4th November 2024 – PFS AGM

My understanding from people close to the PFS is that the CII are trying to quietly dismantle any semblance of independence from the inside.

You should have received a proxy vote form and notification of the PFS AGM, held pm Monday 11 November, at Midland Hotel, Manchester M60 2DS, and online. If you’re able to attend please do so, you can register your in-person attendance by emailing pfsagm@thepfs.org.

I will unfortunately be unable to attend in person, but I will be attending online.

Regardless of how you plan to attend, it is so important to vote and make the member voice heard.

CII’s independent chair, Helen Philips, said at the CII AGM that voting down a particular motion would give a signal that members have wider concerns. You can watch the video clip and read former member-director Vanessa Barnes’s view at this link.

Steps to take to register your protest vote:

  1. Find your online voting form – this should have been emailed recently, from the email address pfs@lumiengage.com
  2. Go to https://web.lumiagm.com/196802226 to register your proxy votes
  3. Vote AGAINST the report and financial statement, and the auditors. This should send a strong message.
  4. Vote FOR the member directors and lay director.
  5. ASK QUESTIONS – here are some you may want to consider (thanks again to Vanessa Barnes for some of these), but please feel free to re-word or ask your own.
  6. Forward this post to other members.

Last month four Institute Directors, described by Helen Phillips as high calibre professionals, had their employment terminated without notice. When and how did the PFS Board find out about these sackings and how is their removal an example of the “blueprint for governance” promised by the CII Chair?


How was the PFS Board informed of the appointment of four CII Execs to the PFS Board?


Do the Member Nominated and Lay Directors agree that replacing four “high calibre professionals” with four CII Execs will “bring additional strength to the PFS Board”?


Please confirm that appropriate service level agreements between the PFS and the CII have been amended or put in place following the appointment of the CII ELT to the PFS Board?


At the CII AGM, Matthew Hill stated “declaration of interest is a thing to which great attention is paid and that causes me no difficulty or trouble whatsoever.” Mr Hill’s declaration of interest is not the main concern. In order to fulfil its fiduciary responsibilities, the PFS Board cannot arbitrarily accept Mr Hill’s assurances of his and his colleagues’ “bona fides”. How will you manage the potential compromise or bias affecting decisions and actions related to services managed by the CII Execs? This will include the CII Execs assessing the charge for those services which will be funded by the members’ subscriptions.

It has been reported that the previous directors of the PFS who were terminated on 1st October, were improperly terminated, and not told in advance, and were in fact seeking legal advice. Can the board provide an update to the members on behalf of this apparent governance failing from CII?

Why are members not asked to vote on the appointment of CII directors?

Will the board be asking the CII to commit to repay the remaining £8.9M of outstanding intercompany loan immediately, or commit to a repayment schedule with appropriate fees and interest paid, to support the interests of PFS members?

7th Oct 2024 – 5 things PFS Members Can Do

As a PFS member, it’s easy to feel powerless when seeing what is going on between the II and our professional body. I am recommending four things you can do today to help. I have also added some deeper background at the end.

Why does this all matter? For our profession to flourish we need independent professional bodies acting in the interests of its members. The PFS has 40,000 members, and £20M of member funds that should be deployed to improve access, education and practice. Around £9M of these are currently held by CII in an intercompany loan arrangement, without interest payment.

Is this the best use of our money? Who gets to decide? You guessed it, the PFS board. This presents an issue if a majority of the board is appointed by, and employed by, the company that owes the debt.

If our profession is to have the future it deserves, we need to be in control of budget, training and strategic direction. For as long as the CII behaves in this way, that future is at risk.

The good news is that I can see a positive solution to this, but it will require PFS members to stand up and demand an alternative to the CII’s plan for our future.

Act now

So, how can we act? How can we try to make sure these questions are answered? That this apparent governance tailspin is brought back under control, and PFS member interests are protected?

Here are five immediate actions you can take. Some are quick, some require more effort. All will help. Depending on the outcome, PFS members may have to seriously consider requesting independent investigations from the CII’s various regulatory bodies.

1. Vote in the CII AGM

You should have received an online voting form on 26th September with a username and password.

I have used this form as a protest vote, and have voted no to all CII proposals. You can vote however you wish, but please ensure that you vote. All PFS members are CII members too.

2. Attend the CII AGM on 24th October at Insurance Hall, Aldermanbury in person

It would be even more effective if a good number of PFS members attended the CII AGM live. It will be an opportunity to ask them to justify and explain their apparently hostile actions towards the PFS.

The event will be at  3pm (BST) on Thursday, 24 October 2024 at The Insurance Hall, 20 Aldermanbury, London, EC2V 7HY. Contact agm@cii.co.uk to ‘request’ live attendance.

3. Contact all newly-appointed CII directors and remind them of their fiduciary duties

Unfortunately, CII do not publish contact emails for their executive board. However, their email naming convention appears to be firstname.lastname at cii dot co dot uk
That would suggest their email addresses are as follows:

A suggested template:

Subject: Your recent PFS board appointment – fiduciary duty and conflicts of interest

Email:

I am writing as a member of the Personal Finance Society, and would like to congratulate you on recent non-executive appointment to the PFS board.

As I am sure you will understand, members have voiced concerns about conflicts of interests that employees of the CII may face, especially when it comes to the financial dealings between the two separate legal entities.

You may have seen that Andy Briscoe, when acting as the PFS board chair at the AGM in 2023, said:

“Historically, the [Chartered Insurance] institute was appointing their full-time employees, who weren’t necessarily particularly skilled in governance, and obviously have found it very difficult to take an independent view.”

I would be grateful if you could confirm that you are comfortable with your absolute fiduciary duty to the PFS and its objects, and therefore its membership. I would also appreciate it if you could explain how you intend to manage the conflicts of interest that will no doubt arise from your dual roles.

4. Ask the CII President and chair to urgently investigate governance within the CII

The timeline of events outlined above should be deeply concerning for the CII board. Mass appointments, repeated resignations, and terminations, all point to dysfunction with whatever group or person is responsible for these decisions. We have heard precious little from the CII board, other than from the chair Helen Philips, who has been quoted in most of the articles above where CII appointed PFS directors.

Again, CII email naming convention would suggest that contact emails are:

Another suggested template:

Subject: Member request for CII governance investigation

Email:

I am writing as a dual member of the PFS and CII, to request an immediate investigation into the decisions that have led to significant changes to the PFS board on multiple occasions over the last two years.

These events have eroded trust in the CII, and are causing increasing concerns across the membership of both bodies. Considering the significant reputational damage caused by each separate action, I am sure there are sensible and rational explanations for each, and they weren’t taken lightly.

However, the most recent appointments are employees and executive directors of CII, and therefore, in the words of the former CII-appointed chair of the PFS at the 2023 AGM, CII employees have “…obviously have found it very difficult to take an independent view” when sitting on the PFS board previously.

I look forward to your prompt response, and would encourage you to publish any such investigation for the benefit of all members.

5. Forward this email to other PFS members and ask them to join in

Most meaningful actions to do with our professional body’s future require a vote from at least 5% of the membership. Our worst enemy is member apathy.

I would encourage you to forward this email to friends, colleagues, professional networks.

Have you had this email forwarded to you? Sign up here or at the bottom of this page.

https://mailchi.mp/ourpfs/6zt4mnvj0q

Background

Given the news in the last week about the CII’s further unnecessary intervention in the running of our professional body, I wanted to list four immediate actions members can take to help protect the future of the Personal Finance Society.

I believe that the ultimate aim of the CII is to fold the PFS into something akin to a committee within the Institute. I can trace this back to Sian Fisher’s announcement of other ‘societies’ within the CII, when she launched her ill-fated strategic vision in 2016.

Fisher attempted ‘deregistration’ of the PFS three times in those five years – the final failed attempt in 2021 ultimately led to her resignation.

Since then, the CII has changed course in its attempt to take control of PFS. After claiming there were ‘governance failings’ in December 2022, Helen Philips, chair of the CII board, said “it is deeply disappointing that independent mediation has failed, and serious and significant governance failures have arisen, which leave the CII Group Board with no alternative but to take this action at this juncture and resolve matters without further delay.” CII published story can be read here

Three ‘governance experts’ were appointed to the board, bringing a majority of Institute-appointed directors. All since resigned or removed.

A further raft of institute apointees were added in July 2023. Of those, only two remain. CII story here.

Yet more were appointed in May of this year – CII story here.. Then, a week ago, four were terminated by CII and replaced with their employees. CII story here.

What is happening here?

It would be easy to see this pattern of appointments as increasing desperation from a person or group within the CII – perhaps the independent governance experts did not indeed see the governance failings the CII claimed? Perhaps they were unwilling to act against the interests of the members they served as directors?

How will the new directors, all executive directors of the CII, act? Are they suitably qualified to be non-executive directors for a member organisation? Are the CII non-executive board aware of these actions?

If you haven’t done already, check out the video on the homepage of www.ourpfs.co.uk – Andy Briscoe, a previously-CII-appointed chair of the PFS board, speaking at the 2023 PFS AGM said the following:

“Historically, the [Chartered Insurance] institute was appointing their full-time employees, who weren’t necessarily particularly skilled in governance, and obviously have found it very difficult to take an independent view.”