The non-executive directors do not have service contracts but do have letters of appointment detailing the basis of their appointment. The dates of their original appointment were as follows:
| Non-executive director | Date of appointment | Expiry of current term* |
|---|---|---|
| Phil Carroll | 07.09.2005 | 06.09.2008 |
| Michael Hartnall | 10.06.2003 | 09.06.2009 |
| Andy Inglis | 13.06.2007 | 12.06.2010 |
| Sir Peter Mason | 22.01.2003 | 21.01.2009 |
| Roberto Quarta | 07.09.2005 | 06.09.2008 |
| Sir Nigel Rudd | 10.09.2006 | 09.09.2009 |
| Peter Weinberg | 16.06.2005 | 15.06.2008 |
* Subject to re-election at the AGM following their appointment and subsequently at intervals of no more than three years in accordance with the Company’s Articles of Association.
The non-executive directors are normally appointed for two consecutive three-year terms subject to review after the end of the first three-year period and with any third term of three years being subject to rigorous review and taking into account the need progressively to refresh the Board. They do not have periods of notice and the Company has no obligation to pay compensation when their appointment terminates. They are subject to re-election at the AGM following their appointment and subsequently at intervals of no more than three years. Sue Birley retired from the Board on 9 May 2007 at the conclusion of the 2007 AGM, having originally been appointed to the Board on 22 November 2000, and Ulrich Cartellieri retired from the Board on 26 September 2007, having originally been appointed to the Board on 1 December 1999.
The letters of appointment for non-executive directors detail the amount of time it is anticipated that the individual will need to devote to his or her duties as a director. Non-executive directors are proposed by the Nominations Committee and are appointed by the Board on the basis of their experience to provide independent judgement on issues of strategy, performance, resources and standards of conduct. The level of their fees is set by the Non-Executive Directors’ Fees Committee to reflect the time commitment required of the director and after reviewing practice in other comparable companies. The fee level for the chairmen of the Audit, Corporate Responsibility, and Remuneration Committees, and for the Senior Independent Director, reflects their additional responsibilities and workload.
| Non-executive director | 2007 fee* | 2008 fee* |
|---|---|---|
| Chairman Audit Committee | £77,500 | £83,000 |
| Senior Independent Director | £72,500 | £78,000 |
| Chairman Remuneration Committee | £72,500 | £78,000 |
| Chairman Corporate Responsibility Committee | £72,500 | £78,000 |
| Other non-executive directors | £57,500 | £63,000 |
* In addition, a transatlantic meeting allowance of £4,000 per meeting is paid to European-based non-executive directors attending meetings in the US and US-based non-executive directors attending meetings in Europe.
By order of the Board
Dick Olver
Chairman
20 February 2008
