Our policies

Tax strategy

Close Brothers approach to tax

Our approach to tax is part of our wider commitment to responsible finance. For our tax affairs, responsible finance means that we are committed to complying with our tax obligations and doing so in a manner consistent with the spirit as well as the letter of tax laws. This includes a transparent and cooperative relationship with the tax authorities.

In the sections below we outline in more detail the group’s approach to tax and what we do to ensure we deliver on these objectives. Our approach covers all direct and indirect taxes.

Our core businesses – lending, deposit-taking, wealth management and market-making – each have straightforward product offerings. Our tax obligations arise mainly in the UK where our operations and customers are predominately based. Our straightforward business model and approach to our markets reduces the complexity of our tax affairs and helps us maintain a lower risk tax profile.

Approach to risk management and governance arrangements

Close Brothers Group plc ("CBG") is the parent company of the group, and takes ultimate responsibility for the tax affairs of all group companies.

The CBG board of directors sets the group's tax policy, including the approach to tax risk management and governance. The Audit Committee of the CBG board reviews material developments in the area of taxation at least annually and more frequently as required.

Ensuring compliance with the group’s tax risk management and governance policies is part of our group-wide Enterprise Risk Management Framework, outlined in the Risk Report on pages 68 to 79 of our 2025 Annual Report and Accounts (which can be read at www.closebrothers.com).

The group maintains internal procedures which document the roles and responsibilities in relation to management of all tax types. These procedures ensure that tax sensitive matters are addressed on a timely basis by staff of appropriate experience and seniority. A tax review is required for all new products and services and for significant transactions and business developments which might involve tax risk.

The responsibility for early identification of potentially tax sensitive matters is assigned primarily to senior finance managers (who have timely awareness of developments in their business areas) and to the group’s tax team. The group employs suitably qualified and experienced tax specialists who work closely with their finance colleagues and the wider business, and take the lead role in assessing the need for external advice.

The group regularly reviews all business areas to identify and document tax risks. Tax processes are in place to manage these risks, including testing of the systems and internal controls relied on to produce accurate tax returns.

Level of risk in relation to UK taxation that the group is prepared to accept

We manage tax risk within the risk appetite set by the Board. The group has a low appetite for tax risk.

We seek to minimise uncertainty in relation to our tax affairs by proactively identifying and addressing potential tax issues. Where the tax risk profile of a material transaction or other business development is unclear then typically we will seek external advice, and if the position is still unclear then we discuss with HM Revenue & Customs.

Attitude towards tax planning

CBG takes a conservative approach to tax planning, and has undertaken to abide by the Code of Practice on Taxation for Banks in relation to all group companies. As a result:

• Group companies do not engage in tax planning other than that which supports genuine commercial activity;
• The tax affairs of the group reflect the underlying economic realities of the group's business (unless the relevant tax legislation is clearly designed to give a different result);
• We do not promote products and services to customers unless we reasonably believe the tax result for the customer is not contrary to the intentions of Parliament;
• Remuneration packages for group employees are structured so that the proper amounts of tax and national insurance contributions are paid.

Consideration of our future relationship with the tax authorities will form part of any decision whether to proceed with tax planning.

We also consider the risk of public reputational damage which could result from our participation in tax related arrangements, even where we believe the outcome is otherwise consistent with the above principles.

Subject to the above the group will seek to pursue its commercial objectives in a tax efficient manner.

The group’s approach towards its dealings with tax authorities

The group seeks to maintain a favourable long-term relationship with the tax authorities, and works proactively to achieve this. As a predominately UK group our main tax authority relationship is with HM Revenue & Customs.

Employees of group companies are required to maintain an open, professional, and constructive relationship with the tax authorities. For any material issues, they will seek to work collaboratively to achieve early resolution and hence certainty, and will make full and accurate disclosure of the relevant facts.

We are in regular contact with HM Revenue & Customs personnel, in particular those assigned an ongoing relationship with our group. Where appropriate we can and do discuss tax issues with them in real-time.

We consider that the above statements meet the group’s obligation under para 16(2) Schedule 19 Finance Act 2016 for the year ended 31 July 2025.

Human rights and modern slavery act

The board gives due regard to human rights considerations, as defined under the European Convention on Human Rights and the UK Human Rights Act 1998. We are aware of our responsibilities and obligations under the Modern Slavery Act, with the appropriate policies and training in place to ensure compliance across the organisation.

The Banking division has also committed to the CIPS Ethical Code of Conduct, which supports our commitment to ensure modern slavery does not exist within our supply chain. Further details of our compliance with the Modern Slavery Act can be found here.

Financial crime policy

Our policies and standards are intended to prevent the group, employees, clients and any other associations or representatives from being used for the purposes of financial crime, including but not limited to money laundering, terrorist financing, facilitation of tax evasion and circumvention of financial sanctions.

We are committed to carrying out business fairly, honestly and openly, operating a zero-tolerance approach to bribery and corruption. We are dedicated to ensuring full compliance with all applicable anti-bribery and corruption laws and regulations, including the UK Bribery Act 2010.

Privacy policy

Our Privacy Policy codifies our approach to protecting personal information, in line with the General Data Protection Regulation and UK Data Protection Act 2018. It sets out our core principles for what personal information we collect and process, and the controls to which the data is subject through its life-cycle.

We have a nominated Data Protection Officer who is accountable for the firm's approach to privacy management, a Chief Information Security Officer accountable for our approach to cyber security, and a broader operating model in which the privacy and security requirements are embedded in operations throughout the organisation.

Employee health and safety policy

Our Health and Safety Policy ensures that we continue to provide a safe and healthy working environment for our employees and visitors in accordance with The Management of Health and Safety at Work Regulations 1999.

The Health and Safety Committee continues to meet on a quarterly basis and we are proud of the ongoing progress in successfully raising the profile of health and safety across the business. This year we recorded 79 incidents across all of our sites, of which only two were reportable. We continue to use an online risk assessment tool to manage site-specific risks as appropriate and our Display Screen Equipment risk assessment programme.

Whistleblowing policy

We provide a simple, transparent and secure environment for our employees, shareholders and other stakeholders to raise concerns about any potential wrongdoing within the company.

We encourage our employees to report any activity that may constitute a violation of laws, regulations or internal policy, and reporting channels are provided to staff for this purpose within the framework of a Whistleblowing Policy.

Dignity at work policy

Our Dignity at Work Policy outlines the type of behaviour that the company considers to be unacceptable and explains what solutions there are if any employee has experienced or believes someone else has experienced any discrimination, harassment or bullying at work.

We ensure equal opportunities for all, including having a commitment as part of our Dignity at Work Policy to ensure no employee is subject to discrimination. This applies to all work contexts, as well as all employee lifecycle events, for example in recruitment, training, promotion and flexible working requests.

As part of our Dignity at Work Policy, our colleagues with disabilities are encouraged to share their condition with us, to ensure any reasonable adjustments can be made. We are also members of the business disability forum to support the hiring, retention and career development of employees with disabilities.