8.1 Overview

The Board

The LBMA Board sets the strategic and business vision, and scrutinises LBMA’s performance, with Sub-Committees advising on specific areas of expertise. The Terms of Reference for each Sub-Committee are provided on the LBMA website.

The ExCom

The Board delegates certain decision-making powers to the ExCom, in order to help manage potential conflicts of interest and the day-to-day functioning of the Association. The ExCom’s purpose is to enhance both the governance and delivery of LBMA in full support of its stakeholders’ needs. The ExCom also manages stakeholder relationships to develop strategies identified in close collaboration with the Board.

The ExCom Terms of Reference explain the composition and the decision making authority. They take any appropriate decisions in order to mitigate the potential conflicts of interest that may arise at Sub-Committee level and/or Board level.

The ExCom is also responsible for overseeing the work of numerous Sub-Committees.

The Sub-Committees

To support the work of LBMA, there are a number of Market and Board Sub-Committees, who advise on specific areas of expertise, enabling LBMA to benefit from the knowledge, experience and dedication of senior members. Each Sub-Committee has its own Terms of Reference (ToR). Full list of Sub-Committees and the supporting ToRs are held on the LBMA website and are reviewed annually.

8.2 Board Composition

The LBMA Board is as follows:
a) Six elected or co-opted Member representatives, comprising:
a. Three Market Making Members
b. Three Full Members
b) Up to three independent Non-Executive Directors
c) Up to three LBMA Senior Executive staff – the Chief Executive and up to two senior employees of the Association.

The Board elections are held at the AGM and in accordance with the Articles. All nominations for Board Members should be made to the LBMA Executive, in accordance with the process outlined in the Articles and as notified to Members.

8.3 Sub-Committee Composition

Employees of Full Members, Market Making Members and Affiliate Members can put themselves forward to serve on the relevant Sub-Committees (Committee Representative). The Terms of Reference for each Sub-Committee details the requirements, including the number of Representatives allowed. Each Committee Representative participates in their personal capacity, on behalf of the market, and not on behalf of their employer.

LBMA also has a series of working groups, in which individuals can represent their employers. A full list of working groups is available on the LBMA website.

8.4 Applying to Become a Committee Representative

In order to apply to become a Committee Representative on one of the above-stated Sub-Committees, the following steps should be taken:
a) The Committee Representative should contact the LBMA Executive in writing, stating which Sub-Committee they would like to apply for representation on; and
b) The Committee Representative must submit a CV and clearly state their expertise and how it would contribute to the Sub-Committee.

Upon receipt of an application for Committee representation, the Representative will be reviewed for suitability and be invited to meet with the relevant Sub-Committee Chair. Following this, the application will be discussed and reviewed at the relevant Sub-Committee.

A decision will then be made and ratified by the ExCom and the Board. Following approval, the Representative will be able to join the chosen Sub-Committee and, at the same time, will need to complete an induction process and sign documentation in relation to confidentiality policies, conflicts management and disclosure.

The ExCom may at its absolute discretion decline to accept any application for Committee Representative and need not give reasons for doing so.

The Sub-Committee Chair must be approved by the ExCom every three years.

The Committee Representative of each Sub-Committee are published on the LBMA website.

8.5 Conflict Management

Both Board Members and Committee Representatives will be required to identify any existing or potential conflicts of interests and notify LBMA and the relevant Chair immediately upon becoming aware of these, in order for mitigation procedures to be put in place and documented. A failure to do so may result in removal from the Board and/or Sub-Committee.

A Board Member and/or Committee Representative may also be asked to remove themselves from any Board decision and/or Sub-Committee discussions which might give rise to any potential conflicts of interest. The relevant Chair and/or LBMA Executive will be responsible for ensuring that all conflicts of interest are managed appropriately.

8.6 Removal from the Board and/or a Sub-Committee

A Board Member or a Committee Representative may be removed from the Board or Sub-Committee respectively, with immediate effect, if any of the following occur:
a) They cease to be an employee of the Member;
b) The Member they represent ceases to be a Member of the Association;
c) The Member they represent changes its category of Membership;
d) They are prohibited by law or statute from being able to carry out their duties or commitments to either the Member they represent or the Sub-Committee or User Group of which they are a member;
e) Their behaviour is considered unreasonable or inappropriate and may bring LBMA’s reputation into disrepute;
f) They are convicted of a criminal offence;
g) They are subject to, or otherwise associated with, any investigative proceedings by any regulatory authority;
h) They have been absent from meetings of the Board/Sub-Committee for a consistent period of six months or more, without a valid reason.