Shareholding Membership Policy
Policy Owner - Combined Board
Accountable Lead - Director of Governance
Policy Level - Regulatory / Strategic
Policy Reference - GOV/POL/2022/01
Link to Strategy - Resilient Business
Version Control:
v.1 - Approved by Combined Board 16 June 2014
v.2 - Approved by Combined Board 19 September 2016
v.3 – Approved by Combined Board 17 January 2022
Approved by - Combined Board - January 2022
Consultation - Director of Policy
Equality analysis - Conducted and submitted to the EDI Steering Group: no material comments
Next review date - January 2025 (or sooner if required)
This policy covers the following organisations within the Curo Group:
• Curo Group (Albion) Ltd
• Curo Places Ltd
• Curo Choice Limited
Shareholdings in all other Curo Group entities will be determined in accordance with the Rules or Articles of Association of the relevant organisation.
What is a Shareholder/ Member
Shareholders/members delegate the running of the organisation to the Board.
Shareholding or membership enables you to:
• attend and vote at the Annual General Meeting and any Special General Meeting
• vote on any proposed changes to the constitution of the organisation
Who can become a Member
The Board of Curo Group (Albion) will consider applications for membership to the above organisations in accordance with this policy and has absolute discretion to accept or reject an application.
The current policy is to limit new shareholders to people who are currently Board directors or Committee members within the Group. This is because we believe that the best ways for customers and stakeholders to influence Curo policy, direction and performance (and to hold Curo Group to account) exist outside of the very limited powers of shareholders under the relevant organisations’ Rules.
New Board directors of the organisations covered by this Policy automatically become shareholders of that organisation upon appointment, unless they do not meet the criteria for shareholders set out below.
Historically wider membership was accepted, and there is therefore a small legacy of members/ shareholders for Curo Places and Curo Choice who do not meet this condition. Their position remains unchanged.
The constitution of the organisation sets out the eligibility criteria for admission to shareholding members. In addition to these requirements there are the following restrictions on shareholding /membership. A prospective shareholder/ member:
• must not be an employee /consultant/contractor/agency previously or currently engaged by any of the organisations within the group
• must not be a member of the family of a current or previous board member or employee of the organisation
• must not be in financial indebtedness to the organisation
• must not be an employee of another registered provider unless, in the opinion of the board, there is no conflict of interest
• must not have been previously expelled from shareholding/ membership
• must be able to demonstrate that they would have a long term interest in, and willingness to support the organisation
Applications for Membership
In line with this policy, new applications for shareholding / membership will only be accepted from serving Board directors or Committee members within the Group. Board Directors or Committee members who meet the requirements for membership are taken to have applied for membership as part their appointment as a Director.
In accordance with the relevant constitutions, with the exception of Curo Places Ltd, all shareholders / members may be required to pay the sum of one pound (which shall be returned in the event that the application is not approved). It is Curo’s current practice not to require the payment of one pound.
Shares
No financial benefit is gained from being a shareholder. Shares carry no right of interest, dividend or bonus. No shareholder shall hold more than one share and each share shall carry only one vote. If the shareholder should cease to be a shareholder or is expelled the share shall become the property of the organisation.
Termination of Shareholding/ Membership
The ending of a shareholding / membership is set out in the Standing Orders and the Rules of the relevant organisation. In the event of a conflict between the two, the provisions of the Rules shall prevail. In addition, the following shall apply:
• the shareholder /member is expelled upon receipt of a complaint in writing of conduct detrimental to the interests of the organisation leading to a resolution of not less than two-thirds of the membership at a general meeting
• if the shareholder/ member withdraws their membership giving one month’s notice in writing.