The Bank's staff policy on directorships.


We are not allowed to become directors of companies without the Bank’s advance consent. Consent is unlikely to be given where the company is running a business, particularly a regulated financial business.

This policy is part of Our Code, which we are all required to attest to annually.

Why do we need this policy?

The requirements in this policy are designed to reduce the range of risks to the individual and the Bank (eg financial, legal, and reputational) and any conflicts of interest that can arise from being a company director.

Who does this policy apply to?

This policy applies to all of us working at the Bank. This includes consultants, contractors, and agency staff.

What you must know or do?

Permission will not normally be granted for you to become a director (whether executive or non-executive or otherwise) of a company engaged in business, as this can give rise to a range of financial, legal, and reputational risks.

Permission will not be granted for you to become a director of an organisation engaged in financial markets, or Bank-regulated firms and their holding companies.

You may be permitted to take on the directorship of a non-trading company – eg one set up by leaseholders in a block of flats to acquire or manage the freehold. Directorships of social enterprises or charities may also be permitted as these raise fewer concerns, but advance approval is still required.

Directorship requests are considered by the Conflicts Team and your Head of Division (HoD). Any actual or perceived conflicts of interest will need to be discussed and resolved.

Some Bank colleagues become company directors through their employment here – for example, as directors of the Bank’s own subsidiaries. When being appointed to such positions, individuals are encouraged to contact the Legal Directorate, who will be able to provide advice and guidance on the associated legal responsibilities.

The application of this policy will be in accordance with the relevant data protection legislation. For information on how the Bank processes your data, please see our staff data privacy notice.

Key policy requirements

For all colleagues

1. You must seek approval via the Our Code Compliance system before taking on a directorship (whether executive or non-executive).

2. If you are appointed as a director through your employment with the Bank (eg of a Bank subsidiary), you should record this via the Our Code Compliance system.

3. You must promptly seek approval via the Our Code Compliance system for any directorship already in place when you join the Bank.

4. If circumstances change, you must promptly update your data in the Our Code Compliance System and notify your HoD.

For all managers

5. You must ensure that you and those working in your Division understand the requirements of this policy.

6. You must promptly review any directorship requests via the Our Code Compliance system.

7. Contact the Conflicts Team if you have any questions about a directorship request you have received.

What support is available to help you comply with this policy?

The following documents will aid your understanding of, and compliance with, this policy:

  • Our Code.
  • Staff Handbook (see Section C2).

What is the impact of non-compliance?

If you realise you have breached – or suspect that you might have breached – a requirement in this policy please tell AskCompliance as quickly as possible, so that the issue can be reported and redressed under the Bank’s Breach management policy. The Bank gives credit for you taking prompt responsibility for your mistakes. You should be aware that failing to discharge your responsibilities could lead to disciplinary or other action.

January 2024

This page was last updated 24 January 2024