Focused on driving long term sustainable performance for all of our stakeholders

Section 172 requires directors to have regard to the long-term consequences of their decisions, the interests of key company stakeholders, the impact of the company’s activities on the community and the environment, the desirability of maintaining a reputation for high standards of business conduct, and fair treatment between the members of the company. As a Guernsey company that legislation does not directly apply to Syncona, but the Board recognises the importance of these issues.

Our six key stakeholders

Long-term decision-making

The Company’s strategy is to found, build and fund companies around exceptional science to create a dynamic portfolio of globally leading healthcare businesses, through which we seek to capture the out-return that comes from commercialising life science. We take a long-term approach and focus on delivering value through the cycle, ensuring that our portfolio companies are focused on delivering transformational treatments for patients. Our fundamental view is that the best opportunities for value creation in life science comes by taking carefully selected products into late development, product approval and in some cases beyond.

Key issues

Our portfolio companies work closely with patients as they develop transformational treatments for high unmet needs. Patients are interested in the success of development, their ability to access treatments, and that clinical research takes place in a safe and compliant manner.

How does Syncona engage with them?

Engagement is typically led by our portfolio companies, who also have responsibility for conducting clinical research to a high standard. Syncona sets expectations for our portfolio companies around access to medicines and conduct of research, as part of our Responsible Investment Policy. The Syncona Investment Management Limited (SIML) team monitor the activities of the portfolio companies as part of their wider investment monitoring

Impact on Board activities

The Board has approved our purpose this year, reconfirming our focus on investing to extend and enhance human life.

The Board has also had extensive discussions around our approach to responsible investment during the year, including our expectations on access to medicines and conduct of research, and has now approved the policy.

Any relevant and major issues arising from portfolio companies are reported to the Board as appropriate.

Key issues

Shareholders want to know we are running a long-term, sustainable business that will deliver strong risk adjusted returns. The business model is capital intensive and so maintaining alignment with shareholders and access to capital is key for us.

How does Syncona engage with them?

The Chair seeks to engage with key shareholders and investor groups each year.

The SIML executive team meet with key shareholders after the annual and interim results, typically reaching shareholders holding more than 80% of shares. The team also engage on an ongoing basis with existing and potential shareholders.

Impact on Board activities

Feedback from shareholders is reported at each Board meeting, and considered by the Board as part of strategy and other discussions. The Board also discuss the effectiveness of shareholder engagement.

The Board has had extensive discussions around sustainability and responsible investment issues during the year, to ensure we are achieving the expectations of shareholders and other stakeholders, and has now approved policies in these areas.

Key issues?

Ensuring the team is recruited, retained and fully engaged with the Company’s strategy is key to our success and a key risk for us. The team seek a working environment providing a high quality culture, strong opportunities for development and aligned remuneration.

How does Syncona engage with them?

Managing the team is a core part of the SIML executive’s role.

The small size of the team also allows adirect connection between the Board and the SIML team. The Board has designated an employee engagement director, Gian Piero Reverberi, who has met individually with a range of team members during the year. The Board also joins the SIML team for their quarterly review meetings, and (outside the COVID-19 pandemic) for informal lunches.

Impact on Board activities

Team matters have been key items on the Board agenda this year, including agreeing a set of Syncona values developed by the SIML team and other work to formalise the Syncona culture; reporting from Gian Piero Reverberi on his engagement with the team; and supporting SIML in recruitment of key senior leaders during the year, including a Chief Human Resources Officer. Our risk process also recognises the SIML team as one of the key risks of the business.

Alongside this, the Remuneration Committee considers incentivisation of the team and approves awards under the long term incentive scheme.

Key issues

Our strategy is executed through our portfolio companies, and we aim to ensure they act in line with our expectations as a responsible investor. In turn, our portfolio companies rely on our support for them, both financial and through our knowledge and networks.

How does Syncona engage with them?

Support and oversight of portfolio companies is a core part of the SIML team’s role. There is generally a very close relationship with one or more SIML team members in regular contact with the portfolio company’s senior team to support their business and clinical strategies and drive long term value, and taking board seats to promote high quality governance and oversight. Syncona sets expectations for our portfolio companies as part of our responsible investment policy.

Impact on Board activities

The SIML team provide extensive reporting on portfolio companies to the Board at each meeting, as a key element of the Board’s oversight and assurance role.

The Board also meet directly with portfolio companies, to more fully understand their businesses and (particularly) how the SIML team interact with them.

Key issues

Charitable giving has been part of the Syncona story since 2012, when BACIT Limited (now Syncona) was established with a commitment to donate a percentage of its NAV to charity each year. The charities benefit from long term and sustainable donations, and the potential for growth as the Syncona NAV grows

How does Syncona engage with them?

Syncona’s donations are principally through the Syncona Foundation, which is independent of Syncona but closely aligned with its aim of transforming the lives of patients. The Foundation in turn supports and maintains relationships with a range of charities. Two Board members are also trustees, and a member of the team attends trustee meetings as an observer.

Impact on Board activities

The Foundation’s trustees present annually to the Board on the impact of the donations. In addition, the Board are invited to attend charity presentations each quarter, to gain a fuller understanding of the impact that Syncona’s support has had.

Key issues

Maintaining our licence to operate is vital. We believe our purpose is fundamentally positive for society. We aim to run our business in a sustainable way, acting as a responsible investor and meeting expectations for our impact on the community and the environment, high standards of business conduct and other impacts on society.

How does Syncona engage with them?

We aim to provide information about our wider impacts to the public and other stakeholders. We have recently published a Sustainability Report setting out more details of our approach on sustainability issues, and intend to do this each year.

Impact on Board activities

The Board has approved our purpose this year, reconfirming our focus on investing to extend and enhance human life. The Board has had extensive discussions around sustainability and responsible investment issues during the year, to ensure we are achieving the expectations of shareholders and other stakeholders, and has now approved policies in these areas.

Syncona legal disclaimer

Please read the below disclaimer carefully. You will be asked to accept these terms and conditions before proceeding.

The information on this website is directed only at persons who are shareholders in Syncona Limited (the “Company”) and is provided for their exclusive use and benefit.

Users of this website are responsible for observing all applicable laws and regulations in their relevant jurisdictions before proceeding to access the information contained herein. By proceeding to access the information, users are deemed to be representing and warranting that the applicable laws and regulations of their relevant jurisdiction allow them to do so. No information, materials or opinions contained on this website (“Materials”) constitute or would be deemed to constitute a recommendation or invitation in any jurisdiction to invest or otherwise deal in the shares of the Company (the “Shares”).

The website that you are seeking to access does not constitute an offer to buy or sell the securities mentioned in the website in any jurisdiction or jurisdictions in which such offers or sales are unlawful prior to registration or qualification under the securities laws of any such jurisdiction. In particular, the securities mentioned in the website have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or exemption from registration under the Securities Act and other securities laws. There will be no public offer of these securities in the United States. Offers and sales of these securities, and distribution of the related information, may also be subject to restrictions in other jurisdictions.

The website that you are seeking to access is not directed at and may not be viewed by or distributed to persons:

  • in the United States or who are U.S persons (as defined in Rule 902 under the Securities Act);

or

  • located in a jurisdiction where it is not lawful to access the materials.

The Materials are provided on an “as is” and “as available basis” and do not purport to be full or complete. The Company and its affiliates believe that the source of the Materials is reliable however they cannot and do not guarantee, either expressly or implicitly, and accept no liability for, the accuracy, validity, timeliness, merchantability or completeness of any information or data (whether prepared by the Company, its affiliates or by any third party) for any particular purpose or use or that the information or data will be free from error. The Company and its affiliates do not undertake any responsibility for any reliance which is placed by any person on any statements or opinions which are expressed herein. Neither the Company, nor any of its affiliates, directors, officers or employees will be liable or have any responsibility of any kind for any loss or damage that any person may incur resulting from the use of this information.Nothing contained in this website constitutes financial, investment, legal, tax or other advice and is not to be relied on in making an investment or other decision. You should obtain relevant and specific professional advice before making any investment decision.

The Materials on this website are provided for your personal use and informational purposes only and are subject to change without notice. The Company has the right to suspend or withdraw the provision of all or any of the website of the Materials without prior notice at any time.

The value of investments mentioned in this site, and the income from them may go down as well as up and investors may not get back the amount invested. Information on past performance, where given, is not a guide to future performance. Changes in rates of exchange between currencies may cause the value of investments to decrease or increase.
The Company is a registered closed-ended collective investment scheme registered pursuant to the Protection of Investors (Bailiwick of Guernsey) Law, 1987, as amended (the ‘‘POI Law’’) and the Registered Collective Investment Scheme Rules 2008 (the ‘‘CIS Rules’’) issued by the Guernsey Financial Services Commission (the ‘‘GFSC’’). Neither the GFSC nor the States of Guernsey Policy Council take any responsibility for the financial soundness of the Company or for the correctness of any of the statements made or opinions expressed with regard to it.

Copyright

Copyright of all images and text in this website is owned by or licensed to the Company or one of its affiliates unless otherwise noted. You may imprint, copy, download or temporarily store extracts from this website for your personal information and use. Any other use is prohibited unless you first request and obtain the prior written consent of the Company. You may not alter or otherwise make any changes to any material that you print or download from this website, including, without limitation, removing any identifying marks or legends from such material. In particular, you may not copy or use any part of this website on any other website, or link any other website to this website, without the prior written permission of the Company. You may not use the website for any purpose which is unlawful, abusive, libellous, obscene or threatening.

No warranty

The Materials contained in this website are provided without any warranty of any kind, either expressed or implied, to the fullest extent permissible pursuant to applicable law. Neither the Company nor its affiliates assume any responsibility for the uninterrupted availability of this website or warrant that it will be error-free, that defects will be corrected, or that this website or the servers that make it available will be free of viruses or other harmful components.

Liability waiver

You agree that under no circumstances, including, but not limited to, negligence, shall the Company or any of its affiliates be liable for any special or consequential damages that result from the access or use of, or the inability to access or use, the Materials on this website. This does not exclude or restrict any duty or liability that the Company has to its customers under the regulatory system in the United Kingdom or Guernsey.

Privacy policy

This policy sets out what the Company and its affiliates do with any personal information collected from this website.

Any personal information collected from this website will be processed in accordance with relevant data protection laws.

You may use the public areas of this website without providing the Company or its affiliates with any personal information and the Company and its affiliates do not monitor or collect any personal information through your access to the public areas of this website. The Company and its affiliates do not use cookies to collect information but may gather other anonymous information to assist in improving the services.

If you chose to provide the Company and its affiliates with personal information, this information will only be used for the purposes of the service that you have requested. The Company and its affiliates will not sell or transfer any personal information to third parties without your permission, other than as required by law.

The Company and its affiliates are not responsible for the content or privacy policies of websites to which this website may link.

The Company and its affiliates are committed to protecting your personal information but in the event that the system is infiltrated by unauthorised third parties the Company and its affiliates will not be liable for any resulting misuse of personal information.

Linked sites

The Company has not reviewed any website linked to this website and is not responsible for the contents of off-site pages or any other websites linked or linking to this website. If you follow any links from this website you do so at your own risk.

Links to this website may not be established without the prior written consent of the Company.

Governing law

The terms and conditions of this legal notice shall be governed by and construed in accordance with the laws of Guernsey. Users of this website agree that any dispute or action arising out of or relating to these terms or any user’s use of this website shall be commenced only in the courts located in Guernsey, and users of this website hereby consent and submit to the exclusive jurisdiction of such courts for the purposes of any such dispute or action.

By accessing Materials on this website you agree to be bound by the foregoing limitations.