National Grid 2015 Annual Report Download - page 69

Dates of Directors’ service contracts/letters ofappointment
Date of service contract/appointment
Executive Directors
Andrew Bonfield 1 November 2010
Steve Holliday 1 April 2006
John Pettigrew 1 April 2014
Dean Seavers 1 December 2014 (appointedas
Executive Director 1 April 2015)
Non-executive Directors
Nora Mead Brownell 1 June 2012
Jonathan Dawson 4 March 2013
Therese Esperdy 18 March 2014
Sir Peter Gershon 1 August 2011
Paul Golby 1 February 2012
Ruth Kelly 1 October 2011
Mark Williamson 3 September 2012
Please note that the information shown above is different to that
contained in the approved policy as it has been updated to take
account of Board departures and joiners during the year.
External appointments
The Executive Directors may, with the approval of the Board,
accept one external appointment as a non-executive director of
another company and retain any fees received for the appointment.
Experience as a board member of another company is considered
to be beneficial personal development, that in turn is of value to
theCompany.
Service contracts and policy on payment for loss of office
In line with our policy, all Executive Directors have service contracts
which are terminable by either party with 12 months’ notice.
The contracts contain provisions for payment in lieu of notice, at the
sole and absolute discretion of the Company. Such payments are
limited to payment of salary only for the remainder of the notice
period. In the UK such payments would be phased on a monthly
basis, over a period no greater than 12 months, and the Executive
Director would be expected to mitigate any losses where
employment is taken up during the notice period. In the US, for
taxpurposes the policy is to make any payment in lieu of notice as
soon as reasonably practicable, and in any event within two and a
half months of the later of 31 December and 31 March immediately
following the notice date.
In the event of a UK Director being made redundant, statutory
compensation would apply and the relevant pension plan rules
mayresult in the early payment of an unreduced pension.
On termination of employment, no APP award would generally be
payable and any DSP awards would generally lapse. However, the
Committee has the discretion to deem an individual to be a ‘good
leaver’, in which case an APP award would be payable on the
termination date, based on performance during the financial year
up to termination, and DSP awards would vest on the termination
date. Examples of circumstances in which a Director would be
treated as a ‘good leaver’ include redundancy, retirement, illness,
injury, disability and death. Any APP award would be prorated and
would be subject to performance achieved against the objectives
for that year.
On termination of employment, outstanding awards under the
share plans will be treated in accordance with the relevant plan
rules approved by shareholders. Share awards would normally
lapse. ‘Good leaver’ provisions apply at the Committee’s discretion
and in specified circumstances, including redundancy, retirement,
illness, injury, disability and death, where awards will be released
tothe departing Executive Director or, in the case of death, to their
estate. Long-term share plan awards held by ‘good leavers’ may
vest subject to performance measured at the normal vesting date
and are prorated. Such awards would vest at the same time as for
other participants.
The Chairman’s appointment is subject to six months’ notice by
either party; for the other Non-executive Directors, notice is one
month. No compensation is payable to Non-executive Directors
ifrequired to stand down.
Copies of Directors’ service contracts and letters of appointment
are available to view at the Company’s registered office.
Corporate Governance
NATIONAL GRID ANNUAL REPORT AND ACCOUNTS 2014/15 67