Robert Gillespie
About Robert Gillespie
Robert Gillespie (age 69) is an independent non-executive director of Burford Capital Limited (BUR), serving since May 2020, and currently chairs the Nominating and Corporate Governance Committee while also serving on the Audit Committee . He is a Chartered Accountant by training and holds a degree in economics from Durham University, with a career spanning senior investment banking roles at UBS including Vice Chairman, CEO EMEA, and Joint Global Head of Investment Banking . BUR directors are elected to one-year terms and typically re-stand annually; BUR’s guidelines state no nomination beyond age 72, implying remaining tenure is limited by the board’s age policy .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UBS and predecessors | Vice Chairman; CEO EMEA; Joint Global Head of Investment Banking; Group Managing Board; Management Committee | 25+ years (dates not specified) | Senior leadership driving strategy and transactions |
| UK Takeover Panel | Director General | Not disclosed | Oversight of UK takeover regulation |
| NatWest Group plc (RBS) | Non-executive director | Not disclosed | Chair of remuneration; member of audit, risk, nominating & governance committees |
| Citizens Financial Group Inc. | Non-executive director (prior) | Not disclosed | Board-level oversight in US banking |
| Ashurst LLP | Non-executive director | Not disclosed | Governance at global law firm |
| Boat Race Company Ltd. | Non-executive chair | Not disclosed | Chair leadership |
| Somerset House Trust | Non-executive chair | Not disclosed | Chair leadership |
| Durham University Council | Non-executive chair | Not disclosed | Chair leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UK Export Finance (UKEF) | Chair of the board; member of the audit committee | Current | Oversight of UK’s export finance agency governance and audit |
| Spirit Yacht Holdings Ltd. | Non-executive chair | Current | Chairman leadership in private company governance |
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance Committee; Member, Audit Committee. All committee members are independent; Audit members are financially literate and qualify as “audit committee financial experts” .
- Independence: The board determined all non-CEO directors (including Gillespie) are independent under SEC and NYSE standards; committee independence requirements are also satisfied .
- Attendance: BUR held four quarterly in-person board meetings in 2024; all directors attended each (with the Chair attending one via teleconference post-surgery), and the board holds executive sessions of independent directors at each quarterly meeting .
- Committee activity: Audit Committee met eight times in 2024; Nominating & Corporate Governance met twice in 2024 .
- Governance practices: Majority independent board; annual director elections; anti-overboarding policy; annual board and committee evaluations; director orientation and continuing education; meaningful ownership guidelines; anti-hedging and anti-pledging policy; comprehensive related party transactions policy overseen by the Audit Committee .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $90,000 | Standard non-executive director cash retainer |
| Committee/Chair cash fees | $0 | Audit Chair $20k; Compensation Chair $10k; Board Chair $50k; Vice Chair $15k; no disclosed cash fee for Nominating & Governance Chair |
| Total cash (2024) | $90,000 | Fees earned or paid in cash |
- Cash fee schedule: Annual base $90k; Board Chair +$50k; Vice Chair +$15k; Audit Chair +$20k; Compensation Chair +$10k; paid quarterly, with optional local currency conversion .
Performance Compensation
| Equity Award (2024) | Grant Date | Form | Grant Value (USD) | Vesting/Restrictions |
|---|---|---|---|---|
| Annual director equity | June 4, 2024 | Restricted ordinary shares under NED Plan | $35,000 | Transfer/sale restrictions until earlier of 3rd anniversary or end of board service |
- NED Plan: Annual restricted share grants of $35k for non-executive directors; additional NED Plan equity only for Board Chair ($75k) and Vice Chair ($40k). Employee directors are ineligible. Shares are subject to transfer/sale restrictions until the earlier of three years from grant or departure from the board .
- 2024 director equity totals: Gillespie’s stock awards recognized at $35,000; no options or performance-conditioned equity for directors disclosed in 2024 .
Other Directorships & Interlocks
| Company | Sector | Role | Overlap/Interlock with BUR |
|---|---|---|---|
| UK Export Finance | Government agency | Chair; audit committee member | No disclosed transaction interlock with BUR |
| Spirit Yacht Holdings Ltd. | Industrial/consumer | Non-exec chair | No disclosed transaction interlock with BUR |
| Prior: NatWest Group plc | Banking | NED; committee chair/member | Historical; no current interlock with BUR |
| Prior: Citizens Financial Group Inc. | Banking | NED | Historical; no current interlock with BUR |
| Prior: Ashurst LLP | Legal services | NED | Historical; no current interlock with BUR |
- Related-party transactions: BUR’s related-party policy requires Audit Committee review/approval and director recusal; 2024 disclosures show no related-party transactions for non-executive directors other than a former director’s fund commitments; Gillespie not listed in fund commitments or debt holdings disclosures .
Expertise & Qualifications
- Chartered Accountant with extensive finance, accounting, risk management, and governance experience; senior investment banking leadership at UBS; UK regulatory leadership (Takeover Panel); prior bank board remuneration/audit/risk oversight; current UKEF chair including audit committee role .
- Audit committee financial expertise designation applies to all Audit Committee members (including Gillespie) .
Equity Ownership
| Holding Type | Shares | As-of Date | Notes |
|---|---|---|---|
| NED Plan granted shares held | 10,265 | Dec 31, 2024 | Director restricted shares granted and outstanding under NED Plan |
| Pledging/Hedging | Prohibited | Policy | Directors prohibited from short sales, hedging, margining, and pledging BUR shares |
| Ownership guidelines | 4x base retainer | Ongoing | Directors must hold at least 4x annual cash retainer; 5 years allowed to attain threshold; retention of grants until threshold met |
- Deferred compensation: Non-employee directors may elect to defer retainer/awards under BUR’s NQDC Plan; matching notional RSUs vest on the 2nd anniversary of the deferral election period .
Governance Assessment
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Strengths:
- Independent director with deep finance and governance credentials; designated audit committee financial expert .
- High engagement: full attendance at quarterly board meetings; active committee roles; board uses executive sessions and conducts annual evaluations and director education .
- Alignment policies: robust director ownership requirement (4x retainer), anti-hedging/pledging policy; transparent NED Plan equity with long holding restrictions .
- Conflicts handled via formal policy and Audit Committee oversight; no related-party transactions disclosed for Gillespie in 2024 .
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Watch items:
- Age-based nomination cap at 72 implies limited future tenure; underscores need for succession in Nominating & Governance leadership .
- No explicit additional fees or equity for Nominating & Governance Chair could constrain incentives versus Audit/Compensation chairs; balance is partly addressed via NED Plan uniform grant .
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RED FLAGS: None disclosed specific to Gillespie. No pledging/hedging allowed; no related-party transactions; consistent attendance and independence .
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Implications for investor confidence:
- Chairing Nominating & Governance and serving on Audit supports board effectiveness in director selection, evaluations, ESG oversight, and financial reporting integrity .
- Strong independence posture and anti-conflict policies reduce governance risk; attendance and expertise signal active oversight .