Disclosures
MIFIDPRU 8 Disclosure
Introduction
The Financial Conduct Authority (“FCA” or “regulator”) in the Prudential sourcebook for MiFID Investment Firms in the FCA Handbook (“MIFIDPRU”) sets out the detailed prudential requirements that apply to Venn Partners LLP (“Venn” or the “Firm”). Chapter 8 of MIFIDPRU (“MIFIDPRU 8”) sets out public disclosure rules and guidance with which the Firm must comply, further to those prudential requirements.
Venn is classified under MIFIDPRU as a small and non-interconnected MIFIDPRU investment firm (“SNI MIFIDPRU Investment Firm”). As such, the Firm is required by MIFIDPRU 8 to disclose information regarding its remuneration policy and practices.
The purpose of these disclosures is to give stakeholders and market participants an insight into the Firm’s culture and to assist stakeholders in making more informed decisions about their relationship with the Firm.
This document has been prepared by Venn in accordance with the requirements of MIFIDPRU 8 and is verified by the Management Body. Unless otherwise stated, all figures are as at the Firm’s 31 December financial year-end.
There are key governance stages in place which allows for review, challenge, and approval prior to publication. The disclosure is not required to be subject to independent external audit.
Remuneration Policy and Practices
Overview
As an SNI MIFIDPRU Investment Firm, Venn is subject to the basic requirements of the MIFIDPRU Remuneration Code (as laid down in Chapter 19G of the Senior management arrangements, Systems and Controls sourcebook in the FCA Handbook (“SYSC”)). Venn, as an alternative investment fund manager, is also classified as a collective portfolio management investment firm, and as such, is also subject to the AIFM Remuneration Code (SYSC 19B). The purpose of the remuneration requirements is to:
- Promote effective risk management in the long-term interests of the Firm and its clients;
- Ensure alignment between risk and individual reward;
- Support positive behaviours and healthy firm cultures; and
- Discourage behaviours that can lead to misconduct and poor customer outcomes.
The objective of Venn’s remuneration policies and practices is to establish, implement and maintain a culture that is consistent with, and promotes, sound and effective risk management and does not encourage risk-taking which is inconsistent with the risk profile and risk appetite of the Firm and the services that it provides to its clients.
The objectives of the Firm’s financial incentives are to align individual and firm performance with the Firm’s business strategy, long-term interests and risk appetite, and to promote appropriate behaviours and conduct.
In addition, Venn recognises that remuneration is a key component in how the Firm attracts, motivates, and retains quality staff and sustains consistently high levels of performance, productivity, and results. As such, the Firm’s remuneration philosophy is also grounded in the belief that its people are the most important asset and provide its greatest competitive advantage.
Venn is committed to excellence, teamwork, ethical behaviour, and the pursuit of exceptional outcomes for its clients. From a remuneration perspective, this means that performance is determined through the assessment of various factors that relate to these values, and by making considered and informed decisions that reward effort, attitude, and results.
Characteristics of the Firm’s Remuneration Policy and Practices
Remuneration at Venn is made up of fixed and variable components:
Fixed remuneration – is allocated to all employees and comprises salary, which is permanent, pre-determined, non-discretionary, non-revocable and not dependant on performance.
Variable remuneration – This broadly comprises annual variable remuneration paid in cash (bonuses) and ‘long-term incentives’. Each of these elements of variable remuneration are based on the performance of the individual (both financially and in relation to other factors such as compliance with regulatory rules and compliance policies and procedures) as well as the long-term performance of Venn.
All staff are eligible to receive variable remuneration.
The below table summarises the financial and non-financial criteria of performance used across the Firm in assessing the level of variable remuneration to be paid:
| Financial Performance Criteria | Non-Financial Performance Criteria | |
|---|---|---|
| Firm | Current and future risks are taken into account in assessing financial performance of the firm and, where relevant, its business units. | Maintenance of robust operational and regulatory environment to ensure the firms business strategy is achieved across the Firm and, where applicable, its business units. |
| Individual | Acting in accordance with the firm’s business strategy and contributing to the financial performance of Venn (apart from control functions). | Acting in accordance with the firm’s business strategy, objectives, values and long-term interests (including acting in the best interests of clients and in line with all compliance, regulatory requirements and Conduct rules) Compliance with policies and procedures |
The fixed and variable components of remuneration are appropriately balanced: the fixed component represents a sufficiently high proportion of the total remuneration to enable the operation of a fully flexible policy on variable remuneration. This allows for the possibility of paying no variable remuneration component, which the Firm would do in certain situations, such as where the Firm’s profitability performance is constrained, or where there is a risk that the Firm may not be able to meet its capital or liquidity regulatory requirements.
The maximum aggregate level of remuneration (fixed and variable combined) that may be payable to all staff is calculated as a fixed percentage of revenues after deducting all non-remuneration expenses.
Governance and Oversight
The Compensation Committee considers the award of remuneration by Venn in accordance with the Firm’s Remuneration Policy.
Venn’s remuneration policy and practices are reviewed annually by the Compensation Committee, with input from Venn Board where appropriate.
When undertaking the review of the Firm’s Remuneration Policy, the Compensation Committee will assess whether the implementation of this Policy:
a) Results in remuneration awards that are in line with the firm’s business strategy;
b) Reflects the risk profile, long-term objectives and other relevant goals of the firm; and
c) Complies will all relevant legal and regulatory requirements.
No external consultants were used in the development or review of the Firm’s remuneration policies and practices during the financial year.
Quantitative Remuneration Disclosure
| Financial Year (January to December) | Total Remuneration | Fixed Remuneration | Variable Remuneration |
|---|---|---|---|
| 2025 | £7.2m | £4.8m | £2.4m |
| 2024 | £6.2m | £4.3m | £1.8m |
| 2023 | £6.4m | £4.4m | £2.0m |
| 2022 | £6.8m | £4.8m | £2.0m |
For these purposes, ‘staff’ is defined broadly, and includes, for example, employees of the Firm itself, partners or members and secondees.
Remuneration includes all forms of fixed and variable remuneration awarded during the financial year.