The Corporate Trustee

7 May 2021: Notification of changes to the Trustee Board

New Airways Pension Scheme Trustee (the NAPS Trustee) – Member Nominated Trustee Director (MND) Arrangements

The NAPS Trustee periodically reviews the MND Arrangements to ensure that the provisions in place reflect the composition of the membership and current best practice. Following a recent review, the NAPS Trustee agreed to change the structure of the MND constituencies to balance the number of Employed Deferred MNDs and Pensioner MNDs. The change is consistent with the NAPS membership profile which has an increasing Pensioner population. The following changes take immediate effect:

  • The Administration & the Rest of Management (AROM) and the Engineering, TMGs and Ground Services (ETGS) constituencies have been merged to form a Ground Staff constituency; and
  • There will be three Employed Deferred MNDs and three Pensioner MNDs

Mr Dave Southcott is the AROM representative and as the ETGS position was vacant Mr Southcott will continue his term of office as the Ground Staff representative. The NAPS Trustee is seeking nominations for: 1) the Pensioner MND role that has arisen from the above changes; and 2) a Pensioner MND vacancy due to arise from a term of office expiry. The invitation details are available on the News page in the ‘Latest news’ section.

This change is a first step in broader changes anticipated to be made to the MND constituencies later this year.

The Scheme Trust Deed & Rules are in the process of being updated to reflect these changes. Details of the Trustee arrangements are available on the About us page on our website.

The Trustee arrangements for NAPS are as follows:

NAPS is managed by a Corporate Trustee (New Airways Pension Scheme Trustee Ltd), made up of 12 Trustee Directors.

  • Six of the Trustee Directors are appointed by British Airways as Employer Nominated Directors (ENDs).
  • Currently, six Trustee Directors are elected by the NAPS membership as Member Nominated Directors (MNDs). As part of the closure of NAPS to accrual on and from 1 April 2018 the Scheme Rules for Trustee arrangements were amended, replacing the active member category with employed deferred members. MNDs are currently elected as follows:
    • Three of the MNDs are elected by employed deferred members of the Scheme. Each will come from different occupational groups and must be an employed deferred member of NAPS.
    • Three of the MNDs are elected by pensioner members* of the Scheme and must be pensioner members* of NAPS.

An MND may remain in office for a minimum of five years and a maximum of five and a half years and is eligible for re-appointment (provided that he/she still meets the eligibility criteria for the relevant vacancy).

Nominations for the elected NAPS MNDs must be supported by at least 10 members in the relevant constituency. If there is more than one nomination for a vacancy, a ballot of the relevant members is held and the result is decided on a simple majority of the votes cast.

Members who have taken Flexible Retirement cannot apply to be both a pensioner member* MND and an employed deferred member MND at the same time. However they are eligible to vote in both employed deferred member and pensioner member* MND elections.

An elected MND may be removed from office following a ballot in which two-thirds of the votes cast by the members in the relevant constituency are in favour of removal. A ballot may be held on written request to the Trustee by fifty of the relevant members.

* For this purpose 'pensioner members' does not include pensioners whose benefits have not yet come into payment, spouses, dependants or children in receipt of pensions and pensioners receiving only Equivalent Pension Benefits under the National Insurance Acts.

In addition to regular quarterly meetings, the Trustee has established two committees to cover Investment, Operations, Governance and Environmental, Social and Governance (ESG) matters.

The committee structure ensures that all issues receive detailed consideration before they are escalated to the full board for final decision.

The Investment Committee is responsible for detailed consideration of investment initiatives and transaction related costs, making recommendations on strategic asset allocation to the Main Board, reviewing the performance benchmarks, compliance with investment regulations and monitoring of the Statement of Investment Principles, monitoring of ESG matters and the Responsible Investment policy and other governance documents. The Committee has adopted a forward looking business plan with the primary objective of ensuring the continuing suitability of investment arrangements.

The Governance & Operations Committee is responsible for reviewing the performance of the Scheme's advisors, ensuring compliance with regulatory requirements, risk management, audit, Scheme benefits, overseeing implementation of the communication programme and monitoring management and controls.

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Scheme Actuary

Mr Aaron Punwani of Lane Clark & Peacock is the Actuary for NAPS. The actuary advises on the Scheme's ability to meet its commitments to members and on a range of financial matters, including what the Company needs to pay into the Scheme.

In addition, the following provide specialist advice and support:

Legal Advisers

CMS Cameron McKenna Nabarro Olswang LLP

Bankers

Bank of New York Mellon
External Custodian: State Street Bank & Trust Co

Scheme Auditors

KPMG LLP

Investment Consultants

Mercer Limited

Independent Investment Experts

Ian Maybury
Robert Talbut

Covenant Adviser

PricewaterhouseCoopers LLP

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