group’s International Share Award, which was introduced in 2017 to create a non-UK plan similar to the

Sharesave Plan. Under the terms of this award, international employees are offered the opportunity to be granted a share option which is exercisable after

three years and three months. The exercise price is set at the same level as for the Sharesave Plan. Participants in the plan have six months from the date

of vesting to exercise their option.

The number of awards made during the year was 0.1m (2021: 0.1m).

(vii) Free Share Award (FSA)

All eligible employees may participate in the Free Share Award which was introduced in 2020. Eligible employees in the UK receive their award through the

UK Approved SIP. Non-UK eligible employees receive a nil-cost option which will vest over a three-year period.

The number of awards made during the year was 0.5m (2021: 0.4m).

6. Fund-based deferred compensation awards

As described in Note 5(i) and (ii), deferred bonuses and LTIP awards can be deferred into either options over the Company’s shares or a cash amount

equivalent to the value of units in the Group’s funds. The expense included within wages and salaries in the income statement in relation to fund-based

awards was:

2022

£m

2021

£m

(Credit)/charge in respect of fund-based awards before losses/(gains) arising from hedging (2.5) 59.4

Net losses/(gains) on instruments held to provide an economic hedge for fund awards 55.1 (2.7)

Net charge arising from fund-based awards 52.6 56.7

Where bonuses are deferred into fund units, the fair value of the award is expensed over the appropriate performance and vesting period and included

within staff costs. The liability is revalued at each balance sheet date to the expected settlement amount, being the current market value of the underlying

fund units adjusted for the proportion of the vesting period that has passed. Any increase or decrease in value is recognised in the income statement

within staff costs. The liability is included in the balance sheet as part of accrued expenses within trade and other payables (see Note 19).

The Group hedges its exposure to price fluctuations in the underlying fund units by purchasing the fund units at the date of grant. These are included

within financial assets at FVTPL in the balance sheet. Changes in the fair value of the units are recognised in the income statement within staff costs in

order to match the gains and losses of both the hedging instrument and the hedged item within the same line item of the income statement.

Notes to the Group Financial Statements continued

156 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

The Group provides a sensitivity analysis to show the impact on the Group’s profit before taxation in the event that forfeiture and performance condition

assumptions (in the case of LTIP awards) exceed or are below the Group’s estimations on fund unit awards by the stated percentages:

Impact on the income statement of a change in leaver assumptions

2022

£m

2021

£m

+5% (1.9) (2.1)

-5% 0.6 0.6

Impact on the income statement of a change in performance condition vesting assumptions

2022

£m

2021

£m

+25% 0.3 0.2

-25% (0.5) (0.2)

Volatility in the net charge arising from fund-based awards

In addition to the sensitivities shown above, the Group is also exposed to volatility in its income statement arising from its hedging policy. Although the

policy ensures that overall there is no net gain or loss arising from movements in the value of fund-based awards from the date the hedge is purchased

until the vesting date, it may result in short-term income statement mismatches that subsequently reverse.

Under the relevant accounting standards, where the Group purchases units or shares in funds to hedge the market risk exposure arising from a fund-based

award, any movements in the value of those assets are recorded as gains or losses from the point that the asset is purchased. However, the related liability

is initially recorded at zero and is recognised over the period service is provided by the awardee. Only at the vesting date are the asset and liability equal

and, therefore, only from this point are nil net gains and losses made from the revaluation of the asset and liability.

Until this point is reached, the impact of movements in the value of fund units held for hedging purposes on asset values may be significantly different to

the impact on the fund award liability, resulting effectively in either an acceleration of the compensation charge (where net losses are recorded) or a

deferral of charge until future years (where net gains are recorded). These are timing differences that will fully reverse by the vesting date.

In 2022, decreases in the value in the Group’s hedging assets of £55.1m (2021: increases of £2.7m) led to a net loss (2021: gain) arising from this timing

difference on asset and liability treatment of fund-based awards. Further details of these movements, and the consequent impact on future years’ charges,

can be found in the Chief Financial Officer’s report on page 26.

The use of estimation in the calculation of fund unit awards

At the year end, the Group had accrued £46.8m (2021: £79.6m) of deferred fund unit awards. Each year, existing awards vest and new awards are made.

Given their significance as a form of employee remuneration for the Group, fund unit awards have been included as an area where the use of estimation

is important in Note 28. The principal estimations made relate to:

• Forfeitures (where awardees leave the Group as ‘bad’ leavers and therefore forfeit unvested awards) and accelerations (where awardees are ‘good’

leavers and their awards continue to vest but there is no longer an extended service period condition); and

• The satisfaction of performance conditions attached to LTIP awards.

These estimates are reviewed regularly and the charge to the income statement is adjusted appropriately (at the end of the relevant scheme as a

minimum). The sensitivity analysis demonstrates that the risk of material adjustment as a result of reasonable changes to our estimations in respect of

granted awards by 5% for leavers and 25% for performance condition assumptions is not considered to be significant or material.

7. Other losses

Other losses relate principally to net losses (2021: net losses) made on the Group’s seed investment portfolio and derivative instruments held to provide

economic hedges against that portfolio. The portfolio and derivatives are held at FVTPL (see Note 15). Gains and losses comprise both realised and

unrealised amounts.

2022

£m

2021

£m

Dividend income 1.0 1.1

(Losses)/gains on financial instruments designated at FVTPL upon initial recognition (24.7) 9.7

Gains/(losses) on financial instruments at FVTPL 14.0 (15.2)

Other losses (9.7) (4.4)

157Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

8. Net finance costs

Net finance costs principally relate to interest payable on Tier 2 subordinated debt notes and the unwinding of the discount applied to lease liabilities (see

Notes 18 and 13 respectively for further details). Net finance costs also include ancillary charges for commitment fees and arrangement fees associated

with the RCF. Interest payable is charged on an accrual basis using the effective interest method.

2022

£m

2021

£m

Interest on subordinated debt 4.7 4.7

Interest on lease liabilities 1.6 1.6

Finance cost on the RCF 0.3 0.3

Interest (income)/cost on bank deposits (0.3) 0.2

6.3 6.8

In 2021, the Group incurred interest charges of £0.2m on bank deposits; in 2022, increases in interest rates in the jurisdictions in which the Group holds bank

deposits resulted in the recognition of interest income of £0.3m. As a result of the insignificant nature of this income, it has been presented as part of the

Group’s net finance costs above.

9. Income tax expense

The Group pays taxes according to the rates applicable in the countries in which it operates. The Group’s headquarters are in the UK. Most taxes are

recorded in the income statement and relate to taxes payable for the reporting period (current tax), but there is also a charge or credit relating to tax

payable for future periods due to income or expenses being recognised in a different period for tax and accounting purposes (deferred tax). Tax is charged

to equity when the tax benefit exceeds the cumulative income statement expense on share plans.

The Group provides for current tax according to the tax laws of each jurisdiction in which it operates using tax rates that have been enacted or

substantively enacted by the balance sheet date. Management periodically evaluates positions taken in tax returns in respect of situations in which

applicable tax regulation is subject to interpretation. It establishes provisions, where appropriate, on the basis of amounts expected to be paid to

the tax authorities.

Deferred tax is provided, using the liability method, on temporary differences at the reporting date between the tax bases of assets and liabilities and their

carrying amounts for financial reporting purposes. Deferred tax is recognised in respect of all temporary differences that have originated but not reversed

at the balance sheet date, where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future

have occurred at the balance sheet date. A deferred tax asset is recognised when it is considered recoverable and therefore recognised only when, on the

basis of all available evidence, it can be regarded as probable that there will be suitable taxable profits against which to recover carried forward tax losses

and from which the future reversal of underlying temporary differences can be deducted.

Deferred tax is measured at the average tax rates that are expected to apply in the periods in which the temporary differences are expected to reverse,

based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax that has arisen in respect of equity

items, such as tax credits in respect of share-based payments where the fair value of awards exceeds the accounting charge, are recognised directly in

equity and not in the income statement.

2022

£m

2021

£m

Current tax

Tax on profits for the year 9.5 45.0

Adjustments in respect of prior years (3.8) (1.3)

Total current tax 5.7 43.7

Deferred tax

Origination and reversal of temporary differences 3.8 (9.8)

Adjustments in respect of prior years 0.6 0.2

Total deferred tax (Note 14) 4.4 (9.6)

Income tax expense 10.1 34.1

Total tax expense

The corporation tax rate for 2022 was 19% (2021: 19%). The tax charge in the year is lower (2021: lower) than the standard rate of corporation tax in the UK

and the differences are explained below:

Factors affecting tax expense for the year

2022

£m

2021

£m

Profit before taxation 58.0 183.7

Taxation at the standard corporation tax rate (19%; 2021: 19%) 11.0 34.9

Non-taxable expenditure 0.4 –

Other permanent differences 1.6 (1.4)

Adjustments in respect of prior years (3.2) (1.1)

Effect of differences in overseas tax rates 0.3 0.3

Impact of substantively enacted tax rate change on deferred tax balances – 1.4

Total tax expense 10.1 34.1

158 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

10. Earnings per share

Basic earnings per share (EPS) is calculated by dividing the profit attributable to equity shareholders of Jupiter Fund Management plc (the parent company

of the Group) for the year by the weighted average number of ordinary shares outstanding and contingently issuable during the year, less the weighted

average number of own shares held. Own shares are shares held in an EBT for the benefit of employees under the vesting, lock-in and other incentive

arrangements in place.

Diluted EPS is calculated by dividing the profit for the year (as used in the calculation of basic EPS) by the weighted average number of ordinary shares

outstanding during the year for the purpose of basic EPS plus the weighted average number of ordinary shares that would be issued on the conversion of

all the dilutive potential ordinary shares into ordinary shares.

The weighted average number of ordinary shares used in the calculation of EPS is as follows:

Weighted average number of shares

2022

Number

2021

Number

Issued share capital

552.4 553.1

Add contingently issuable shares

1.7 –

Less time apportioned own shares held (24.5) (10.6)

Weighted average number of ordinary shares for the purpose of basic EPS 529.6 542.5

Add back weighted average number of dilutive potential shares 9.3 12.9

Weighted average number of ordinary shares for the purpose of diluted EPS 538.9 555.4

1. The Group purchased and cancelled 6.7m ordinary shares during 2022 (see Note 20), resulting in a weighted average issued share capital of 552.4m.

2. Contingently issuable shares relate to vested but unexercised share-based payment awards at the balance sheet date.

Earnings per share

2022

2021

Basic 8.9 27.6

Diluted 8.8 26.9

11. Goodwill

Goodwill arising on acquisitions, being the excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and

contingent liabilities acquired, is capitalised in the consolidated balance sheet. Goodwill is carried at cost less provision for impairment. The carrying value

of goodwill is not amortised but is tested annually for impairment or more frequently if any indicators of impairment arise. Goodwill is allocated to

cash-generating units (CGUs) for the purpose of impairment testing, with the allocation to those CGUs or groups of CGUs that are expected to benefit

from the business combination in which the goodwill arose. Impairment losses on goodwill are not reversed.

Goodwill relates to the 2007 acquisition of Knightsbridge Asset Management Limited (KAML) (£341.2m) and the 2020 acquisition of Merian (£229.4m).

2022

£m

2021

£m

Goodwill 570.6 570.6

The Group operates as a single asset management business segment and does not allocate costs between investment strategies or individual funds. The Group’s

goodwill originally arose in 2007 through KAML and was increased in 2020 through the acquisition of Merian. The Merian acquisition largely comprised revenues

and incremental costs and therefore increased the scale of the existing business, improving the headroom over goodwill arising on acquisitions. Both businesses

are fully integrated and are not separately measured or monitored. It is not possible to assign the reduction in the Group’s profitability in 2022 between KAML and

Merian, and therefore we adopt a single CGU and consider our impairment test based on Group-wide cash generation to calculate the recoverable amount of the

goodwill, using the higher of the value in use and fair value less costs of disposal, and comparing this to the carrying value of the asset.

For the impairment test, the recoverable amount for the goodwill asset was calculated using a value in use approach, based on the net present value of

the Group’s future earnings. The net present value was calculated using a discounted cash flow model, with the following key assumptions:

• The Group’s projected base case forecast cash flows over a period of five years, which include an assumption of annual revenue growth based on our

expectations of AUM growth, client fee rates and performance fees. The data is taken from the five-year plan, which was approved by the Board in

December 2022 and is aligned with the strategic focus set out in the Chief Executive Officer’s Review on pages 10 to 13;

• Long-term growth rates of 2% (2021: 3%) were used to calculate terminal value; and

• A cost of capital of 12.8% (2021: 10.7%) was calculated using the capital asset pricing model, weighted to take into account the Group’s subordinated

debt.

The impairment test performed indicates positive headroom of recoverable amount over carrying value of £212m at 31 December 2022, down from £422m

at 30 June 2022 and £1.5bn at 31 December 2021. The headroom has declined as the scale of the Group has reduced, decreasing the overall profitability of

the business, primarily through a 15% decrease in the Group’s net revenues (before performance fees) resulting from lower average AUM in the year. The

value in use of the asset is higher than its fair value less costs of disposal. Our conclusion therefore is that the Group’s goodwill asset is not currently

impaired.

The sensitivity of the Group’s current headroom position to changes in key metrics and assumptions is shown in the tables below. The first table discloses

the stresses that would have to be applied to the value in use calculation in order for the headroom to be completely removed. The second table sets out

the impacts of reasonably possible changes in key assumptions used in the value in use calculation.

Measure Assumption used in base case

Movement required to

remove all headroom

Compound average annualised revenue

growth over a five-year period Board-approved 5-year strategic plan Decrease by 3.2%

Discount rate movement (post tax)

12.8% Increase to 16.1%

Terminal growth rate movement 2.0% Decrease to -3.1%

1. This percentage is a reduction in average annual revenue growth over a five-year period; it does not imply a linear year-on-year reduction.

2. Using pre-tax discount rates on pre-tax profitability and cash flows does not produce a materially different result.

159Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

11. Goodwill continued

The impact on headroom of reasonably possible adverse movements in key inputs to the Group’s impairment testing is as follows:

Key variable

Reasonably possible

adverse movement

Reduction in headroom

£m

Discount rate +1% 77

Terminal growth rate movement -1% 55

Decrease in revenue -10% 87

The sensitivities modelled make no allowance for actions management would take should the Group experience future reductions in AUM or profitability.

Neither the Group’s regulatory capital or liquidity resources nor its regulatory requirements would be directly impacted by impairment charges relating to

the Group’s goodwill asset.

The Group continues to monitor its market capitalisation against implied internal valuations and adjust its internal models on a regular basis to reflect the

impacts of market information and its own profitability levels.

The use of estimation and judgement in valuing goodwill

The impairment testing described above requires estimation and judgement, principally concerning future levels of profitability.

Given the size of the asset and the potential impact of impairment losses on the Group’s financial position, this has been included as an area where the

use of estimation is important in Note 28. Although the headroom resulting from the impairment test has reduced significantly in the year, our five-year

plan and a reasonable range of sensitivities imply that no impairment is required. However, elements of the plan are subject to factors such as market

sentiment and index levels which are beyond the Group’s control. If forecasts are not met, as set out in the first table above, impairment of the asset

could result. No impairment losses have been recognised in the current or preceding years.

The Group has also applied judgement in determining CGU levels within its business for the purposes of impairment testing of goodwill and in

concluding that the whole Group operates as a single CGU.

12. Intangible assets

Intangible assets principally comprise the expected value of investment management contracts acquired as part of the Merian acquisition, based on the premise

that their value is equal to the present value of the earnings they are expected to generate. The cost of intangible assets acquired in the business combination is

the fair value as at the date of acquisition. In relation to the investment management contracts, the useful lives were assessed as being finite and they are

amortised over their useful economic lives. The useful economic lives of the investment management contracts acquired were assessed as a maximum of four

years. The amortisation expense on intangible assets with finite lives has been recognised in the consolidated income statement on a straight-line basis.

Following initial recognition, intangible assets are held at cost less any accumulated amortisation and any provision for impairment. Assets that are subject

to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An

impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher

of an asset’s fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there

are separately identifiable cash flows (CGUs).

Other intangible assets acquired separately are measured on initial recognition at cost.

Other intangible assets recognised are computer software. Software licences acquired are capitalised at the cost incurred to bring the software into use

and are amortised on a straight-line basis over their estimated useful lives, which are estimated as being five and ten years. Costs associated with

developing or maintaining computer software programs that do not meet the capitalisation criteria under IAS 38 are recognised as an expense as incurred.

An assessment is made at each reporting date as to whether there is any indication that an asset in use may be impaired. If any such indication exists and

the carrying values exceed the estimated recoverable amount at that time, the assets are written down to their recoverable amount. The recoverable

amount is measured as the greater of fair value less costs to sell and value in use. Non-financial assets that have suffered impairment are reviewed for

possible reversal of the impairment at each reporting date.

The Directors have reviewed the intangible assets as at 31 December 2022 and 31 December 2021 and have concluded there are no indicators of impairment.

2022 2021

Computer

software

£m

Investment

management

contracts

£m

Total

£m

Computer

software

£m

Investment

management

contracts

£m

Total

£m

Cost

At 1 January 20.1 75.0 95.1 18.2 75.0 93.2

Additions 4.1 – 4.1 2.1 – 2.1

Disposals – – – (0.2) – (0.2)

Retiring assets (7.9) – (7.9) – – –

At 31 December 16.3 75.0 91.3 20.1 75.0 95.1

Accumulated amortisation

At 1 January (14.8) (28.2) (43.0) (13.0) (9.4) (22.4)

Charge for the year (2.2) (18.8) (21.0) (1.8) (18.8) (20.6)

Retiring assets 7.9 – 7.9 – – –

At 31 December (9.1) (47.0) (56.1) (14.8) (28.2) (43.0)

Net book value

At 31 December 7.2 28.0 35.2 5.3 46.8 52.1

160 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

13. Property, plant and equipment

Property, plant and equipment is made up of leasehold improvements, office furniture and equipment and right-of-use lease assets and is stated at cost,

less accumulated depreciation and any provision for impairment. Cost includes expenditure that is directly attributable to the acquisition of the assets.

Subsequent costs are included in an asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future

economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repair and maintenance

expenditures are charged to the income statement during the financial year in which they are incurred. Depreciation is calculated on a straight-line basis to

allocate the cost of each asset over its estimated useful life as follows:

Leasehold improvements 19 years

Office furniture and equipment 5 years

Right-of-use assets Shorter of the asset’s useful life and the lease term

The assets’ useful economic lives and residual values are reviewed at each financial year end and adjusted if appropriate. An item of property, plant and

equipment is derecognised upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising on the disposal of the

asset, calculated as the difference between the net disposal proceeds and the carrying amount of the item, is included in the income statement in the year

the item is sold or retired.

2022 2021

Right-of-use

assets

£m

Leasehold

improvements

£m

Office

furniture and

equipment

£m

Total

£m

Right-of-use

assets

£m

Leasehold

improvements

£m

Office

furniture and

equipment

£m

Total

£m

Cost

At 1 January 49.2 5.7 14.9 69.8 48.3 5.4 13.8 67.5

Additions 1.4 – 1.2 2.6 0.9 0.3 1.1 2.3

Retirement of fully-depreciated assets (0.5) (0.3) (9.7) (10.5) – – – –

At 31 December 50.1 5.4 6.4 61.9 49.2 5.7 14.9 69.8

Accumulated depreciation

At 1 January (11.0) (2.0) (12.7) (25.7) (7.1) (1.7) (11.3) (20.1)

Charge for the year (4.0) (0.4) (1.4) (5.8) (3.9) (0.3) (1.4) (5.6)

Retirement of fully-depreciated assets 0.5 0.3 9.7 10.5 – – – –

At 31 December (14.5) (2.1) (4.4) (21.0) (11.0) (2.0) (12.7) (25.7)

Net book value

At 31 December 35.6 3.3 2.0 40.9 38.2 3.7 2.2 44.1

Leases

(i) Amounts recognised in the balance sheet

The balance sheet shows the following amounts relating to leases:

Notes

2022

£m

2021

£m

Right-of-use assets

Buildings 35.4 38.0

Equipment 0.1 0.1

Motor vehicles 0.1 0.1

35.6 38.2

Lease liabilities

Current 19 3.2 4.0

Non-current 19 43.1 47.1

46.3 51.1

161Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

13. Property, plant and equipment continued

(ii) Amounts recognised in the income statement

The income statement shows the following amounts relating to leases:

2022

£m

2021

£m

Depreciation charge of right-of-use assets

Buildings 3.8 3.6

Equipment 0.1 0.2

Vehicles 0.1 0.1

4.0 3.9

Interest expense (included in net finance costs) 1.6 1.6

Expense relating to short-term leases (included in administrative expenses) 0.4 0.5

The total cash outflow for leases in 2022 was £7.8m (2021: £5.2m).

(iii) The Group’s leasing activities and how these are accounted for

The Group leases various offices, equipment and cars. Rental contracts are typically made for fixed periods of 2 to 20 years but may have extension

options as described below. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease

agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease

payments:

• Fixed payments (including in-substance fixed payments), less any lease incentives receivable;

• Variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the commencement date;

• Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option; and

• Payments to be made under reasonably certain extension options.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for

leases in the Group, the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to

obtain an asset of similar value in a similar economic environment with similar terms and conditions.

To determine the incremental borrowing rate, the Group:

• Uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk; and

• Makes adjustments specific to the lease, for example, term, country, currency and security.

The Group is exposed to potential future increases in variable lease payments based on an index or rate which are not included in the lease liability until

they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability is reassessed and adjusted against the

right-of-use asset.

Lease payments are allocated between principal and finance cost. The finance cost is charged to the income statement over the lease period so as to

produce a constant periodic rate of interest on the remaining balance of the liability for each period.

Significant area of estimation and judgement

Calculation of leased assets and liabilities requires the use of both estimation and judgement. The determination of the lease term for each lease involves

the Group assessing any extension and termination options, the enforceability of such options, and judging whether it is reasonably certain that they will

be exercised. Several of the Group’s leases contain such clauses. For each lease, a conclusion was reached on the overall likelihood of the option being

exercised.

Right-of-use assets are measured at cost comprising the following:

• The amount of the initial measurement of lease liability;

• Any lease payments made at or before the commencement date less any lease incentives received;

• Any initial direct costs; and

• Restoration costs.

The right-of-use asset is depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.

Payments associated with short-term leases are recognised on a straight-line basis as an expense in the income statement. Short-term leases are leases

with a lease term of 12 months or less.

Extension and termination options are included in a number of property and equipment leases across the Group. These are used to maximise operational

flexibility in terms of managing the assets used in the Group’s operations. The majority of extension and termination options held are exercisable only by

the Group and not by the respective lessor.

162 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

14. Deferred tax

Analysis of the Group’s deferred tax assets and liabilities is shown below:

Share-based

payments

£m

Accelerated

capital allowances

£m

Employee

benefits

£m

Other temporary

differences

£m

Other deferred

compensation

payments

£m

Intangible assets

arising upon

consolidation

£m

Total

£m

Assets 10.6 1.3 0.1 (0.4) 16.0 – 27.6

Liabilities – – – – – (10.3) (10.3)

At 31 December 2021 10.6 1.3 0.1 (0.4) 16.0 (10.3) 17.3

Assets 7.1 0.6 0.1 0.3 11.3 – 19.4

Liabilities – – – – – (6.7) (6.7)

At 31 December 2022 7.1 0.6 0.1 0.3 11.3 (6.7) 12.7

Movements in temporary differences between the balance sheet dates have been reflected in the income statement and the statement of changes in

equity as follows:

Share-based

payments

£m

Accelerated

capital allowances

£m

Employee

benefits

£m

Other temporary

differences

£m

Other deferred

compensation

payments

£m

Intangible assets

arising upon

consolidation

£m

Total

£m

At 1 January 2021 7.4 0.5 0.1 0.2 11.8 (12.5) 7.5

Credited to the income statement 3.1 0.8 – (0.7) 4.2 2.2 9.6

Credited to equity 0.1 – – 0.1 – – 0.2

At 31 December 2021 10.6 1.3 0.1 (0.4) 16.0 (10.3) 17.3

(Charged)/Credited to the income statement (3.3) (0.7) – 0.7 (4.7) 3.6 (4.4)

Charged to equity (0.2) – – – – – (0.2)

At 31 December 2022 7.1 0.6 0.1 0.3 11.3 (6.7) 12.7

The other temporary differences balances at 31 December 2021 and 2022 include short-term timing differences and temporary differences between

depreciation and capital allowances.

The rate of corporation tax will increase to 25% from 1 April 2023. Deferred taxes at the balance sheet date reflected in these financial statements have

been measured using the relevant enacted or substantively enacted tax rate for the year in which they are expected to be realised or settled.

15. Financial instruments held at fair value

Financial instruments

Financial assets and liabilities are recognised when the Group becomes party to the contractual provisions of an instrument. They are initially measured at

fair value adjusted for transaction costs, except for financial assets classified at FVTPL where transaction costs are immediately recognised in the income

statement. Financial assets are derecognised when the rights to receive cash flows from the assets have expired or where they have been transferred and

the Group has also transferred substantially all risks and rewards of ownership. Financial liabilities are derecognised when the obligation under the liability

has been discharged, cancelled or has expired.

Financial assets

The Group’s financial assets include cash and short-term deposits, trade and other receivables, investments in pooled funds and derivative financial

instruments. Financial assets are classified as being at FVTPL or at amortised cost. The classification adopted by the Group depends on the Group’s

business model for managing the financial assets and their contractual cash flow characteristics.

Financial assets at FVTPL

Financial assets at FVTPL include seed investments in pooled funds which are managed and evaluated on a fair value basis, in accordance with the

documented strategy, as well as units or shares in funds managed by the Group which have been acquired for the purposes of hedging deferred

compensation awards. Financial assets are classified in this category if they have been acquired principally for the purpose of selling in the short term or if

they serve as economic hedges to fund-linked liabilities. Other financial assets at FVTPL comprise derivative instruments which are held to provide an

economic hedge in respect of specific risk exposures (see Note 25). Financial assets at FVTPL are carried at fair value, with gains and losses recognised

in the income statement in the period in which they arise either in other gains/losses or in administrative expenses for instruments held to provide an

economic hedge against fund unit awards. Assets in this category are classified as current assets.

Financial liabilities

The Group’s financial liabilities include loans and borrowings, trade and other payables, derivative financial instruments and the non-controlling interests

in funds that have been consolidated as subsidiaries.

163Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

15. Financial instruments held at fair value continued

Financial liabilities at FVTPL

Financial liabilities at FVTPL are carried at fair value, with gains and losses recognised in the income statement within other gains/losses in the period in

which they arise. Financial liabilities at FVTPL comprise non-controlling interests in consolidated funds.

As at 31 December, the Group held the following financial instruments measured at fair value:

2022

£m

2021

£m

Financial assets

Financial assets at FVTPL 167.8 302.5

Other financial assets at FVTPL - 1.0

167.8 303.5

2022

£m

2021

£m

Financial liabilities

Financial liabilities at FVTPL (48.6) (52.3)

Other financial liabilities at FVTPL (0.6) –

(49.2) (52.3)

A further analysis of the Group’s financial assets is provided below:

2022

£m

2021

£m

Direct seed investment at fair value 72.6 142.3

Additional financial assets due to consolidation of funds 44.0 44.3

Derivatives and fund unit hedges 51.2 61.4

Fees receivable in shares - 55.5

Total financial assets 167.8 303.5

16. Trade and other receivables

Trade and other receivables are recognised initially at fair value. The Group holds trade and other receivables to collect contractual cash flows, which are

solely payments of principal and interest, and are therefore subsequently measured at amortised cost using the effective interest method, less loss

allowances.

The Group applies the IFRS 9 simplified approach to measuring expected credit losses (ECLs) for trade receivables at an amount equal to lifetime ECLs.

The ECLs on trade receivables are calculated based on actual historic credit loss experience over the preceding three to five years and are adjusted for

forward-looking estimates. ECLs are applied to the total balance of non-credit impaired trade receivables.

The Group considers a trade receivable to be credit impaired when one or more detrimental events have occurred, such as significant financial difficulty

of the client or it becoming probable that the client will enter bankruptcy or other financial reorganisation.

When a trade receivable is credit impaired, it is written off against trade receivables and the amount of the loss is recognised in the income statement.

Subsequent recoveries of amounts previously written off are credited to the income statement. In line with the Group’s historical experience, and after

consideration of current credit exposures, the Group does not expect to incur any credit losses and has not recognised any ECLs in the current year (2021:

£nil) (see Note 25).

Trade and other receivables, including loans to employees, are included in current assets except where they have maturities greater than 12 months after

the balance sheet date. These are classified as non-current assets.

Accrued income relates to accrued interest and accrued management, performance and registration fees. It is based on the latest available information

and therefore involves a degree of estimation relating to the valuation of underlying AUM.

Contract assets represent deferred acquisition and commission costs paid upfront to distributors that are unsatisfied or partially unsatisfied as at the end of

the reporting period. The costs are recognised over the expected lives of the contracts, which are estimated to be up to six years, on a straight-line basis.

Non-current

2022

£m

2021

£m

Rent deposits 0.4 0.5

0.4 0.5

Current

2022

£m

2021

£m

Trade receivables 68.9 53.8

Prepayments 9.0 8.1

Accrued income 45.0 81.6

Contract assets 1.2 1.5

124.1 145.0

164 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Trade receivables are non-interest bearing and are generally collected within four working days. An analysis of the ageing profile of trade receivables is

disclosed in Note 25. Within trade and other receivables, the amount receivable from contracts with customers is £104.8m (2021: £126.9m).

The amount of fee and commission expenses recognised in the current reporting period that was included in the contract asset balance at the beginning of the

period was £0.9m (2021: £1.4m). The Group expects to recognise expenses for the remaining performance services received over the following durations:

Contract assets

2022

£m

2021

£m

< 1 year 0.8 0.9

1-5 years 0.4 0.6

1.2 1.5

17. Cash and cash equivalents

2022

£m

2021

£m

Cash at bank and in hand 276.8 193.5

Cash held by EBT and seed investment subsidiaries (see Note 28) 3.5 3.8

280.3 197.3

Cash and cash equivalents have an original maturity of three months or less. Cash at bank earns interest at the current prevailing daily bank rates.

Cash held by the EBT and seed investment subsidiaries is not available for use by the Group.

18. Loans and borrowings

On 27 April 2020 the Group issued £50.0m of Tier 2 subordinated debt notes at a discount of £0.5m. Issue costs were £0.5m and the net proceeds were

therefore £49.0m. These notes will mature on 27 July 2030 and bear interest at a rate of 8.875% per annum to 27 July 2025, and at a reset rate thereafter.

Interest accrued but not yet paid on the subordinated debt is recorded within ‘Trade and other payables’ in Note 19. The Group has the option to redeem

all of the notes from 27 April 2025 onwards. The fair value of the notes as at 31 December 2022 was £51.0m (2021: £58.8m).

2022

£m

2021

£m

Non-current subordinated debt in issue 49.5 49.3

The Group’s RCF enables it to borrow up to £80.0m (2021: £80.0m). The facility expires in April 2023 and was undrawn throughout 2021 and 2022. The Group

expects to renew the facility at the same level.

Interest on the RCF is payable at a rate per annum of SONIA (sterling overnight index average) reference rate plus a margin of 0.6%. A commitment fee is

payable on the RCF at a rate of 0.21% per annum on the undrawn balance. A utilisation fee is also payable at a rate of 0.08% per annum when up to 33% of

the facility is drawn, 0.15% per annum when 33% to 66% of the facility is drawn, and 0.3% per annum when more than 66% of the facility is drawn.

19. Trade and other payables

Trade and other payables are recognised initially at fair value and are subsequently measured at amortised cost using the effective interest rate method.

Amortised cost is calculated by taking into account any issue costs and any discount or premium on settlement.

The Group may from time to time be exposed to potential legal claims, regulatory action and related costs arising from its activities through the normal

course of its business. Where such claims and costs arise, there is often uncertainty over whether a payment will be required and the quantum and timing

of that payment. The Directors are not currently aware of any probable legal claims or regulatory proceedings which would lead to a material liability.

The most significant accruals at the year end relate to cash and fund award bonuses. At the end of each financial year, the Group recognises accrued

expenses for bonuses accrued but not yet paid in respect of service attributable to that year. Accrued interest on the Group’s subordinated debt (see

Note 18) is included as an accrued expense.

Contract liabilities represent performance obligations that are unsatisfied or partially unsatisfied as at the end of the reporting period. The Group’s

contract liabilities relate to initial charges and commissions where payment has been received upfront but revenue is recognised over the expected lives

of the contracts, which are estimated to be up to six years, on a straight-line basis.

165Jupiter Fund Management plc Annual Report and Accounts 2022

19. Trade and other payables continued

Non-current

2022

£m

2021

£m

Lease liabilities 43.1 47.1

Accrued expenses 34.1 41.9

Social security and other taxes 10.3 13.2

Contract liabilities - 0.1

87.5 102.3

Current

2022

£m

2021

£m

Accrued expenses 114.3 156.4

Trade payables 65.5 38.4

Social security and other taxes 16.5 18.2

Other payables 5.4 4.6

Lease liabilities 3.2 4.0

Contract liabilities 0.3 0.6

205.2 222.2

Accrued expenses of £33.6m (2021: £36.8m) included within non-current trade and other payables and £13.2m (2021: £42.8m) included within current trade

and other payables relate to deferred bonus awards whose settlement amounts will be based on the value of units in the Group’s funds (see Note 6).

The amount of revenue recognised in the current reporting period that was included in the contract liability balance at the beginning of the period was

£0.7m (2021: £0.8m). The Group expects to recognise revenue of £0.3m for the remaining performance obligations within one year (2021: £0.6m within one

year, £0.1m within 1-5 years).

20. Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a

deduction, net of tax, from the proceeds.

Authorised, issued, allotted, called-up and fully paid

2022

Number of shares

2021

Number of shares

2022

£m

2021

£m

Share capital

Ordinary shares of 2p each 546.4 553.1 10.9 11.1

546.4 553.1 10.9 11.1

Number of shares Par value

2022

2021

2022

£m

2021

£m

Movements in ordinary shares

At 1 January 553.1 553.1 11.1 11.1

Shares cancelled (6.7) – (0.2) –

At 31 December 546.4 553.1 10.9 11.1

During the year, the Group announced a £10.0m share buyback and cancellation programme. At 31 December 2022, the Group had purchased and cancelled

6.7m ordinary shares at a cost of £8.0m, and had irrevocably committed to £2.0m of further purchases. The programme was completed in January 2023,

with the additional purchase and cancellation of 1.4m shares. On cancellation of the shares, an amount equal to their nominal value was transferred to a

capital redemption reserve which forms part of ’Other reserves’, as detailed in Note 21.

21. Reserves

(i) Own share reserve

The Group operates an EBT for the purpose of satisfying certain retention awards to employees. The holdings of this trust, which is funded by

the Group, include shares in the Company that have not vested unconditionally to employees of the Group. These shares are recorded at cost and are

classified as own shares. The shares are used to settle obligations that arise from the granting of share-based awards.

During the year, the Group purchased 10.4m (2021: 18.2m) ordinary shares with a par value of £0.2m (2021: £0.4m) for the purpose of satisfying share option

obligations to employees. The full cost of the purchases was £21.4m (2021: £48.5m). The Group disposed of 7.2m (2021: 6.6m) own shares to employees in

satisfaction of share-based awards with a nominal value of £0.1m (2021: £0.2m). At 31 December 2022, 22.9m (2021: 19.7m; 2020: 8.7m) ordinary shares, with a

par value of £0.5m (2021: £0.4m; 2020: £0.2m), were held as own shares within the Group’s EBT.

(ii) Other reserves

Other reserves of £250.3m (2021: £250.1m) comprise the merger relief reserve of £242.1m (2021: £242.1m) formed on the acquisition of Merian in 2020, £8.0m

(2021: £8.0m) that relates to the conversion of Tier 2 preference shares in 2010 and £0.2m (2021: £nil) of capital redemption reserve that was transferred

from share capital on the cancellation of shares that had been repurchased in 2022 (see Note 20).

(iii) Foreign currency translation reserve

The foreign currency translation reserve of £3.7m (2021: £0.3m) is used to record exchange differences arising from the translation of the financial

statements of foreign subsidiaries.

(iv) Retained earnings

Retained earnings of £578.9m (2021: £639.7m) are the amount of earnings that are retained within the Group after dividend payments and other transactions

with owners.

Notes to the Group Financial Statements continued

166 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

22. Dividends

Dividend distributions to the Company’s shareholders are recognised in the accounting period in which the dividends are paid.

2022

£m

2021

£m

Final dividend (9.2p per ordinary share) (2021: 9.2p per ordinary share) 48.6 50.4

Interim dividend (7.9p per ordinary share) (2021: 7.9p per ordinary share) 41.6 42.9

Special dividend (nil) (2021: 3.0p per ordinary share) - 16.5

90.2 109.8

Final dividends and special dividends are paid out of profits recognised in the year prior to the year in which the dividends are proposed, declared

and reported.

The EBT has waived its right to receive future dividends on shares held in the trust. Dividends waived on shares held in the EBT in 2022 were £4.3m

(2021: £1.4m).

A final dividend for 2022 of 0.5p per share (2021: 9.2p) has been proposed by the Directors. This dividend amounts to £2.7m (before adjusting for any

dividends waived on shares in the EBT) and will be accounted for in 2023. Including the interim dividend for 2022 of 7.9p per share (2021: 7.9p), this gives

a total dividend per share of 8.4p (2021: 17.1p).

23. Cash flows from operating activities

Notes

2022

£m

2021

£m

Operating profit 64.3 190.5

Adjustments for:

Amortisation of intangible assets 12 21.0 20.6

Depreciation of property, plant and equipment 13 5.8 5.6

Other net losses/(gains)

28.2 (9.4)

Losses/(gains) on fund unit hedges

55.1 (7.7)

Share-based payments 13.6 25.5

Cash inflows on exercise of share options – 0.1

Performance fee receivable in shares

– (55.5)

Decrease in trade and other receivables

12.2 39.1

(Decrease)/increase in trade and other payables

(25.1) 28.7

Cash generated from operations 175.1 237.5

1. Comprises the reversal of items included in 'Other losses' in the income statement that relate to either unrealised gains and losses, or to cash flows relating to the disposal of financial

assets other than derivative contracts. Cash flows relating to disposals are included in the Cash flow statement on page 149 within 'Proceeds from disposals of financial assets at FVTPL'.

2. Comprises the reversal of net losses/(gains) on financial instruments held to provide an economic hedge for funds awards that are recognised within Staff costs (Note 4). Cash flows

arising from the disposal of such instruments are included in the Cash flow statement, in line with footnote 1 above.

3. The performance fee receivable in shares was settled as a non-cash transaction in 2022.

4. Amounts reported in these lines can differ from the movement in the balance sheet where cash flows that form part of that movement are separately reported in a different line of the

Cash flow statement or its notes. In 2021 and 2022, these differences are principally in respect of cash flow movements relating to consolidated funds. For trade and other payables,

additionally, cash flows arising from movements in lease liabilities are presented on the face of the Cash flow statement.

24. Changes in liabilities arising from financing activities

2022 2021

Financial

liabilities at

FVTPL

£m

Loans and

borrowings

£m

Leases

£m

Total

£m

Financial

liabilities at

FVTPL

£m

Loans and

borrowings

£m

Leases

£m

Total

£m

Brought forward at 1 January 52.3 49.3 51.1 152.7 89.2 49.2 54.2 192.6

New leases – – 1.4 1.4 – – 0.2 0.2

Changes from financing cash flows 18.7

– (7.8) 10.9 2.8

– (5.2) (2.4)

Changes arising from obtaining or losing control

of consolidated funds (14.4) – – (14.4) (47.0) – – (47.0)

Changes in fair value (8.0) – – (8.0) 7.3 – – 7.3

Interest expense – 0.2 1.6 1.8 – 0.1 1.6 1.7

Lease reassignment and modifications – – – – – – 0.3 0.3

Liabilities arising from financing activities

carried forward at 31 December 48.6 49.5 46.3 144.4 52.3 49.3 51.1 152.7

Notes 15 18 19 15 18 19

1. Accrued interest on loans and borrowings is recorded within ‘Trade and other payables’ (Note 19) and is therefore not included in this analysis. The interest expense above comprises the

charge arising from unwinding the discount that has been applied in calculating the amortised cost of the Group’s subordinated debt.

2. Comprises cash flows from third-party subscriptions redemptions into consolidated funds, net of redemptions (see Cash flow statement).

167Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

25. Financial risk management

Financial instruments by category

The carrying value of the financial instruments of the Group at 31 December is shown below:

2022

Financial assets

at FVTPL

£m

Financial

assets held at

amortised cost

£m

Financial

liabilities

at FVTPL

£m

Other financial

liabilities

£m

Total financial

instruments

£m

Non-financial

instruments

£m

Total

£m

Goodwill – – – – – 570.6 570.6

Intangible assets – – – – – 35.2 35.2

Property, plant and equipment – – – – – 40.9 40.9

Deferred tax assets – – – – – 19.4 19.4

Non-current trade and other receivables

– 0.4 – – 0.4 – 0.4

Financial assets at FVTPL 167.8 – – – 167.8 – 167.8

Current trade and other receivables

– 113.9 – – 113.9 10.2 124.1

Cash and cash equivalents – 280.3 – – 280.3 – 280.3

Current tax assets

– – – – – 3.3 3.3

Non-current loans and borrowings – – – (49.5) (49.5) – (49.5)

Non-current trade and other payables

– – – (77.2) (77.2) (10.3) (87.5)

Deferred tax liabilities – – – – – (6.7) (6.7)

Financial liabilities at FVTPL – – (49.2) – (49.2) – (49.2)

Current trade and other payables

– – – (188.4) (188.4) (16.8) (205.2)

Total 167.8 394.6 (49.2) (315.1) 198.1 645.8 843.9

2021

Financial assets

at FVTPL

£m

Financial

assets held at

amortised cost

£m

Financial

liabilities

at FVTPL

£m

Other financial

liabilities

£m

Total financial

instruments

£m

Non-financial

instruments

£m

Total

£m

Goodwill – – – – – 570.6 570.6

Intangible assets – – – – – 52.1 52.1

Property, plant and equipment – – – – – 44.1 44.1

Deferred tax assets – – – – – 27.6 27.6

Non-current trade and other receivables

– 0.5 – – 0.5 – 0.5

Financial assets at FVTPL 303.5 – – – 303.5 – 303.5

Current trade and other receivables

– 135.4 – – 135.4 9.6 145.0

Cash and cash equivalents – 197.3 – – 197.3 – 197.3

Non-current loans and borrowings – – – (49.3) (49.3) – (49.3)

Non-current trade and other payables

– – – (89.0) (89.0) (13.3) (102.3)

Deferred tax liabilities – – – – – (10.3) (10.3)

Financial liabilities at FVTPL – – (52.3) – (52.3) – (52.3)

Current trade and other payables

– – – (203.4) (203.4) (18.8) (222.2)

Current income tax liability

– – – – – (3.5) (3.5)

Total 303.5 333.2 (52.3) (341.7) 242.7 658.1 900.8

1. Prepayments, contract assets, contract liabilities, current tax assets and social security and other taxes do not meet the definition of financial instruments.

For financial instruments held at 31 December 2022, issued subordinated debt, recorded within non-current loans and borrowings above, had a fair value of

£51.0m (2021: £58.8m), less unamortised expenses of £0.2m (2021: £0.3m).

Gains and losses recognised in the income statement by category are shown below:

2022 2021

Financial assets

at FVTPL

£m

Other income

and expense

£m

Total

£m

Financial assets

at FVTPL

£m

Other income

and expense

£m

Total

£m

Revenue – 443.5 443.5 – 617.8 617.8

Fee and commission expenses – (46.2) (46.2) – (49.2) (49.2)

Administrative expenses (55.1) (247.2) (302.3) 2.7 (355.8) (353.1)

Other losses (9.7) – (9.7) (4.4) – (4.4)

Amortisation of intangible assets – (21.0) (21.0) – (20.6) (20.6)

Net finance costs – (6.3) (6.3) – (6.8) (6.8)

Income tax expense – (10.1) (10.1) – (34.1) (34.1)

Profit for the year (64.8) 112.7 47.9 (1.7) 151.3 149.6

2. See Notes 4 and 7 for further details.

168 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

The Group used the following hierarchy for determining and disclosing the fair value of financial instruments:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: other techniques, for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.

Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data

(unobservable inputs).

As at 31 December 2022, the Group held the following financial instruments measured at fair value:

2022

Level 1

£m

Level 2

£m

Level 3

£m

Total

£m

Financial assets at FVTPL – funds 116.5 51.0 0.3 167.8

Financial liabilities at FVTPL (48.6) – – (48.6)

Other financial liabilities at FVTPL – derivatives – (0.6) – (0.6)

67.9 50.4 0.3 118.6

As at 31 December 2021, the Group held the following financial instruments measured at fair value:

2021

Level 1

£m

Level 2

£m

Level 3

£m

Total

£m

Financial assets at FVTPL – funds 194.6 52.4 – 247.0

Financial assets at FVTPL – fees receivable in shares 55.5 – – 55.5

Other financial assets at FVTPL – derivatives – 1.0 – 1.0

Financial liabilities at FVTPL (52.3) – – (52.3)

197.8 53.4 – 251.2

Where funds are consolidated, we look through to the underlying instruments and assign a level in accordance with the definitions above. Where funds

are not consolidated, we do not apply a look through and these funds are classified as level 1 as the prices of these funds are quoted in active markets.

Level 1 financial instruments

The fair value of financial instruments that are actively traded in organised financial markets is determined by reference to quoted market prices at the

balance sheet date.

Financial assets at FVTPL

Financial assets at FVTPL – funds relates to non-consolidated seed investments and hedges of awards in fund units in mutual funds. It also includes the

underlying holdings in consolidated funds that meet the definition of level 1 financial instruments. In 2021, the Group also held Financial assets at FVTPL in

the form of performance fees receivable for which the consideration was to be paid in the equity shares of a third-party investment trust.

Financial liabilities at FVTPL

These relate to non-controlling interests in funds that have been consolidated as subsidiaries.

Level 2 financial instruments

The fair value of financial instruments are valued based on observable market data from readily available external sources.

Financial assets at FVTPL

Financial assets at FVTPL – funds relates to underlying holdings in consolidated funds that meet the definition of level 2 financial instruments.

Derivative financial instruments

These are held to hedge specific seed-related exposures and have maturities designed to match the exposures they are hedging. The derivatives are held

at fair value, being the price to exit the instruments at the balance sheet date. Movements in the fair value are recorded in the income statement.

The Group enters into swap arrangements and foreign exchange forward contracts to provide an economic hedge of certain of its seed investments.

Gains and losses arising from fair value movements in the swap and forward contracts are recognised in the consolidated income statement within other

gains/losses and are settled periodically, in accordance with the terms of the contract. Any cash settlements due from or to the counterparty in relation

to the swap arrangements, which are required to be settled at the end of each month, are recorded within current assets or current liabilities as trade

receivables or other payables, as appropriate. The fair value of the foreign exchange contracts, which are required to be settled at periods other than

month end, are recorded within financial assets or liabilities at FVTPL, as appropriate.

At 31 December 2022, the notional value of the swaps was £67.0m (2021: £131.0m) and the foreign exchange forward contracts was £47.5m (2021: £106.7m).

The settlement amount of the swaps at 31 December 2022 was a payable of £0.9m (2021: payable of £2.5m) which is included within trade and other

payables. The fair value of the foreign exchange forward contracts is included within Other financial liabilities at FVTPL – derivatives (£0.6m (2021: £nil)) and

Other financial assets at FVTPL – derivatives (£nil (2021: £1.0m)).

Level 3 financial instruments

The Group holds a small amount of assets that meet the definition of level 3 financial instruments within a fund that has been consolidated as a subsidiary.

169Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

25. Financial risk management continued

Financial risk management objectives and policies

The Group is subject to a number of financial risks throughout its business, the principal risks being market risk (including price, foreign exchange and

interest rate risk), credit risk and liquidity risk. The Board is accountable for risk and is responsible for oversight of the risk management process. The Board

has ultimate responsibility for the risk strategy of the Group, and for determining an appropriate risk appetite and tolerance levels within which the Group

must operate. By defining these, the Board demonstrates that it is aware of and, where appropriate, has taken steps to mitigate the impact of risks that

may have a material impact on the Group.

The Executive Committee reviews the key corporate risks facing the Group. The Chief Executive Officer has ultimate responsibility for the governance of

the risk management of the firm, but delegated responsibility for the risk and control framework lies with the Head of Risk, who has responsibility for the

monitoring and reporting of risk and controls and, through the Risk, Compliance and Capital Committee, manages the ongoing development of the

Group’s risk and control framework. Jupiter embeds risk management within the business, with independent oversight and challenge being provided by the

risk and compliance function.

Price risk

Price risk is the risk that a decline in the value of assets will adversely impact the profitability of the Group. Management has identified price risk as the

exposure to unfavourable movements in the value of financial assets held by the Group which would result in a loss recognised in the consolidated

income statement. In addition, due to the nature of the business, the Group’s exposure extends to the impacts on revenue that are determined on the

basis of a percentage of AUM, and are therefore impacted by the financial instrument risk exposure of our clients – the secondary exposure. This price risk

analysis deals only with our primary exposure of the risks from the Group’s direct holdings. The Group is not exposed to commodity price risk.

The Group holds listed equity investments in its seed investments portfolio which are exposed to the risk of changes in equity markets. At 31 December

2022, the fair value, and therefore maximum exposure to listed securities, was £72.6m (2021: £142.3m).

The Group’s policy is to hedge the equity market and currency exposure of its seed investments depending on the fund mandate and whether available

transactions are cost effective. As at 31 December 2021 and 31 December 2022, the Group held swap instruments to act as hedges against risk exposures

arising from certain holdings in seed fund investments.

Price risk sensitivity analysis on financial assets

The Directors believe that 10% gives a reasonable measure of the Group’s sensitivity to price risk. An increase or decrease of 10% in equity markets would

have the impact shown below on the Group’s profit before taxation. This reflects estimated gains and losses on the Group’s listed investments at the

balance sheet date and not any likely impact on the Group’s revenue or costs. There is no further impact on the Group’s equity.

Impact on the income statement of change in equity markets

2022

£m

2021

£m

+10% 0.6 1.1

-10% (0.6) (1.1)

The analysis takes account of the relevant derivative transactions the Group has entered into to hedge against such movements.

Foreign exchange risk

Foreign exchange risk is the risk that the Group will sustain losses through adverse movements in currency exchange rates. The Group predominantly

operates in the UK, with some transactions from overseas third parties in foreign currencies, which create exposure to non-Sterling income and expenses.

The Group’s policy is to hold the minimum amount of foreign currency required to cover operational needs and to convert foreign currency on receipt.

Direct exposures are limited to operational cash held in overseas subsidiaries, short-term outstanding foreign currency fee debtors and investments in

seed denominated in a foreign currency. The Group does not normally hedge these exposures, other than in the case of certain seed investments, which

are hedged using foreign exchange forward contracts. These contracts are measured at fair value at the balance sheet date. Foreign currency risk is

monitored closely and managed by the finance function.

Foreign exchange rate sensitivity analysis

The Directors believe that 10% gives a reasonable measure of the Group’s sensitivity to foreign exchange risk. The following table demonstrates the

sensitivity to a possible change in foreign exchange rates, with all other variables held constant, on the Group’s profit before tax. This reflects estimated

gains and losses on retranslating the Group’s foreign currency assets and liabilities at the balance sheet date and not any likely impact on the Group’s

revenue or costs. The exposure to foreign exchange risk arises principally through operational cash balances held in foreign currencies and seed

investments held in non-Sterling share classes. There is no further impact on the Group’s equity.

Impact on the income statement of change in exchange rates

2022 2021

+10%

£m

-10%

£m

+10%

£m

-10%

£m

Sterling against Euro (7.2) 8.8 (6.2) 7.6

Sterling against US Dollar (3.6) 4.4 (0.9) 1.1

Sterling against Singaporean Dollar (0.3) 0.3 (0.2) 0.2

Sterling against Swiss Franc (0.3) 0.3 (0.2) 0.3

Sterling against Hong Kong Dollar (1.2) 1.4 (1.2) 1.4

The sensitivity analysis takes account of the relevant derivative transactions the Group has entered into to hedge against such exposures.

170 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

The Group’s exposure to interest rate risk relates primarily to the Group’s cash balances (Note 17). The Group manages interest rate risk via the finance

function monitoring of the interest rate cash flow risks and returns. The Group puts cash on deposit at fixed rates of interest for periods of up to three

months. The Group’s Tier 2 subordinated debt was issued at a fixed interest rate, and therefore has no interest rate risk exposure.

Interest rate sensitivity analysis

The Directors believe that a movement in interest rates of 100bps gives a reasonable measure of the Group’s sensitivity to interest rate risk. The following

table demonstrates the sensitivity to a possible change in interest rates, with all other variables held constant, on the Group’s profit before tax (mainly

through the impact on floating rate cash deposits). There is no further impact on the Group’s equity.

Impact on the income statement of change in interest rates

2022

£m

2021

£m

+100 bps 2.8 1.0

-100 bps (2.8) (0.2)

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract leading to a financial loss in the

Group’s operating activities.

The Group is exposed to credit risk primarily from its treasury activities, including deposits with banks and financial institutions, but also from its trade

receivables and, in certain circumstances, financial assets at FVTPL. Trade receivables are monitored regularly. Historically, default levels have been

insignificant. Financial assets at FVTPL expose the Group to credit risk where seed investments in funds are consolidated and those funds hold investments

in debt instruments or derivative positions with a positive fair value.

The Group’s maximum exposure to credit risk is £391.6m (2021: £354.0m), represented by the carrying value of its non-equity financial assets at FVTPL

(£42.4m (2021: £47.4m)), performance fee receivables included in financial assets at FVTPL (£nil (2021: £55.5m)), trade receivables (£68.9m (2021: £53.8m)) and

cash and cash equivalents (£280.3m (2021: £197.3m)).

The fair values of the Group’s financial liabilities at FVTPL are not affected by changes in the Group’s credit risk. There is no difference between the

carrying amount of financial liabilities at FVTPL and the amount the Group would be contractually required to pay at maturity.

With regard to credit risk related to financial instruments, the Group’s policy is to place deposits only with financial institutions which satisfy minimum

counterparty ratings and other criteria. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each

counterparty. The limits are set to minimise the concentration of risks and thereby mitigate the possibility of financial loss through counterparty failure.

The Group monitors any decrease in the creditworthiness of its counterparties.

The table below contains an ageing analysis of current and overdue trade receivables:

2022

£m

2021

£m

Neither past due nor impaired 63.0 53.7

Days past due:

< 30 4.0 –

30-60 0.1 0.1

61-90 – –

> 90 1.8 –

68.9 53.8

None of the receivables past due were considered to be impaired (2021: £nil).

The table below contains an analysis of financial assets held by the Group for which credit ratings are available:

2022 2021

Financial assets

at FVTPL

£m

Trade

receivables

£m

Cash and cash

equivalents

£m

Total

£m

Financial assets

at FVTPL

£m

Trade

receivables

£m

Cash and cash

equivalents

£m

Total

£m

AAA 5.0 – – 5.0 0.1 – – 0.1

AA 0.7 – – 0.7 0.7 – – 0.7

A 2.6 0.4 163.8 166.8 – 3.5 75.0 78.5

BBB 11.0 – 116.5 127.5 4.9 – 122.3 127.2

BB 15.7 – – 15.7 13.8 – – 13.8

B 8.3 – – 8.3 20.1 – – 20.1

CCC 4.1 – – 4.1 7.7 – – 7.7

C – – – – 0.1 – – 0.1

Not rated 120.4 68.5 – 188.9 256.1 50.3 – 306.4

Total 167.8 68.9 280.3 517.0 303.5 53.8 197.3 554.6

Financial assets at FVTPL which are not rated comprise equity investments.

Trade and other receivables which are not rated comprise cancellations of units in unit trusts and sales of units in unit trusts, title to which is not

transferred until settlement is received.

171Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

25. Financial risk management continued

Liquidity risk

Liquidity risk is the risk that the Group may be unable to meet its payment obligations as they fall due or only at a significantly higher cost. The Group

produces cash flow forecasts to assist in the efficient management of the collection and payment of liquid assets and liabilities.

The Group’s objectives in respect of liquidity are:

• to ensure that both the Group as a whole and individual entities within the Group have access to sufficient liquid funds to trade solvently and meet

trading liabilities as they fall due;

• to allow the Group to maintain a flexible dividend policy, taking reference to prior year and prospective profitability, capital requirements and cash

flow; and

• to provide the Group with appropriate flexibility over the transferability of its capital and cash balances.

Surplus cash held by the operating entities over and above the balances required for working capital management is held in interest-bearing accounts.

Regulated companies ensure that sufficient capital is maintained to meet regulatory requirements.

The Group has access to an RCF of £80.0m (2021: £80.0m) which was unutilised at 31 December 2022 (2021: same). The facility expires in 2023, but it is

anticipated that a new facility will be in place for the same amount on expiration of the current facility.

The table below summarises the maturity profile of the Group’s financial liabilities at 31 December 2021 and 31 December 2022 based on contractual

undiscounted payments:

Financial liabilities

2022 2021

Within 1 year

or repayable

on demand

£m

1-5 years

£m

> 5 years

£m

Total

£m

Within 1 year

or repayable

on demand

£m

1-5 years

£m

> 5 years

£m

Total

£m

Loans and borrowings¹ 4.4 58.9 – 63.3 4.4 63.3 – 67.7

Lease liabilities 6.0 19.4 32.1 57.5 5.7 19.3 36.6 61.6

Trade and other payables 182.5 34.0 – 216.5 196.4 41.9 – 238.3

Financial liabilities at FVTPL 49.2 – – 49.2 52.3 – – 52.3

Total 242.1 112.3 32.1 386.5 258.8 124.5 36.6 419.9

1. Includes contractual payments of interest .

Capital management

The Group’s objectives when managing its capital and funding structure are to safeguard the Group’s ability to continue as a going concern, maintain

appropriate financial resources, maximise shareholder value, maintain an optimal capital structure to reduce the cost of capital and to meet working

capital requirements.

2022

£m

2021

£m

Cash and short-term deposits 280.3 197.3

Loans and borrowings (49.5) (49.3)

Net cash and cash equivalents 230.8 148.0

Equity¹ 260.7 260.8

Retained earnings, foreign currency translation reserve and non-controlling interests 583.2 640.0

Equity attributable to shareholders 843.9 900.8

1. Share capital, own share reserve and other reserves.

Regulatory capital requirements

The Group considers its share capital, reserves and subordinated debt, which was issued in 2020 and which qualifies as lower Tier 2 capital, to constitute its

total capital. The subsidiaries within the Group which are regulated are required to maintain capital resources to comply with the regulatory capital

requirements of the FCA and certain overseas financial regulators. Headroom over regulatory capital is discussed by the Risk, Compliance and Capital

Committee.

In addition to the capital held to meet regulatory capital requirements, the Group maintains sufficient cash resources to meet its liabilities as and when

they fall due, based on regularly produced cash forecasts, modelling both normal and stressed conditions. Liquidity risk is mitigated by the availability of

the RCF and the high level of cash in the business.

26. Interests in structured entities

IFRS 12 requires certain disclosures in respect of interests in subsidiaries, joint arrangements, associates and unconsolidated structured entities.

A structured entity is defined as an entity that has been designed so that voting or similar rights are not the dominant factor in deciding who controls the

entity, such as when any voting rights relate to administrative tasks only, or when the relevant activities are directed by means of contractual

arrangements. The Group has assessed whether the funds it manages are structured entities and concluded that mutual funds and investment trusts

managed by the Group are structured entities unless substantive removal or liquidation rights exist.

The Group has interests in these funds through the receipt of management and other fees and, in certain funds, through ownership of fund units or shares.

The Group’s investments in these funds are subject to the terms and conditions of the respective fund’s offering documentation and are susceptible to

market price risk. The investments are included in financial assets at FVTPL in the balance sheet.

172 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Where the Group has no equity holding in a fund it manages, the investment risk is borne by the external investors and therefore the Group’s maximum

exposure to loss relates to future management fees and any uncollected fees at the balance sheet date. Where the Group does have an equity holding,

the maximum exposure to loss constitutes the future and uncollected management fees plus the fair value of the Group’s investment in that fund.

The Group does not sponsor any of the structured entities and there are no guarantees or commitments.

Direct holdings in unconsolidated structured entities

Direct investments in unconsolidated structured entities comprise seed investments and hedges of awards in fund units or shares in mutual funds and

investment trusts, details of which are given below:

Number

of funds

Net AUM

of funds

£bn

Financial

assets

at FVTPL

£m

Investment

management/

performance

fees in the year

£m

Management/

performance

fees receivable

£m

As at 31 December 2022 77 32.2 167.8 318.1 14.5

As at 31 December 2021 78 44.1 247.0 502.7 134.0

Subsidiaries and associates

Information about seed investments judged to be subsidiaries and associates at 31 December 2022 is given below:

Name Category

Country of

Incorporation Principal Activities

Financial assets at

FVTPL £m

Percentage of

total AUM held Share class held by the Group

Date of the end

of the fund's

reporting period

Jupiter European Smaller Companies Subsidiary England &

Wales

Unit Trust 17.9 38% I Acc GBP 30-Aug

Jupiter Global Emerging Markets Focus

Fund

Subsidiary United

States

Limited

Partnership

4.1 100% N/A

31-Dec

Jupiter Global Fund SICAV: Europe

ex-UK Equity

Subsidiary Luxembourg SICAV

sub-fund

20.0 61% I EUR Acc

and

I GBP Acc

30-Sep

Jupiter Global Fund SICAV: Global

Ecology Bond

Subsidiary Luxembourg SICAV

sub-fund

12.4 99% I EUR Acc

G EUR Acc

D EUR Acc

I USD Acc HSC

G GBP Acc HSC

and

D GBP ACC HSC

30-Sep

Jupiter Global Fund SICAV: Global High

Yield Short Duration Bond

Subsidiary Luxembourg SICAV

sub-fund

39.2 38% F EUR Acc

D EUR Q Inc Dist

L EUR Acc

I EUR Acc

D EUR Acc

D USD Acc HSC

I GBP Acc HSC

I GBP Q Inc Dist

I USD Acc HSC

and

L USD Acc HSC Dist

30-Sep

Jupiter Global Fund SICAV: Global

Sustainable Equities

Subsidiary Luxembourg SICAV

sub-fund

9.9 87% A USD Acc

D USD Acc

G USD Acc

I USD Acc

L USD Acc

N USD Acc

T USD Acc

D EUR Acc

D EUR A Inc

G EUR Acc

I EUR Acc

L EUR Acc

L EUR A Inc

and

T EUR Acc

30-Sep

Jupiter Global Sustainable Equities Fund Subsidiary United

States

Limited

Partnership

4.1 100% N/A

31-Dec

Jupiter Merlin Real Return Subsidiary England &

Wales

Unit Trust 6.4 82% I Class Acc 31-May

1. The subsidiary is a limited partnership where the Group is the sole limited partner.

173Jupiter Fund Management plc Annual Report and Accounts 2022

Notes to the Group Financial Statements continued

26. Interests in structured entities continued

Related undertakings other than subsidiaries and associates

Entities in which the Group holds more than 20% of the shares in any single share class, but over which the Group has neither control nor significant

influence, are summarised below:

Name Share class held by the Group

Country of

Incorporation Principal Activities

Financial

assets at

FVTPL £m

Percentage

of share

class held

by the

Group

Percentage

of total

shares held

Date of the

end of the

fund's

reporting

period

Jupiter Asset Management Series Plc: Europe (ex UK)

Smaller Companies Fund

U2 GBP Acc Ireland ICVC sub-fund – 99% 0% 31-Dec

Jupiter Asset Management Series Plc: Financial

Contingent Capital Fund

F USD Acc Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Global Emerging

Markets Focus Fund

N USD Acc Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Gold & Silver Fund N USD Acc Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Jupiter Emerging

Market Debt Income Fund

U2 GBP Acc Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian Global

Dynamic Bond

L EUR Acc Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian North

American Equity Fund

I GBP INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian North

American Equity Fund

I USD INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian North

American Equity Fund

L USD INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian North

American Equity Fund

U2 GBP INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian World

Equity Fund

I EUR INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian World

Equity Fund

I GBP Acc Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian World

Equity Fund

I GBP INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian World

Equity Fund

I USD INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian World

Equity Fund

L GBP INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian World

Equity Fund

L USD DIS Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: Merian World

Equity Fund

U1 GBP INC Ireland ICVC sub-fund – 100% 0% 31-Dec

Jupiter Asset Management Series Plc: North American

Equity Fund (IRL)

P2 GBP Acc Ireland ICVC sub-fund 0.6 39% 0% 31-Dec

Jupiter Asset Management Series Plc: North American

Equity Fund (IRL)

U2 GBP Acc Ireland ICVC sub-fund 0.9 36% 0% 31-Dec

Jupiter Asset Management Series Plc: Strategic Absolute

Return Bond Fund

I GBP Acc Ireland ICVC sub-fund 0.1 32% 0% 31-Dec

Jupiter Asset Management Series Plc: UK Specialist

Equity Fund

I GBP Acc Ireland ICVC sub-fund 0.4 67% 0% 31-Dec

Jupiter Global Emerging Markets Fund L GBP INC England &

Wales

Unit Trust – 100% 0% 31-May

Jupiter Global Fund SICAV: Asia Pacific Income C USD Acc Luxembourg SICAV sub-fund 0.7 100% 10% 30-Sep

Jupiter Global Fund SICAV: Asia Pacific Income L SGD Q Inc Dist HSC Luxembourg SICAV sub-fund – 100% 10% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond C USD HSC Q Inc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond L JPY Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond N USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond ESG I EUR Q Inc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond ESG I SEK Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond ESG L EUR Q Inc Dist Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond ESG L SEK Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Dynamic Bond ESG Y EUR Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: European Growth C USD Acc HSC Brazil SICAV sub-fund 1.0 80% 0% 30-Sep

Jupiter Global Fund SICAV: European Growth E USD Acc Brazil SICAV sub-fund 1.2 63% 0% 30-Sep

Jupiter Global Fund SICAV: European Growth FIA IE Luxembourg SICAV sub-fund – 32% 0% 30-Sep

Jupiter Global Fund SICAV: European Growth C USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: European Growth N USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

174 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Name Share class held by the Group

Country of

Incorporation Principal Activities

Financial

assets at

FVTPL £m

Percentage

of share

class held

by the

Group

Percentage

of total

shares held

Date of the

end of the

fund's

reporting

period

Jupiter Global Fund SICAV: European Growth USD FC FIA IE Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Financial Innovation A USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Financial Innovation D USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Financial Innovation N USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Financial Innovation N USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Convertibles A USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Convertibles C USD Acc HSC Luxembourg SICAV sub-fund – 35% 0% 30-Sep

Jupiter Global Fund SICAV: Global Convertibles N USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Ecology Growth D EUR Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Emerging Markets

Corporate Bond

A USD Q INC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Emerging Markets

Corporate Bond

D GBP A INC HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Emerging Markets

Corporate Bond

I CHF Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Emerging Markets

Short Duration Bond

C USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Equity Growth

Unconstrained

D EUR Hedged Acc

HSC

Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Equity Growth

Unconstrained

G EUR Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Global Equity Growth

Unconstrained

N USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Japan Select A USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Japan Select D GBP S Inc PHSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Jupiter Global Sovereign

Opportunities

A USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Jupiter Global Sovereign

Opportunities

D EUR Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Jupiter Global Sovereign

Opportunities

D USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Jupiter Global Sovereign

Opportunities

I EUR Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Jupiter Global Sovereign

Opportunities

L USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Jupiter Global Sovereign

Opportunities

N USD Acc Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Pan European Smaller

Companies

A USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Pan European Smaller

Companies

C USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Pan European Smaller

Companies

D GBP Acc HSC Luxembourg SICAV sub-fund – 31% 0% 30-Sep

Jupiter Global Fund SICAV: Pan European Smaller

Companies

L USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Global Fund SICAV: Pan European Smaller

Companies

N USD Acc HSC Luxembourg SICAV sub-fund – 100% 0% 30-Sep

Jupiter Investment Funds Series II: Global Strategic

Bond Fund

U2 GBP Inc England &

Wales

OEIC sub-fund – 100% 0% 31-Oct

Jupiter Investment Management Series I: Monthly

Income Bond Fund

U2 GBP Inc England &

Wales

OEIC sub-fund – 100% 0% 31-Jul

Jupiter Investment Management Series I: UK

Opportunities Fund

I GBP Acc England &

Wales

OEIC sub-fund – 21% 1% 31-Jul

Jupiter Investment Management Series I: UK Smaller

Companies Fund

I GBP Acc England &

Wales

OEIC sub-fund 0.5 24% 0% 31-Jul

Jupiter Responsible Income Fund GBP U2 Acc England &

Wales

Unit Trust – 100% 0% 30-Sep

175Jupiter Fund Management plc Annual Report and Accounts 2022

27. Related parties

The Group manages a number of investment trusts, unit trusts, OEICs, SICAVs, ICVCs, an ICAV (closed in 2021), a hedge fund (closed in 2022) and Delaware

LPs and receives management and, in some instances, performance fees for providing this service. The precise fee arrangements are disclosed within the

financial statements of each investment management subsidiary of the Group or within other publicly available information. By virtue of the investment

management agreements in place between the Group and the collective investment vehicles it manages, such funds may be considered to be related

parties. Investment management and performance fees are disclosed in Note 1.

The Group acts as manager for 34 (2021: 38) authorised unit trusts and 12 (2021: 12) OEICs. Each unit trust is jointly administered with the trustees, Northern

Trust Global Services SE. The aggregate total value of transactions for the year was £2,714m (2021: £1,912m) for unit trust creations and £3,570m (2021:

£3,692m) for unit trust redemptions/liquidations. The actual aggregate amount due from (2021: from) the trustees at the end of the accounting year

in respect of transactions awaiting settlement was £24.0m (2021: £2.6m). The Group also acts as the management company for the Jupiter Global Fund and

Jupiter Investment (formally Merlin) Fund SICAVs, made up of 20 sub-funds (2021: 19) and four sub-funds (2021: four) respectively as well as the Jupiter

Investment Management Series II (previously known as the Merian Investment Fund Series II) and the Jupiter Asset Management Series plc (previously

known as the Merian Global Investors Series plc), made up of 12 (2021: 12) and 18 (2021: 21) sub-funds respectively.

The amounts received in respect of gross management, registration and performance fee charges were £254.8m (2021: £283.6m) for unit trusts, £60.9m

(2021: £87.0m) for OEICs, £100.8m (2021: £122.8m) for SICAVs, £49.9m (2021: £48.2m) for ICVCs, £6.4m (2021: £119.5m) for investment trusts and £27.0m (2021:

£25.9m) for segregated mandates. At the end of the year, there was £28.9m (2021: £31.2m) accrued for annual management fees, £1.4m (2021: £3.2m) in

respect of registration fees and £9.7m (2021: £113.0m) in respect of performance fees.

Included within financial instruments (see Note 15) are seed investments and hedges of awards in fund units in mutual funds and investment trusts

managed, but not controlled, by the Group. At 31 December 2022, the Group had a total net investment in such funds of £53.1m (2021: £131.6m) and received

distributions of £1.0m (2021: £1.1m). During 2022, it invested £24.1m (2021: £57.5m) in these funds and made disposals of £86.6m (2021: £66.2m).

At 31 December 2022, none of the Group’s key management personnel had invested in the Group’s subordinated debt issued in 2020. In 2021, three

members of key management personnel had invested in the sum of £1.6m. The investments were made on terms equivalent to those that prevail in arm’s

length transactions.

Key management compensation

Transactions with key management personnel also constitute related party transactions. Key management personnel are defined as the Directors, together

with other members of the Executive Committee. The aggregate compensation paid or payable to key management for employee services is shown

below:

2022

£m

2021

£m

Short-term employee benefits 3.8 5.5

Share-based payments 1.6 6.9

Other long-term employee benefits 1.7 0.4

7.1 12.8

Notes to the Group Financial Statements continued

176 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

28. Basis of preparation and other accounting policies

Basis of preparation

The consolidated financial statements have been prepared in accordance with UK-adopted IAS and with the requirements of the Companies Act 2006 as

applicable to companies reporting under those standards.

The financial statements have been prepared on a going concern basis using the historical cost convention modified by the revaluation of certain financial

assets and financial liabilities (including derivatives) that have been measured at fair value. After reviewing the Group’s current plans and forecasts and

financing arrangements, as well as the current trading activities of the Group, the Directors consider that the Group has adequate resources to continue

operating for a period of at least 12 months from the date of signing.

In preparing the financial statements, we have considered the impact of climate change, particularly in the context of the disclosures included on

Sustainability woven through the fabric of our firm this year on pages 36 to 51. There has not been a material impact on the financial reporting judgements

and estimates arising from our considerations. We have specifically considered the impact of climate change in our goodwill assessment (see Note 11).

Basis of accounting

The consolidated financial statements for the year ended 31 December 2022 include the consolidated financial information of the Company and its

subsidiaries. The accounting policies set out those policies that have been applied consistently in preparing the Group financial statements. No Standards

or Interpretations have been issued that have had or are expected to have an impact on the Group’s financial statements. The preparation of financial

statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the

process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and

estimates are significant to the consolidated financial statements, are disclosed later in this note within the section Critical accounting estimates,

judgements and assumptions.

Business combinations

The Group applies the acquisition method to account for business combinations. The consideration for the acquisition of a subsidiary is the fair values of

the assets transferred, the liabilities incurred to the former owners of the acquiree and any equity interests issued by the Group. The consideration

includes the fair value of any asset or liability resulting from contingent or deferred consideration arrangements.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the

acquisition date.

Basis of consolidation

Subsidiaries

Subsidiaries are those entities over which the Group has control. The Group controls an entity if it is judged to have all of the following:

• power over the investee;

• exposure, or rights, to variable returns from its involvement with the investee; and

• the ability to use its power over the investee to affect its returns.

The Group’s subsidiaries comprise operating and holding companies, and those funds where the Group acts as fund manager which are consolidated as a

result of additional exposure to the variable returns of the funds through seed investment. Where we own 100% of an operating or holding company, our

judgement is that the above elements of control are immediately satisfied and that the companies are therefore subsidiaries of the Group.

Seed investments are accounted for as subsidiaries, associates or other financial investments depending on the holdings of the Group and on the level of

influence and control that the Group is judged to have.

Significant area of judgement

In determining the level of control for seed investments, additional judgement is required. The Group considers all relevant facts and circumstances in

assessing whether it has power over an investee, including the purpose and design of an investee, relevant activities, substantive and protective rights,

and voting rights and potential voting rights. Exposure to variable returns is usually determined by the earning of management fees, and the percentage

investment in the funds’ net assets. Where the value of the Group’s holding exceeds 50% of the total value of the fund, the Group deems control to

automatically exist. Where ownership is under 50%, the Group applies a rebuttable presumption that interests amounting to 30% or more are

consolidated, subject to review of the facts and circumstances of each individual investment relevant to establishing whether the Group is acting as

principal or agent to the fund. These include the potential for large performance fees to be earned, an assessment of kick-out rights and the existence of

any other large investors in the fund. Kick-out rights rarely vary between the different types of funds that the Group manages; the percentage

investment in a fund is therefore the primary means for determining whether control exists for the Group, and the determination of the threshold to be

used as the rebuttable presumption is a key area of judgement for the Group. This judgement determines the extent to which the Group’s balance sheet

is grossed up to reflect additional financial instruments under the Group’s control and, as the value of such instruments is material to the Group, this

has been included as a significant area of judgement as set out below.

177Jupiter Fund Management plc Annual Report and Accounts 2022

28. Basis of preparation and other accounting policies continued

The Group has seed investments in both its unit trusts and its SICAV sub-funds. The Group’s judgement is that control can exist in a sub-fund, even if it

does not exist in the whole of the umbrella fund, as the sub-funds have no cross-liability risk to other sub-funds or to the SICAV umbrella fund and thus

should be accounted for as separate entities.

The Group reassesses whether or not it controls an entity if facts or circumstances indicate that there are changes to one or more of the three elements

of control.

A list of subsidiaries, split into operating and holding companies and consolidated funds, is provided in Note 31. Consistent accounting policies are applied

across all Group companies. Intra-group transactions, balances, income and expenses are eliminated on consolidation. The transactions and balances of

subsidiaries are consolidated in these financial statements from the date that control commences until the date that control ceases. Where external

investors hold shares in funds controlled by the Group, the portion of profit or loss and net assets held by these non-controlling interests is included

within other gains/losses in the consolidated income statement and as liabilities at FVTPL in the consolidated balance sheet respectively.

Foreign currency

(i) Functional and presentational currency

Items included in the financial information of each of the Group’s entities are measured using the currency of the primary economic environment in which

the entity operates (the functional currency). The consolidated financial statements are presented in Sterling, which is both the Company’s functional and

presentational currency as well as the currency in which the majority of the Group’s revenue streams, assets and liabilities are denominated.

(ii) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange

gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities

denominated in foreign currencies are recognised in the consolidated income statement within administrative expenses. Translation differences on non-

monetary financial assets and liabilities, such as equities held at FVTPL, are recognised in the consolidated income statement as part of other gains/losses.

(iii) Group companies

The assets and liabilities of Group entities that have a functional currency different from the presentational currency are translated at the closing rate

at the balance sheet date, with income and expenses translated at average monthly exchange rates. Resulting exchange differences are recognised

as a separate component of other comprehensive income and are recycled to the income statement on disposal or liquidation of the relevant branch

or subsidiary.

New standards and interpretations not applied

The International Accounting Standards Board and IFRS Interpretations Committee (IFRS IC) have issued a number of new accounting standards,

interpretations, and amendments to existing standards and interpretations. There are no IFRSs or IFRS IC interpretations that are not yet effective that

would be expected to have a material impact on the Group.

Critical accounting estimates, judgements and assumptions

The preparation of the financial information requires management to make judgements, estimates and assumptions that affect the reported amount of

revenues, expenses, assets and liabilities and the disclosure of contingent liabilities. If such estimates and assumptions, which are based on management’s

best judgement at the date of preparation of the financial information, deviate from actual circumstances, the original estimates and assumptions are

modified as appropriate in the period in which the circumstances change.

There are no instances in these financial statements where there is a reasonable level of risk that the use of estimates could lead to a material change

within the next financial year. However, there are areas of the financial statements where the use of estimation is important, but where the risk of material

adjustment is not significant, being:

Note

5 Share-based payments;

6 Fund-based deferred compensation awards;

11 Goodwill; and

13 Calculation of lease assets and liabilities.

The areas where judgements are significant to the Group financial statements are discussed in the following notes:

11 Goodwill;

13 Calculation of lease assets and liabilities; and

28 Consolidation of seed investments.

Notes to the Group Financial Statements continued

178 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Company balance sheet

Notes

2022

£m

2021

£m

Non-current assets

Investment in subsidiary undertakings 30 552.3 541.1

Deferred tax assets 1.3 –

553.6 541.1

Current assets

Financial assets at FVTPL 32 16.8 13.3

Trade and other receivables 33 105.6 104.4

Cash and cash equivalents 34 0.9 1.0

123.3 118.7

Total assets 676.9 659.8

Equity capital and reserves

Share capital 20 10.9 11.1

Own share reserve 21 (0.5) (0.4)

Other reserves 21 250.3 250.1

Retained earnings at 1 January 195.8 254.7

Profit for the year 37.0 73.6

Other movements (107.9) (132.5)

Retained earnings 124.9 195.8

Total equity 385.6 456.6

Non-current liabilities

Loans and borrowings 18 49.5 49.3

Trade and other payables 36 1.3 –

50.8 49.3

Current liabilities

Trade and other payables 36 240.5 153.8

Current income tax liability – 0.1

240.5 153.9

Total liabilities 291.3 203.2

Total equity and liabilities 676.9 659.8

The financial statements of Jupiter Fund Management plc (registered number 6150195) on pages 179 to 185 were approved by the Board of Directors and

authorised for issue on 23 February 2022. They were signed on its behalf by:

WAYNE MEPHAM

Chief Financial Officer

Company balance sheet at 31 December 2022

179Jupiter Fund Management plc Annual Report and Accounts 2022

Company statement of changes in equity

capital

£m

Own share

reserve

£m

Other

reserves

£m

Retained

earnings

£m

Total

£m

At 1 January 2021 11.1 (0.2) 250.1 254.7 515.7

Profit for the year – – – 73.6 73.6

Total comprehensive income – – – 73.6 73.6

Vesting of ordinary shares and options – 0.1 – – 0.1

Dividends paid – – – (109.8) (109.8)

Share-based payments – – – 25.5 25.5

Purchase of shares by EBT – (0.3) – (48.2) (48.5)

Total transactions with owners – (0.2) – (132.5) (132.7)

At 31 December 2021 11.1 (0.4) 250.1 195.8 456.6

Profit for the year – – – 37.0 37.0

Total comprehensive income – – – 37.0 37.0

Vesting of ordinary shares and options – 0.1 – (0.1) –

Share repurchases and cancellations

(0.2) – 0.2 (10.0) (10.0)

Dividends paid – – – (90.2) (90.2)

Share-based payments – – – 13.6 13.6

Purchase of shares by EBT – (0.2) – (21.2) (21.4)

Total transactions with owners (0.2) (0.1) 0.2 (107.9) (108.0)

At 31 December 2022 10.9 (0.5) 250.3 124.9 385.6

Notes 20 21 21

1. See Note 20 for details on movements in issued share capital.

Company statement of cash flows

Notes

2022

£m

2021

£m

Cash flows from operating activities

Cash generated from operations 35 122.0 173.1

Net cash inflows from operating activities 122.0 173.1

Cash flows from investing activities

Purchase of financial assets at FVTPL (0.6) (14.0)

Proceeds from sale of financial assets at FVTPL 2.9 2.8

Proceeds from net asset adjustment in respect of 2020 Merian acquisition – 1.8

Net cash inflows/(outflows) from investing activities 2.3 (9.4)

Cash flows from financing activities

Share repurchases (8.0) –

Purchase of shares by EBT (21.4) (48.5)

Finance costs paid (4.8) (4.9)

Dividends paid 22 (90.2) (109.8)

Net cash outflows from financing activities (124.4) (163.2)

Net (decrease)/increase in cash and cash equivalents (0.1) 0.5

Cash and cash equivalents at beginning of year 1.0 0.5

Cash and cash equivalents at end of year 34 0.9 1.0

Company statement of changes in equity for the year ended 31 December 2022 and Company statement of cash flows

for the year ended 31 December 2022

180 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

29. Accounting policies

Basis of preparation

The separate financial statements of the Company have been prepared in accordance with UK-adopted IAS and with the requirements of the Companies

Act 2006 as applicable to companies reporting under those standards. The principal accounting policies adopted are the same as those set out in the

Group’s financial statements.

The financial statements have been prepared on the historical cost basis, except for the revaluation of certain financial assets that have been measured at

fair value. The Company has taken advantage of the exemption in section 408 of the Act not to present its own income statement. The Company’s profit

for the year was £37.0m (2021: £73.6m).

Investments in subsidiary undertakings

Investments in subsidiary undertakings are held at cost less provision for impairment.

Share-based payments

The grant by the Company of options over its equity instruments to the employees of subsidiary undertakings in the Group is treated as a capital

contribution. The fair value of employee services received, measured by reference to the grant date fair value, is recognised over the vesting period as an

increase to the investment in subsidiary undertakings, with a corresponding credit to equity in the Company financial statements.

30. Investment in subsidiary undertakings

2022

£m

2021

£m

At 1 January 541.1 515.6

Share-based payments 11.2 25.5

At 31 December 552.3 541.1

During 2021 and 2022, a number of subsidiary companies granted options to their employees over the shares of Jupiter Fund Management plc.

For accounting purposes, these grants are recorded as investments by the Company in its subsidiary undertakings.

31. Related undertakings

The following information relates to the Company’s operating subsidiaries. At 31 December 2021 and 2022 (unless otherwise indicated), with the exception

of Jupiter Fund Management Group Limited and Merian Global Investors Limited, these were all indirectly held, although the Company has some

direct investments in operating subsidiaries for accounting purposes as a result of share-based payment awards (see Note 30). All subsidiaries have the

same reporting dates and period of reporting as the parent Company. The parent held directly or indirectly all of the issued ordinary shares and controlled

all of the voting rights in all of the subsidiaries, unless otherwise indicated. All subsidiaries have been consolidated in the Group financial statements and

operate and are incorporated in the countries in which they are registered.

Name Registered office Principal activities

Jupiter Asset Management (Asia Pacific) Limited 6th Floor, Alexandra House,

18 Chater Road, Central, Hong Kong

Investment management

Jupiter Asset Management (Asia) Private Limited 50 Raffles Place, #27-01 Singapore Land Tower,

Singapore

Investment management

Jupiter Asset Management Australia Pty Limited Level 10, 68 Pitt Street, Sydney, Australia Investment management

Jupiter Asset Management (Canada) Limited 45 O’Connor Street, Ottawa, Canada Dormant

Jupiter Asset Management (Europe) Limited 53 Merrion Square, South Dublin, Ireland ICVC management

Jupiter Asset Management Group Limited 70 Victoria Street, London, UK Investment holding company

Jupiter Asset Management (Hong Kong) Limited 6th Floor, Alexandra House,

18 Chater Road, Central, Hong Kong

Investment management

Jupiter Asset Management International S.A 5 Rue Heienhaff, Senningerberg,

L-1736, Luxembourg

SICAV management

Jupiter Asset Management Limited 70 Victoria Street, London, UK Investment management

Jupiter Asset Management (N America) Inc 1209 Orange Street, Wilmington, Delaware, USA Investment holding company

Jupiter Asset Management (Switzerland) AG 16 Löwenstrasse, Zurich, Switzerland Investment management

Jupiter Asset Management US LLC 1675 South State Street, #B, Dover, Delaware, USA Investment management

Jupiter Fund Management Group Limited 70 Victoria Street, London, UK Investment holding company

Jupiter Fund Managers Limited 70 Victoria Street, London, UK OEIC management

Jupiter Investment Management Group Limited 70 Victoria Street, London, UK Investment holding company

Jupiter Investment Management Holdings LLC 1675 South State Street, #B, Dover, Delaware, USA Investment holding company

181Jupiter Fund Management plc Annual Report and Accounts 2022

31. Related undertakings continued

Name Registered office Principal activities

Jupiter Investment Management Limited 70 Victoria Street, London, UK Investment management

Jupiter Investment Trust Limited 70 Victoria Street, London, UK Dormant

Jupiter Management GP LLC 1675 South State Street, #B, Dover, Delaware, USA Investment management

Jupiter Unit Trust Managers Limited 70 Victoria Street, London, UK Unit trust management

Knightsbridge Asset Management Limited 70 Victoria Street, London, UK Investment holding company

Merian Global Investors (Finance) Limited 47 Esplanade, St Helier, Jersey, Channel Islands Investment holding company

Merian Global Investors Holdings Limited 70 Victoria Street, London, UK Investment holding company

Merian Global Investors (Jersey) Limited 47 Esplanade, St Helier, Jersey, Channel Islands Investment holding company

Merian Global Investors Limited 47 Esplanade, St Helier, Jersey, Channel Islands Investment holding company

NZS Capital LLC (25% ownership) 850 New Burton Road, #201, Dover, Delaware, USA Investment management

Tyndall Holdings Limited 70 Victoria Street, London, UK Investment holding company

Tyndall Investments Limited 70 Victoria Street, London, UK Dormant

Jupiter Asset Management Australia Pty Limited was incorporated on 19 January 2022. Merian Global Investors (Singapore) PTE Limited was dissolved via a

Members’ Voluntary Liquidation on 26 August 2022.

The following information relates to seed investments which are judged to be subsidiaries of the Group at 31 December 2022:

Name Registered office Principal activities

Percentage of AUM

indirectly held by

the Company

Jupiter European Smaller Companies Fund 70 Victoria Street, London, UK Unit Trust 38%

Jupiter Global Emerging Markets Focus Fund 1756 Platte Street, Denver, USA Limited

Partnership

100%

Jupiter Global Fund SICAV: Europe ex-UK Equity 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund 61%

Jupiter Global Fund SICAV: Global Ecology Bond 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund 99%

Jupiter Global Fund SICAV: Global High Yield Short

Duration Bond

6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund 38%

Jupiter Global Fund SICAV: Global Sustainable Equities 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund 87%

Jupiter Global Sustainable Equities Fund 1756 Platte Street, Denver, USA Limited

Partnership

100%

Jupiter Merlin Real Return 70 Victoria Street, London, UK Unit Trust 82%

The following information relates to seed investments in funds where the Group holds more than 20% of the shares in any single share class, but over

which the Group has neither control nor significant influence:

Name Registered office Principal activities

Jupiter Asset Management Series Plc: Europe (ex UK)

Smaller Companies Fund

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Financial Contingent

Capital Fund

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Global Emerging

Markets Focus Fund

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Gold & Silver Fund 53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Jupiter Emerging

Market Debt Income Fund

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Merian Global

Dynamic Bond

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Merian North

American Equity Fund

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Merian World Equity

Fund

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: North American

Equity Fund (IRL)

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: Strategic Absolute

Return Bond

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Asset Management Series Plc: UK Specialist Equity

Fund

53 Merrion Square, South Dublin, Ireland ICVC sub-fund

Jupiter Global Emerging Markets Fund 70 Victoria Street, London, UK Unit Trust

Jupiter Global Fund SICAV: Asia Pacific Income 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Dynamic Bond 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Dynamic Bond ESG 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: European Growth 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Financial Innovation 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Global Convertibles 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Notes to the Company Financial Statements

182 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Name Registered office Principal activities

Jupiter Global Fund SICAV: Global Ecology Growth 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Global Emerging Markets

Corporate Bond

6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Global Emerging Markets

Short Duration Bond

6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Global Equity Growth

Unconstrained

6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Japan Select 6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Jupiter Global Sovereign

Opportunities

6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Global Fund SICAV: Pan European Smaller

Companies

6 Route de Trèves, Senningerberg, Luxembourg SICAV sub-fund

Jupiter Investment Funds Series II: Global Strategic Bond

Fund

70 Victoria Street, London OEIC sub-fund

Jupiter Investment Management Series I: Monthly Income

Bond Fund

70 Victoria Street, London OEIC sub-fund

Jupiter Investment Management Series I: UK

Opportunities Fund

70 Victoria Street, London OEIC sub-fund

Jupiter Investment Management Series I: UK Smaller

Companies Fund

70 Victoria Street, London OEIC sub-fund

Jupiter Responsible Income Fund 70 Victoria Street, London Unit Trust

32. Financial assets at FVTPL

Financial assets at FVTPL are carried at fair value, with gains and losses recognised in the income statement in the period in which they arise.

Financial assets at FVTPL comprise shares in certain funds managed by the Group held in the EBT in order to hedge compensation awards made

by a subsidiary of the Company.

2022

£m

2021

£m

Financial assets

Financial assets at FVTPL 16.8 13.3

16.8 13.3

33. Trade and other receivables

Trade and other receivables are initially recorded at fair value and subsequently at amortised cost. All trade and other receivables are due within one year

or repayable on demand. In line with the Company’s historical experience, and after consideration of current credit exposures, the Company does not

expect to incur any credit losses and has not recognised any expected credit losses in the current year (2021: £nil).

2022

£m

2021

£m

Amounts due from subsidiaries 105.5 104.3

Prepayments and accrued income 0.1 0.1

105.6 104.4

34. Cash and cash equivalents

2022

£m

2021

£m

Cash at bank and in hand 0.7 0.7

Cash held by EBT 0.2 0.3

0.9 1.0

35. Cash flows from operating activities

2022

£m

2021

£m

Operating profit 39.0 77.9

Adjustments for:

Fair value losses on financial assets at FVTPL – 3.8

Share-based payments 2.4 –

Decrease in trade and other receivables 0.6 0.6

Increase in trade and other payables 80.0 90.7

Cash inflows on exercise of share options – 0.1

Cash generated from operations 122.0 173.1

183Jupiter Fund Management plc Annual Report and Accounts 2022

36. Trade and other payables

Non-current

2022

£m

2021

£m

Accruals 1.0 –

Social security and other taxes 0.3 –

1.3 –

Current

2022

£m

2021

£m

Amounts due to subsidiaries 233.7 150.3

Accruals 4.7 3.5

Social security and other taxes 0.1 –

Other payables 2.0 –

240.5 153.8

37. Financial instruments

Financial instruments by category

The carrying value of the financial instruments of the Company at 31 December is shown below:

2022

Financial

assets held at

amortised cost

£m

Financial assets

held at FVTPL

£m

Financial liabilities

held at amortised

cost

£m

Total financial

instruments

£m

Non-financial

instruments

£m

Total

£m

Investment in subsidiary undertakings – – – – 552.3 552.3

Deferred tax assets – – – – 1.3 1.3

Financial assets at FVTPL – 16.8 – 16.8 – 16.8

Current trade and other receivables 105.6 – – 105.6 – 105.6

Cash and cash equivalents 0.9 – – 0.9 – 0.9

Non-current loans and borrowings – – (49.5) (49.5) – (49.5)

Non-current trade and other payables

– – (1.0) (1.0) (0.3) (1.3)

Current trade and other payables

– – (240.4) (240.4) (0.1) (240.5)

Total 106.5 16.8 (290.9) (167.6) 553.2 385.6

2021

Financial

assets held at

amortised cost

£m

Financial assets

held at FVTPL

£m

Financial liabilities

held at amortised

cost

£m

Total financial

instruments

£m

Non-financial

instruments

£m

Total

£m

Investment in subsidiary undertakings – – – – 541.1 541.1

Financial assets at FVTPL – 13.3 – 13.3 – 13.3

Current trade and other receivables 104.4 – – 104.4 – 104.4

Cash and cash equivalents 1.0 – – 1.0 – 1.0

Non-current loans and borrowings – – (49.3) (49.3) – (49.3)

Current trade and other payables – – (153.8) (153.8) – (153.8)

Current income tax liability

– – – – (0.1) (0.1)

Total 105.4 13.3 (203.1) (84.4) 541.0 456.6

1. Social security and other taxes do not meet the definition of financial instruments.

For financial instruments held at 31 December 2022, issued subordinated debt, recorded within non-current loans and borrowings above, had a fair value of

£51.0m (2021: £58.8m), less unamortised expenses of £0.2m (2021: £0.3m).

At 31 December 2021 and 2022, the following hierarchy was used for determining and disclosing the fair value of financial instruments:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: other techniques, for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.

Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data

(unobservable inputs).

As at 31 December 2022, the Company held the following financial instruments measured at fair value:

2022

Level 1

£m

Level 2

£m

Level 3

£m

Total

£m

Financial assets at FVTPL – funds 16.8 – – 16.8

As at 31 December 2021, the Company held the following financial instruments measured at fair value:

2021

Level 1

£m

Level 2

£m

Level 3

£m

Total

£m

Financial assets at FVTPL – funds 13.3 – – 13.3

Notes to the Company Financial Statements continued

184 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements •

Financial assets at FVTPL

Financial assets at FVTPL – funds relates to hedges of compensation awards made in shares in an investment trust.

Price risk

Price risk is the risk that a decline in the value of assets will adversely impact the profitability of the Company. Management has identified price risk as the

exposure to unfavourable movements in the value of financial assets held by the Company which would result in a loss recognised in the consolidated

income statement. The Company is not exposed to commodity price risk. The Company, through an EBT, holds listed equity investments as a hedge

against compensation awards made by a subsidiary of the Company. Gains and losses are borne by the subsidiary and, as a result, the Company is not

subject to price risk on these investments.

The Company’s exposure to foreign exchange, interest rate, credit and liquidity risk is not considered to be material and, therefore, no further information

is provided.

38. Related parties

Investments in subsidiary undertakings are disclosed in Note 30 and the amounts due from and to subsidiaries in Notes 33 and 36.

Key management compensation

The Company also considers transactions with its key management personnel as related party transactions. Key management personnel is defined as the

Directors, together with other members of the Executive Committee. The aggregate compensation paid or payable to key management for employee

services is shown below:

2022

£m

2021

£m

Short-term employee benefits 1.7 2.3

Share-based payments 0.5 2.4

Other long-term benefits 0.6 0.1

2.8 4.8

185Jupiter Fund Management plc Annual Report and Accounts 2022

Report on the audit of the financial statements

Opinion

In our opinion, Jupiter Fund Management plc’s group financial statements and company financial statements (the “financial statements”):

• give a true and fair view of the state of the group’s and of the company’s affairs as at 31 December 2022 and of the group’s profit and the group’s and

company’s cash flows for the year then ended;

• have been properly prepared in accordance with UK-adopted international accounting standards as applied in accordance with the provisions of the

Companies Act 2006; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements, included within the Annual Report and Accounts 2022 (the “Annual Report”), which comprise: the consolidated

and company balance sheets as at 31 December 2022; the consolidated income statement, the consolidated statement of comprehensive income, the

consolidated and company statements of cash flows and the consolidated and company statements of changes in equity for the year then ended; and the

notes to the financial statements, which include a description of the significant accounting policies.

Our opinion is consistent with our reporting to the Audit and Risk Committee.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK)

are further described in the Auditors’ 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.

Independence

We remained independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK,

which includes the FRC’s Ethical Standard, as applicable to listed public interest entities, and we have fulfilled our other ethical responsibilities in

accordance with these requirements.

To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard were not provided.

Other than those disclosed in note 3 to the group financial statements, we have provided no non-audit services to the company or its controlled

undertakings in the period under audit.

Our audit approach

Context

Jupiter Fund Management plc (the “group” or “company”) is an active fund manager servicing retail and institutional clients. The company listed on the

London Stock Exchange in 2010. The group operates principally in the United Kingdom with international operating subsidiaries in Luxembourg, which has

branches across Europe, Ireland, Hong Kong, Singapore, the United States and Switzerland.

Overview

Audit scope

• We performed an audit of the complete financial information of Jupiter Asset Management Limited and Jupiter Investment Management Limited (which

are significant components as each represent more than 15% of the underlying profit before tax before performance fee profits of the group), Jupiter

Unit Trust Managers Limited, Jupiter Asset Management International S.A, Jupiter Fund Managers Limited and Jupiter Fund Management plc based on

their size and risk.

• As the adjustments made for the consolidation, including those for the seeded funds, are material for a number of financial statement line items (FSLIs),

we scoped in these adjustments as separate components and performed audit testing.

• We also performed specific audit procedures on certain balances and the financial statement disclosures.

• Taken together, our audit work covered more than 94% of group revenue and 96% of profit before tax. Our audit scope provided sufficient appropriate

audit evidence as a basis for our opinion on the group financial statements as a whole.

Key audit matters

• Revenue recognition (group)

• Share-based payments expense and fund unit award employee benefits (group and parent)

• Impairment of goodwill (group)

Materiality

• Overall group materiality: £5.1 million (2021: £9.0 million) based on 5% of underlying profit before tax before performance fee profits (2021: profit before

tax).

• Overall company materiality: £6.7 million (2021: £6.6 million) based on 1% of total assets (2021: total assets).

• Performance materiality: £3.8 million (2021: £6.75 million) (group) and £5.0 million (2021: £4.9 million) (company).

INDEPENDENT AUDITORS’ REPORT

TO THE MEMBERS OF JUPITER FUND

MANAGEMENT PLC

186 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements • Independent auditors’ report to the members of Jupiter Fund Management plc

The scope of our audit

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements.

Key audit matters

Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the 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) identified by the auditors, including

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, and any comments we make on the results of our procedures thereon, were addressed in the context of our audit of the financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

This is not a complete list of all risks identified by our audit.

Current and deferred tax, which was a key audit matter last year, is no longer included because of those matters not being as significant to the year ended

31 December 2022. Otherwise, the key audit matters below are consistent with last year.

Key audit matter How our audit addressed the key audit matter

Revenue recognition (group)

Refer to Note 1. Revenue and Note 28. Basis of preparation and other

accounting policies.

Revenue is the most significant balance in the consolidated income

statement. The group’s primary source of revenue is management fees.

Management fees are earned from ongoing business activities and are

shown net of rebates. The group also earns performance fees when agreed

performance conditions have been met.

Management fees consist of gross management fees from pooled funds,

which includes, ICVCs, OEICs, SICAVs, unit trusts and investment trusts; and

segregated mandates. The funds managed by the group are administered

by various third party service providers.

The value of management fees, net of rebates and discounts, received

during the year was £430.1m. The majority of this revenue relates to

management fees from pooled funds, with segregated mandates

contributing £26.3m. The key risk areas related to management fees include:

• fee terms being incorrectly interpreted or entered into fee calculations;

• assets under management (‘AUM’) not being correctly attributed to fee

agreements;

• errors in manual calculations (for segregated mandates only); and

• rebates not recorded completely and accurately.

The value of performance fees received during the year was £10.3m.

Performance fees are manually calculated and more complicated than

management fee calculations, increasing the risk of error. The performance

fee calculation requires accurate implementation of the methodology set

out in the investment management arrangements listed in the legal

agreements which are bespoke to each fund / client.

Given the significance of management fees, and the complexity of

performance fees, to the income statement we have determined

management fees and performance fees to be a key audit matter.

We understood and evaluated the design and implementation of key

controls in place around revenue, which included outsourced

administration activities at third-party service providers. We performed a

fully substantive audit with the exception of relying on controls in relation

to the information obtained directly from the third-party service providers

relating to AUM. This is outlined further below.

To obtain comfort over the accuracy of management fees received from

pooled funds, we 100% recalculated the management fee for the in-scope

entities by obtaining AUM data from the third parties and applying the fee

rates.

For a sample of fee calculations we agreed the fee rates to supporting

evidence such as the fact sheet or prospectus.

To place reliance on the AUM information obtained from the third parties,

we obtained control reports issued by the independent service auditor of

the third party providers. Where their reports are not coterminous with the

year end, we have obtained and reviewed bridging letters issued by the

third-party providers and performed complementary user entity controls

testing. We found that the key controls on which we placed reliance were

designed, implemented and operated effectively.

We agreed the year end accrual balance to the billing schedule.

Management fees from investment trusts were recalculated either on a

sample basis or 100% recalculated depending on the terms of the

investment management agreement. Fee rates were agreed to the

investment management agreements and AUM data was received directly

from the administrator.

For segregated mandates we recalculated management fees for a sample of

invoices by obtaining AUM data and fee rates included within investment

management agreements. For the sample selected, we agreed the

management fees received to invoices and bank statements.

We performed a substantive analytic over rebates.

For a sample of performance fees our procedures included the below:

• We verified the performance fee calculation methodology by referring

to the legal agreements.

• To obtain comfort over the occurrence of fees earned during the year

we assessed whether the performance fee crystallised and hence could

be recognised, by reviewing the legal agreements, ensuring the

performance conditions have been met.

• We recalculated the performance fee using legal agreements and key

inputs used by management to confirm the accuracy of the fees

recognised. Key inputs have been agreed to legal agreements, accounting

records and third party sources where available.

No material issues were identified.

187Jupiter Fund Management plc Annual Report and Accounts 2022

Key audit matter How our audit addressed the key audit matter

Share-based payments expense (group)

Refer to the Audit and Risk Committee report, Note 5. Share based

payment and Note 28. Basis of preparation and other accounting policies

There are a number of share-based and fund unit award arrangements in

place for which the recognition involves the interpretation of complex terms,

increasing the complexity of the accounting for each scheme. The share

based payment expense for the year ended 31 December 2022 is £13.6m.

These arrangements remunerate employees for their services by granting

the right to either shares, options over shares, or fund units, subject to

certain vesting conditions and exercise prices.

Options and share awards are accounted for as equity-settled share-based

payments whereas fund units are accounted for as cash-settled. Equity

settled awards are fair valued on the date of grant, recognised within

equity and not subsequently adjusted. Cash-settled award fair values are

remeasured at each reporting date and on settlement and recognised as

a liability. For equity-settled awards the conditions are such that the fair

value calculated on grant equals the share price. For cash-settled awards

the conditions are such that at each measurement date the fair value

equals the value of the funds.

We focused on the accuracy of the share-based payments expense

because the calculation involves a number of manual elements and is

judgemental in nature, involving estimation of both the expected future

outcome of the performance conditions where applicable and the level of

attrition in future years. For all awards, actual leavers are adjusted either by

reversing the expense recognised that relates to them (bad leavers) or by

accelerating the future expense still to be recognised into the current year

(good leavers).

The group financial statements provide sensitivity disclosures which

demonstrate the impact changes in assumptions may have on the income

statement expense.

We understood and evaluated the design and implementation of key

controls in place around share-based payments.

In testing the share-based payment and fund unit award employee benefits

expense, we tested the accuracy of the share based payment expense by

performing the following substantive procedures where relevant to each

arrangement.

• Reconciled a sample of new tranches of existing awards granted in the

year to the signed Deeds of Grant, ensuring they were appropriately

authorised, approved and consistent with scheme plans.

• For a sample of new tranches of existing awards granted in the year

(options and fund units) we independently recalculated the fair value.

• Tested the classification of awards as equity or cash-settled;

• Assessed the reasonableness of the key assumptions, leaver rate and

expected outcome of performance conditions, by examining historical

data and performing sensitivity analyses;

• Tested forfeitures and lapses by agreeing samples back to source

documentation and ensuring the expense recognised had been trued up

appropriately, particularly in relation to good leavers and the

acceleration of the expense;

• Tested a sample of options exercised during the year to check they were

exercised in accordance with the terms of the grant;

• For cash-settled and equity-settled awards, tested a sample of current

year charges. For cash-settled, this is based on the year-end price of

underlying funds and results in re-measurement of the liability. For

equity-settled, this is based on fair value at grant date; and

• Agreed the share-based payment disclosures made in the financial

statements back to supporting documentation.

No material issues were identified.

Impairment of goodwill (group)

Refer to the Audit and Risk Committee report, Note 11. Goodwill and Note

28. Basis of preparation and other accounting policies.

Goodwill of £570.6m is the most significant balance in the group’s balance

sheet and hence we focussed on the valuation of this balance.

Management is required by IAS 36 ‘Impairment of assets’ to perform

an annual impairment review and consider if there are any impairment

indicators in respect of the carrying value of goodwill. Management has

performed their annual impairment review which demonstrated that no

impairment was required.

The impairment review used a discounted cash flow model to calculate the

net present value of the group’s future earnings. The model involved a

number of estimates and assumptions made by management including

those related to revenue growth and long-term growth and discount rates.

Management has applied judgment in determining the cash generating unit

(“CGU”) levels within its business for the purpose of impairment testing of

goodwill. Management has concluded that the group is one cash generating

unit: investment management.

We understood and evaluated the design and implementation of key

controls in place around the impairment assessment of the goodwill model.

We obtained management’s impairment review and performed the following

substantive procedures to test the valuation of the goodwill balance.

• We engaged our internal valuations experts to independently calculate a

reasonable range for the discount rate and a point estimate for the long

term growth assumption used within the discounted cash flow

calculation as per ISA UK 540 Revised. We found management’s discount

rate to be within our range and growth assumption to be reasonable;

• We assessed the relevant inputs into management’s discounted cash

flow calculation, including challenging management’s cash flow

assumptions. Our challenge also included assessing whether management

had appropriately assessed the impacts of climate change on their

model;

• We also checked that the cash flow forecast used by management in the

assessment of goodwill impairment was consistent with the Board

approved budgets;

• We assessed the accuracy of management’s historic forecasts against

actual financial results to assess the reasonableness of estimates used in

the forecast;

• We evaluated management’s assessment that only one cash generating

unit exists and concluded it was appropriate;

• We obtained and understood management’s sensitivity calculations over

the impairment assessment, as well as performing further sensitivity

scenarios ourselves;

• We considered publicly available information on the asset management

industry and considered whether there were any views contrary to those

of management;

• We compared the fair value implied by management’s models to the

market value of the company for any indicators of impairment; and

• We agreed the goodwill disclosures made in the financial statements

back to supporting documentation.

No material issues were identified.

188 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements • Independent auditors’ report to the members of Jupiter Fund Management plc continued

How we tailored the audit scope

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking

into account the structure of the group and the company, the accounting processes and controls, and the industry in which they operate.

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking

into account the structure of the group and the company, the accounting processes and controls, and the industry in which they operate.

The group operates as a single-segment investment management business and the majority of the operations and finance team are based in the UK

resulting in most of the audit procedures being performed locally by the UK audit team.

Based on the scoping procedures and detailed audit work performed across the group, we have obtained sufficient comfort across the individual account

balances within the group financial statements, obtaining more than 94% coverage over revenue and more than 96% coverage over profit before tax.

The impact of climate risk on our audit

As part of our audit we made enquiries of management to understand the process management adopted to assess the extent of the potential impact of

climate risk on the group’s financial statements, including going concern, and support the disclosures made within note 28. In addition to enquiries with

management, we also:

• Held discussions with management’s climate reporting team;

• Read external reporting made by the entity on climate and

• Read the entity’s website and communications for details of climate related impacts.

Management have made commitments to operate their business and manage all assets on a net zero emissions basis by 2050. This commitment does not

directly impact the current year financial reporting as management has not yet developed a pathway to deliver this commitment and will only be able to

model the impact once the pathway is developed. Management considers the impact of climate risk does not give rise to a potential material impact in

the year ended 31 December 2022 financial statements (see note 28). Using our knowledge of the business we evaluated management’s risk assessment. We

considered the impairment of goodwill to potentially be an area impacted by climate risk and consequently we focused our audit work in this area. Refer

to the key audit matter – impairment of goodwill (group).

To respond to the audit risks identified we tailored our audit approach, in particular, we challenged management on how the impact of climate

commitments made by the group would impact the assumptions within the discounted cash flows prepared by management that are used in the group’s

impairment analysis.

We also considered the consistency of the disclosures in relation to climate change (including the disclosures in the Task Force on Climate-related

Financial Disclosures (TCFD) section) within the Annual Report and our knowledge obtained from our audit.

Our procedures did not identify any material impact in the context of our audit of the financial statements as a whole, or our key audit matters for the

year ended 31 December 2022.

189Jupiter Fund Management plc Annual Report and Accounts 2022

Materiality

The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with

qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual

financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and in aggregate on the financial statements

as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

Financial statements – group Financial statements – company

Overall materiality £5.1 million (2021: £9.0 million). £6.7 million (2021: £6.6 million).

How we determined it 5% of underlying profit before tax before performance fee profits (2021:

profit before tax)

1% of total assets (2021: total assets)

Rationale for benchmark

applied

A profit before tax benchmark was applied in 2021 however given the impact

of exceptional and performance fee-related profits, we believe that

underlying profit before tax, adjusted for performance fee-related profits is

the primary measure used by the shareholders in assessing the performance

of the group during 2022.

As the company is a holding company and does

not earn any revenue, total assets is the most

appropriate method to determine materiality and

is a generally accepted auditing benchmark.

For each component in the scope of our group audit, we allocated a materiality that is less than our overall group materiality. The range of materiality

allocated across components was between £0.3 million and £4.2 million.

We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements

exceeds overall materiality. Specifically, we use performance materiality in determining the scope of our audit and the nature and extent of our testing of

account balances, classes of transactions and disclosures, for example in determining sample sizes. Our performance materiality was 75% (2021: 75%) of

overall materiality, amounting to £3.8 million (2021: £6.75 million) for the group financial statements and £5.0 million (2021: £4.9 million) for the company

financial statements.

In determining the performance materiality, we considered a number of factors – the history of misstatements, risk assessment and aggregation risk and

the effectiveness of controls – and concluded that an amount at the upper end of our normal range was appropriate.

We agreed with the Audit and Risk Committee that we would report to them misstatements identified during our audit above £253,000 (group audit) (2021:

£450,000) and £335,000 (company audit) (2021: £330,000) as well as misstatements below those amounts that, in our view, warranted reporting for

qualitative reasons.

Conclusions relating to going concern

Our evaluation of the directors’ assessment of the group’s and the company’s ability to continue to adopt the going concern basis of accounting included:

• We obtained management’s latest forecasts that support the board’s assessment and conclusions with respect to the going concern basis of

preparation of the financial statements;

• We checked the arithmetical accuracy of management’s forecasts and agreed them to the board approved five year plan;

• We performed lookback testing over budgeted versus actual results for the previous year to assess the historical accuracy of management’s forecasting;

• We evaluated management’s base case forecast and downside scenarios, challenging the underlying data and adequacy and appropriateness of the

underlying assumptions used to make the assessment, and evaluated the directors’ plans for future actions in relation to their going concern assessment

should these be required; and

• We assessed the appropriateness of the going concern disclosures by comparing them to management’s assessment for consistency and for compliance

with the relevant reporting requirements.

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’s and the company’s ability to continue as a going concern for a period of at least twelve months from when the

financial statements are authorised for issue.

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.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the group’s and the company’s ability to

continue as a going concern.

In relation to the directors’ 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.

190 Jupiter Fund Management plc Annual Report and Accounts 2022

Financial Statements • Independent auditors’ report to the members of Jupiter Fund Management plc continued

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon.

The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly,

we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.

In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially

misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there

is a material misstatement of the financial statements or a material misstatement of the other information. If, based on the work we have performed, we

conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report based on these

responsibilities.

With respect to the Strategic report and Directors’ report, we also considered whether the disclosures required by the UK Companies Act 2006

have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.

Strategic report and Directors’ report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors’ report for the year

ended 31 December 2022 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the group and company and their environment obtained in the course of the audit, we did not identify any

material misstatements in the Strategic report and Directors’ report.

Directors’ Remuneration

In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006.

Corporate governance statement

The Listing Rules require us to review the directors’ statements in relation to going concern, longer-term viability and that part of the corporate

governance statement relating to the company’s compliance with the provisions of the UK Corporate Governance Code specified for our review.

Our additional responsibilities with respect to the corporate governance statement as other information are described in the Reporting on other

information section of this report.

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 and our knowledge obtained during the audit, and we have nothing material to add or draw attention

to in relation to:

• The directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;

• The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging risks and an explanation of

how these are being managed or mitigated;

• The directors’ statement in the financial statements about whether they considered it appropriate to adopt the going concern basis of accounting in

preparing them, and their identification of any material uncertainties to the group’s and company’s ability to continue to do so over a period of at least

twelve months from the date of approval of the financial statements;

• The directors’ explanation as to their assessment of the group’s and company’s prospects, the period this assessment covers and why the period is

appropriate; and

• The directors’ statement as to whether they have a reasonable expectation that the company will be able to continue in operation and meet its

liabilities as they fall due over the period of its assessment, including any related disclosures drawing attention to any necessary qualifications or

assumptions.

Our review of the directors’ statement regarding the longer-term viability of the group and company was substantially less in scope than an audit and only

consisted of making inquiries and considering the directors’ process supporting their statement; checking that the statement is in alignment with the

relevant provisions of the UK Corporate Governance Code; and considering whether the statement is consistent with the financial statements and our

knowledge and understanding of the group and company and their environment obtained in the course of the audit.

In addition, 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 and our knowledge obtained during the audit:

• The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and provides the information

necessary for the members to assess the group’s and company’s position, performance, business model and strategy;

• The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems; and

• The section of the Annual Report describing the work of the Audit and Risk Committee.

We have nothing to report in respect of our responsibility to report when the directors’ statement relating to the company’s compliance with the Code

does not properly disclose a departure from a relevant provision of the Code specified under the Listing Rules for review by the auditors.

191Jupiter Fund Management plc Annual Report and Accounts 2022

Responsibilities for the financial statements and the audit

Responsibilities of the directors for the financial statements

As explained more fully in the Statement of Directors’ responsibilities, the directors are responsible for the preparation of the financial statements in

accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal

control as they 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’s and the 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 company or to cease operations, or have no realistic alternative but to do so.

Auditors’ responsibilities for the audit of the financial statements

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 auditors’ 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined

above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting

irregularities, including fraud, is detailed below.

Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related to

breaches of UK regulatory principles, such as those governed by the Financial Conduct Authority (FCA), and we considered the extent to which non-

compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the

financial statements such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the

financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries

to revenue, and management bias in accounting estimates. The group engagement team shared this risk assessment with the component auditors so that

they could include appropriate audit procedures in response to such risks in their work. Audit procedures performed by the group engagement team and/

or component auditors included:

• Enquiries of management, including legal, compliance, risk and internal audit, including consideration of known or suspected instances of noncompliance

with laws and regulations including fraud;

• Reviewing the group/company’s litigation log in so far as it related to non-compliance with laws and regulations and fraud;

• Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations, entries posted containing unusual

account descriptions, and entries posted on non-working days or by unexpected users;

• Review of relevant meeting minutes, including those of the Audit and Risk Committee and Board;

• Challenging assumptions and judgements made by management in determining their significant accounting estimates, in particular in relation to the

impairment assessment of goodwill and the accounting for share based payments as described in the related key audit matters; and

• Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and

regulations that are not closely related to events and transactions reflected in the financial statements. Also, 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.

Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques. However, it

typically involves selecting a limited number of items for testing, rather than testing complete populations. We will often seek to target particular items

for testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable us to draw a conclusion about the population

from which the sample is selected.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities.

This description forms part of our auditors’ report.

192 Jupiter Fund Management plc Annual Report and Accounts 2022

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Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the

Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other

person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Other required reporting

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• we have not obtained all the information and explanations we require for our audit; or

• adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited

by us; or

• certain disclosures of directors’ remuneration specified by law are not made; or

• the company financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with the accounting records

and returns.

We have no exceptions to report arising from this responsibility.

Appointment

We were appointed by the Directors to audit the financial statements for the year ended 31 December 2007 and subsequent financial periods. Following a

competitive tender process in 2014, we were reappointed as auditor of the company by recommendation of the Audit and Risk Committee for the period

ending 31 December 2015 and subsequent financial periods. The period of total uninterrupted engagement is 16 years, covering the years ended 31

December 2007 to 31 December 2022.

Other matter

As required by the Financial Conduct Authority Disclosure Guidance and Transparency Rule 4.1.14R, these financial statements form part of the ESEF-

prepared annual financial report filed on the National Storage Mechanism of the Financial Conduct Authority in accordance with the ESEF Regulatory

Technical Standard (‘ESEF RTS’). This auditors’ report provides no assurance over whether the annual financial report has been prepared using the single

electronic format specified in the ESEF RTS.

COLLEEN LOCAL (SENIOR STATUTORY AUDITOR)

for and on behalf of PricewaterhouseCoopers LLP

Chartered Accountants and Statutory Auditors

London

23 February 2023

193Jupiter Fund Management plc Annual Report and Accounts 2022

2022

£m

2021

£m

2020

£m

2019

£m

2018

£m

Net revenue 397.3 568.6 457.8 379.1 412.7

Administrative expenses (302.3) (353.1) (312.1) (228.5) (225.1)

Other (losses)/gains (9.7) (4.4) 3.3 4.1 (6.5)

Amortisation of intangible assets (21.0) (20.6) (11.3) (1.8) (1.8)

Operating profit 64.3 190.5 137.7 152.9 179.3

Net finance costs (6.3) (6.8) (5.1) (1.9) (0.1)

Profit before taxation 58.0 183.7 132.6 151.0 179.2

Income tax expense (10.1) (34.1) (27.3) (28.2) (36.2)

Profit for the year 47.9 149.6 105.3 122.8 143.0

Earnings per share

Basic (p/share) 8.9 27.6 21.3 27.5 31.8

Diluted (p/share) 8.8 26.9 20.8 26.8 31.1

Dividends per share

Interim (p/share) 7.9 7.9 7.9 7.9 7.9

Final (p/share) 0.5 9.2 9.2 9.2 9.2

Special (p/share) – – 3.0 – 11.4

Total dividends paid out of current year profit 8.4 17.1 20.1 17.1 28.5

AUM at year end (£bn) 50.2 60.5 58.7 42.8 42.7

Average headcount (number) 572 584 593 529 533

Cash and cash equivalents (£m) 280.3 197.3 188.1 179.4 201.7

Net cash inflows from operating activities (£m) 162.3 188.9 104.6 149.8 170.5

Underlying profit before tax (£m) 77.6 216.7 179.0 162.7 183.0

Underlying earnings per share (p/share) 11.3 31.7 28.7 28.8 32.4

Historical summary (unaudited) for the year ended 31 December 2022

194 Jupiter Fund Management plc Annual Report and Accounts 2022

Other Information •

The Group uses alternative performance measures (APMs) for two principal reasons:

• We use ratios to provide metrics for users of the accounts; and

• We use revenue, expense and profitability-based APMs to explain the Group’s underlying profitability.

These non-IFRS measures are considered additional disclosures and are not intended to replace the financial information prepared in accordance with the

basis of preparation detailed in the financial statements. Moreover, the way in which the Group defines and calculates these measures may differ from the

way in which these or similar measures are calculated by other entities. Accordingly, they may not be comparable to measures used by other entities in

the asset management industry.

Ratios

The Group calculates ratios to provide comparable metrics for users of the accounts. These ratios are derived from other APMs that measure underlying

revenue and expenditure data.

In the 2022 Annual Report and Accounts, we have used the following ratios:

APM 2022 2021 Definition Reconciliation

1 Cost: income ratio 69% 61% Administrative expenses before exceptional items

and performance fees divided by Net revenue

before exceptional items and performance fees

See table 1 below

2 Net management fee margin 73.5bps 76.0bps Net management fees divided by average AUM

3 Total compensation ratio 47% 37% Fixed staff costs before exceptional items plus

Variable staff costs before exceptional items as a

proportion of Net revenue

4 Total compensation ratio

before performance fees

40% 33% Fixed staff costs before exceptional items plus

Variable staff costs before exceptional items and

performance fees as a proportion of Net revenue

before performance fees

5 Underlying EPS 11.3p

31.7p Underlying profit after tax attributable to equity

holders of the parent divided by average issued

share capital

6 Underlying EPS before

performance fee losses/(profits)

14.7p 24.1p Underlying profit after tax before performance fee

losses/(profits) attributable to equity holders of the

parent divided by average issued share capital

7 Total shareholder return (42)% (2)% Movement in share price in the year plus dividends

paid in the year and dividend reinvestment

adjustment divided by the opening share price

Not available -

supplied by Bloomberg

195Jupiter Fund Management plc Annual Report and Accounts 2022

Reconciliations: table 1

APM

2022

£m

2021

£m

Administrative expenses (page 146) 302.3 353.1

Less: Performance fee costs (page 23) (33.9) (60.9)

Less: Exceptional items included in administrative expenses (page 26) (0.8) (14.2)

Administrative expenses before exceptional items and performance fee-related costs 267.6 278.0

Net revenue (page 146) 397.3 568.6

Less: Performance fees (page 151) (10.3) (113.0)

Net revenue before performance fees 387.0 455.6

Cost:income ratio 1 69% 61%

Management fees (page 151) 430.1 501.5

Less: Fees and commissions relating to management fees (page 151) (45.3) (47.8)

Net management fees 384.8 453.7

Average AUM (£bn) (page 24) 52.4 59.7

Net management fee margin 2 73.5bps 76.0bps

Fixed staff costs before exceptional items (page 23) 82.4 73.0

Variable staff costs before exceptional items (page 23) 104.5 140.0

Total 186.9 213.0

Net revenue (see above) 397.3 568.6

Total compensation ratio 3 47% 37%

Fixed staff costs before exceptional items (see above) 82.4 73.0

Variable staff costs before exceptional items and performance fees (page 23) 70.6 79.1

Total 153.0 152.1

Net revenue before performance fees (see above) 387.0 455.6

Total compensation ratio before performance fees 4 40% 33%

Statutory profit before tax (page 146) 58.0 183.7

Exceptional items (page 150) 19.6 33.0

Underlying profit before tax 77.6 216.7

Tax at average statutory rate of 19%

(14.7) (41.2)

Underlying profit after tax 62.9 175.5

Profit attributable to non-controlling interests (page 148) (0.6) (0.2)

Underlying profit after tax attributable to equity shareholders of the parent 62.3 175.3

Average issued share capital (m) (page 159) 552.4 553.1

Underlying EPS 5 11.3p 31.7p

1. Actual effective tax rates applicable to underlying profit before tax were 17.0% in 2022 and 18.3% in 2021.

Underlying profit after tax before performance fee losses/(profits) (page 27) 82.0 133.3

Profit attributable to non-controlling interests (see above) (0.6) (0.2)

Underlying profit after tax before performance fees losses/(profits) attributable to equity shareholders

of the parent

81.4 133.1

Average issued share capital (m) (see above) 552.4 553.1

Underlying EPS before performance fee profits/losses 6 14.7p 24.1p

The use of alternative performance measures in this Annual Report continued

196 Jupiter Fund Management plc Annual Report and Accounts 2022

Other Information •

Revenue, expense and profit-related measures

1. Asset managers commonly draw out subtotals of revenues less cost of sales, taking into account items such as fee expenses, including commissions

payable, without which a proportion of the revenues would not have been earned. Such net subtotals can also be presented after deducting

non-recurring exceptional items.

2. The Group uses expense-based APMs to identify and separate out non-recurring exceptional items or recurring items that are of significant size in order

to provide useful information for users of the accounts who wish to determine the underlying cost base of the Group. To further assist in this, we also

provide breakdowns of administrative expenses below the level required to be disclosed in the statutory accounts, for example, distinguishing between

variable and fixed compensation, as well as non-compensation expenditure. These subdivisions of expenditure are also presented before and after

exceptional items and after accounting for the impact of performance fee pay-aways to fund managers.

3. Profitability-based APMs are effectively the sum of the above revenue and expense-based APMs and are provided for the same purpose – to separate

out non-recurring exceptional items or recurring items that are of significant size in order to provide useful information for users of the accounts who

wish to determine the underlying profitability of the Group.

4. Underlying profit after tax is, in addition, used to calculate underlying EPS which determines the Group’s ordinary dividend per share and is used in one

of the criteria for measuring the vesting rates of share-based awards that have performance conditions attached.

In the 2022 Annual Report and Accounts, we have used the following measures which are reconciled or cross-referenced in table 1:

Rationale for use

of measure

Net management fees 1

Exceptional items 2

Net revenue 1

Performance fee costs 2

Fixed staff costs before exceptional items 2

Variable staff costs before exceptional items

Underlying profit before tax 3

Underlying profit after tax 3, 4

1. We also use this measure excluding performance fees – see page 23.

As stated in 2 above, the Group presents a breakdown of administrative expenses below the level required to be disclosed in the statutory accounts,

distinguishing between variable and fixed compensation, as well as non-compensation expenditure. The relevant amounts are set out in the table

on page 25.

Changes in use of APMs in 2022

In 2022, we have changed from using operating margin as a measure of operational efficiency to using a cost:income ratio. The former includes gains and

losses on seed investments which we do not believe are relevant metrics in determining our ability to manage costs and drive growth. By using a

cost:income ratio instead, we are comparing underlying administrative expenses with underlying revenue, which we believe to be a cleaner measure.

This ratio is one of our four financial KPIs, as set out on page 19. We have also added total shareholder return, another of our financial KPIs, as an APM to

provide insight into how this is calculated. Total shareholder return demonstrates our ability to deliver positive returns to shareholders through dividend

income and an increase in the share price.

Additionally, the Group has not used the following APMs in this report:

• Adjusted net revenue

• Underlying pay-out ratio

197Jupiter Fund Management plc Annual Report and Accounts 2022

Shareholder information

Shareholder enquiries All enquiries relating to holdings of shares in Jupiter Fund Management plc, including notification of change of

address, queries regarding dividend/interest payments or the loss of a share certificate, should be addressed to the

Company’s Registrars:

Equiniti Limited

Aspect House

Spencer Road

Lancing

West Sussex

BN99 6DA

Tel: 0371 384 2030

Overseas tel: +44 (0) 371 384 2030

Calls outside the UK will be charged at the applicable international rate.

Lines are open (UK only) 8.30am-5.30pm Monday to Friday.

Online: www.shareview.co.uk

Other shareholder queries should be addressed to the Company Secretary (shareholderservices@jupiteram.com).

Share dealing service There is a share dealing service offered by the Registrars. It is a simple way to buy and sell shares via the internet or

telephone with quick settlement. For information visit: www.shareview.co.uk

For telephone purchases:

Tel: 03456 037 037. Lines are open 8.00am to 4.30pm, Monday to Friday. UK calls are charged at the standard

geographic rate. Calls outside the UK will be charged at the applicable international rate.

Financial calendar Event Date

Ex-dividend date for final dividend 20 April 2023

Record date for final dividend 21 April 2023

Trading update 25 April 2023

Annual General Meeting 10 May 2023

Payment date for final dividend 19 May 2023

Interim results announcement 27 July 2023

Trading update 17 October 2023

Company details and

principal office

Jupiter Fund Management plc

The Zig Zag Building

70 Victoria Street

London SW1E 6SQ

Registered number: 6150195

Company Secretary – Lisa Daniels

Tel: 020 3817 1000

Website The Company has a corporate website, which holds, amongst other information, copies of its latest annual report

and copies of all press announcements released. This site can be found at www.jupiteram.com

Share information The Company’s ordinary shares are traded on the London Stock Exchange:

ISIN GB00B53P2009

SEDOL B53P200

TICKER JUP.LN

Electronic communications We encourage shareholders to receive shareholder documentation electronically to help reduce the environmental

impact caused by printing and distributing hard copies. You can register your communication preference at

www.shareview.co.uk

Electronic proxy voting This year we have not produced hard copies of the proxy form and are requesting all shareholders vote electronically

by logging onto www.sharevote.co.uk. If you have already registered for an account with Equiniti’s ShareView

portfolio service, log into your account at www.shareview.co.uk and select Jupiter Fund Management plc.

Alternatively you can request a hard copy proxy form by calling our Registrars, Equiniti, on the number above.

Further information can be found in the 2023 Notice of Annual General Meeting.

198 Jupiter Fund Management plc Annual Report and Accounts 2022

Other Information •

GLOSSARY

Act

Companies Act 2006 (as amended, supplemented

or replaced from time to time)

AGM

Annual General Meeting

AIFMD

Alternative Investment Fund Managers Directive

AML

Anti-money laundering

APMs

Alternative Performance Measures as defined

from page 195

AUM

Assets under management

BEIS

The Department for Business, Energy and

Industrial Strategy

Board

The Board of Directors of the Company

Bps

One one-hundredth of a percentage point (0.01%)

CASS

The FCA’s Client Asset Sourcebook rules

CDP

Formerly the Carbon Disclosure Project

CGU

Cash-generating unit

Code

UK Corporate Governance Code adopted by the

Financial Reporting Council in 2018

Company

Jupiter Fund Management plc

CREST

The system for paperless settlement of trades in

listed securities, of which Euroclear UK & Ireland

Limited is the operator

CSR

Corporate Social Responsibility

DE&I

Diversity, Equity and Inclusion

DBP

Deferred Bonus Plan

DEO

Deferred Earn Out

EBT

The Jupiter employee benefit trust established

pursuant to a trust deed dated 22 April 2004

EPS

Earnings per share

ESG

Environmental, social and governance

The European Union

FCA

Financial Conduct Authority of the United

Kingdom

FRC

Financial Reporting Council

FSA

Free Share Award

FVTPL

Fair value through profit or loss

GHG

Greenhouse gas

Good Work Initiative

A ShareAction-led coalition that brings together

institutional investors to collaboratively engage

on workforce issues, including the Living Wage,

diversity and inclusion and insecure working

practices

Group

The Company and all of its subsidiaries

IAS

International Accounting Standard(s)

ICAAP

Internal Capital Adequacy Assessment Process

ICARA

Internal Capital Adequacy and Risk Assessment

ICAV

Irish Collective Asset-management Vehicle

ICVC

Investment Company with Variable Capital

IFRS

International Financial Reporting Standard(s)

IFRS IC

IFRS Interpretations Committee

IIGCC

Institutional Investors Group on Climate Change

ISA

International Share Award

Jupiter

The Company and all of its subsidiaries

KPI

Key performance indicator

KRI

Key risk indicator

199Jupiter Fund Management plc Annual Report and Accounts 2022

Listing

The Company’s Listing on the London Stock

Exchange on 21 June 2010

Listing Rules

Regulations subject to the oversight of the FCA

applicable to the Company following Listing

LGBTQ+

Lesbian, gay, bisexual, transgender and other

sexual or gender identities

LTIP

Long-term Incentive Plan for retention

Merian

Merian Global Investors Limited and its subsidiary

undertakings

MHFA

Mental health first aider

MSCI Climate VAR

MSCI Climate Value at Risk is designed to provide

a forward-looking and return-based valuation

assessment to measure climate related risks

and opportunities in an investment portfolio.

Mutual funds

Collective investments where a group of

investors pool their money (buying units

or a portion of the mutual fund)

NZAM

Net Zero Asset Management

OEIC

Open Ended Investment Company

Ordinary dividends per share

Interim and final/full-year dividends (does not

include any special dividends)

PBT

Profit before tax

Platforms

Service providers that enable investors to buy

and hold in a single place a range of investments

from multiple providers with different tax

wrappers

RCF

Revolving credit facility

RE100

RE100 is a global corporate renewable

energy initiative, bringing together businesses

committed to 100% renewable electricity

Registrar

Equiniti Limited

RFP

Request for proposal

SAYE

Save As You Earn

SEDOL

Stock Exchange Daily Official List

Segregated mandates

An investment strategy run exclusively

for certain institutional clients

SFDR

Sustainable Finance Disclosure Regulation

SICAV

Société d’Investissement à Capital Variable;

an open-ended collective investment scheme

offered in Europe

SIP

Share Incentive Plan

SMCR

Senior Managers and Certification Regime;

an FCA regime governing the regulation of senior

employees of entities operating in

the financial services sector in the UK

SONIA

Sterling Overnight Index Average

TCFD

The Financial Stability Board Task Force on

Climate-related Financial Disclosures (TCFD) is a

market-driven initiative to help investors

understand their financial exposure to climate risk

and help companies disclose this information in a

clear and consistent way

UCITS

Undertaking for Collective Investment in

Transferable Securities as defined by EC Council

Directive 85/611/EEC, as amended

UNGC

United Nations Global Compact. A UN-led pact

to encourage businesses worldwide to adopt

sustainable and socially responsible policies, and

to report on their implementation. It is the

world’s largest corporate sustainability initiative

and is based on ten principles in the areas of

human rights, labour, the environment and

anti-corruption

WAEP

Weighted average exercise price

Glossary continued

1. Although Jupiter Fund Management PLC information providers, including without limitation, MSCI ESG Research LLC and its affiliates (the “ESG Parties”), obtain information (the “Information”)

from sources they consider reliable, none of the ESG Parties warrants or guarantees the originality, accuracy and/or completeness, of any data herein and expressly disclaim all express or

implied warranties, including those of merchantability and fitness for a particular purpose. The Information may only be used for your internal use, may not be reproduced or redisseminated

in any form and may not be used as a basis for, or a component of, any financial instruments or products or indices. Further, none of the Information can in and of itself be used to

determine which securities to buy or sell or when to buy or sell them. None of the ESG Parties shall have any liability for any errors or omissions in connection with any data herein, or any

liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

200 Jupiter Fund Management plc Annual Report and Accounts 2022

Other Information •

This report is printed on Printspeed Offset which is derived from

sustainable sources. Both the manufacturing paper mill and printer

are registered to the Environmental Management System ISO 14001

and are Forest Stewardship Council® chain of custody certified.

Designed and Produced by Black Sun Plc

www.blacksunplc.com

Registered address:

The ZigZag Building

70 Victoria Street

London

SWE 6SQ