Corporate Governance

This statement provides an overview of NRI’s corporate governance arrangements and explains the measures the Board has put in place to ensure that the Company maintains appropriate standards of governance.

NRI is owned by its Members, the insurers and Lloyd’s syndicates that provide its underwriting capacity. The Company provides insurance cover for nuclear risks through a pooling system. The terms of membership are governed by the Company’s Articles of Association, the Pool Membership Agreement and the Binding Authority Agreement entered into annually. Each Member’s voting entitlement is determined by the respective proportion of the insured risks they bear.

The NRI Board is drawn from across the membership except for the Chair who was elected as a Non-Executive Director. The Chair serves for a term of three years, which can be renewed. (The Articles provide for a second Non-Executive Director in addition to the Chair, but this post is currently vacant). The Company’s Articles also provide that each of the three members with the highest proportion of risk may appoint a Director of their choosing to the Board (‘Appointed Directors’). In addition there are four Directors elected by the Members and these ‘Elected Directors’ hold office for a term of 3 years which again can be renewed. Finally, there are two Executive Directors, one of whom serves as Managing Director and the other as Chief Financial Officer of the Company. Profiles of the current Board Directors can be found here. The Board is supported by a Company Secretary who is appointed and may be removed by the Board.

The Board has four scheduled meetings per year and has appointed a Risk & Audit Committee and a Nominations Committee. There is also a Capacity Committee which comprises non-conflicted Directors and meets annually to consider the allocation of capacity for the following year. All committees operate within written terms of reference, adopted by the Board. The Board also meets for an offsite strategy meeting each year.

The Company also holds an Annual General Meeting of its Members. In 2025 the meeting was well-attended and all resolutions were passed unanimously. Following the formal business of the meeting, speakers from the World Nuclear Energy Association and Lloyd’s of London gave presentations. The views of Members received at the AGM or via the Company’s brokers are reported back to the Board and where appropriate, discussed at Board meetings.

The Company has arranged Directors’ and Officers’ insurance cover.

During 2025, the Board of NRI reviewed its Corporate Governance arrangements against the requirements of the UK Corporate Governance Code and as a result, has made a number of enhancements, including the appointment of a Nominations Committee and the publication of this statement.

A Board and Committee evaluation is conducted annually and the results are discussed at a meeting of the NRI Board.

The Company has adopted an equality, diversity & inclusion policy and the aim is for our workforce to be truly representative of all sections of society and the Company’s customers, and for each employee to feel respected and able to give their best.

 NRI has also put in place whistleblowing arrangements for staff that allow for escalation to myself as Chair, where appropriate.

The Company Secretary, under the direction of the Chair, is responsible for Directors’ training and this is reviewed each year.

During the year the Company adopted an updated Board Conflicts of Interest policy and both Board and Committee members are reminded of the requirements of Competition Law before each meeting.

NRI actively seeks to minimise its environmental impact by adopting sustainable practices in its operations, including optimising travel for surveys and offsetting its carbon emissions. The Company supports three official charities each year and NRI staff participate in an annual volunteering day, along with other small events throughout the year, matching any donations made or received by staff. The Company also pledge to contribute donations to charitable fundraising undertaken by individual staff members.

Dr T J Stone CBE

Chair of the Board of Directors

18 September 2025