Punch Taverns plc 2007 Annual Report and Financial Statements

Directors’ contracts
The policy on termination is that the Group does not make payments beyond its contractual obligations. In addition, Executive
Directors will be expected to mitigate their loss. The Remuneration Committee ensures that there have been no unjustified payments
for failure. None of the Executive Directors’ contracts provides for liquidated damages. There are no special provisions contained in any
of the Executive Directors’ contracts which provide for longer periods of notice on a change of control of the Company. Further, there
are no special provisions providing for additional compensation on an Executive Director’s cessation of employment with the Group.
Potential
termination
payment
Potential payment
on change of
control / liquidation
Executive Directors Company notice period Contract date
Unexpired term
of contract
Giles Thorley 12 months 17 August 2001 Rolling contract 1 12 months salary Nil
Phil Dutton 12 months 24 July 2007 Rolling contract 1 12 months salary Nil
Jonathan Paveley 12 months 3 May 2004 Rolling contract 1 12 months salary Nil
Andrew Knight 12 months 12 July 2007 Rolling contract 1 12 months salary Nil
1
Contract will continue until terminated by notice either by the Company or the Director.
Non-executive Directors Company notice period Contract date
Unexpired term
of contract (months)
Peter Cawdron 12 months 18 June 2003 9
Mike Foster 12 months 3 May 2002 9
Ian Fraser 1 month 22 Sept 2004 10
Randl Shure 12 months 29 July 2003 9
Fritz Ternofsky 12 months 3 May 2002 9
It should be noted that the fees paid for the services of Randl Shure and Mike Foster are paid to third parties.
Non-executive Directors’ fees
Policy: median level fees
All Non-executive Directors have specific terms of engagement and their remuneration is determined by the Board based upon
recommendations from the Chairman and Chief Executive (or, in the case of the Chairman, is determined by the Remuneration
Committee based on recommendations from the Senior Independent Non-executive Director and the Chief Executive) within the limits
set by the Articles of Association and based on the median level of fees payable to peers in the same Comparator Group as that used
for Executive Directors’ remuneration. Non-executive Directors cannot participate in any of the Company’s share incentive schemes or
performance-based plans and are not eligible to join any of the Group’s pension schemes.
It is the Board’s policy to take into account the following factors in determining the fees of the Non-executive Directors:
the median level of fees for similar positions in the Comparator Group; and
the time commitment each Non-executive Director makes to the Group (through membership of the Audit, Remuneration and
Nomination Committees).
The following table sets out the non-executive fees for 2006 / 2007 and the fees for 2007 / 2008:
2006 / 2007 2007 / 2008
Basic fee £39,000 £42,000
Senior Independent Non-executive Director £42,000 £45,000
Additional fees for chairing the Audit or Remuneration Committee £10,000 £10,000
Additional fee for chairing the Nominations Committee Nil £5,000
The fee paid to Peter Cawdron, Chairman of the Company, for 2007 / 2008 will be £155,000 p.a. (2006 / 2007: £145,000 p.a. since
appointment as Chairman in January 2007).
Punch Taverns plc Annual Report and Financial Statements 2007 393