Remuneration Committee

The Company has established a Remuneration Committee in accordance with the recommendations of the UK Corporate Governance Code. The Committee is comprised of independent non-executive directors. The members of the Committee are as follows:

Lucinda Riches - Chair
Angus Cockburn
Jill Easterbrook
Tanya Fratto

Lindsley Ruth

None of the Committee members has any personal financial interests, other than as shareholders, in the matters to be decided. None of the members of the Remuneration Committee is currently or has been at any time one of the Company's executive directors or an employee. None of the executive directors currently serves, or has served, as a member of the board of directors of any other company which has one or more of its executive directors serving on the Company's Board or Remuneration Committee.

The Group's chief executive, Brendan Horgan, normally attends the meetings of the Committee to advise on operational aspects of the implementation of existing policies and policy proposals, except where his own remuneration is concerned, as does the non-executive chairman, Paul Walker. Eric Watkins acts as secretary to the Committee. Under Lucinda Riches' direction, the company secretary and Brendan Horgan have responsibility for ensuring the Committee has the information relevant to its deliberations.

The principal duties of the Committee are:

  • determining and agreeing with the Board the framework and policy for the remuneration of the executive directors and senior employees;
  • ensuring that executive management are provided with appropriate incentives to encourage enhanced performance in a fair and responsible manner;
  • reviewing and determining the total remuneration packages for each executive director including bonuses and incentive plans;
  • determining the policy for the scope of pension arrangements, service agreements, termination payments and compensation commitments for each of the executive directors; and
  • ensuring compliance with all statutory and regulatory provisions.

The Remuneration Committee's terms of reference are available here and will be available for inspection at the Annual General Meeting.

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