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<strong>Annual</strong> <strong>Report</strong> and Accounts <strong>2015</strong> | <strong>NATS</strong> Holdings Limited<br />

Governance 56<br />

Governance report<br />

(continued)<br />

Corporate Governance Code B.3.2: The terms and<br />

conditions of non-executive Directors<br />

As noted in the Remuneration Committee report, the<br />

AG Nominee directors and Partnership directors do not<br />

have service contracts with <strong>NATS</strong> and, as a result, the<br />

terms and conditions of appointment cannot be made<br />

available for inspection. The Partnership directors are<br />

engaged on 3-year fixed-term contracts and have letters<br />

of appointment from the Department for Transport. The<br />

Chairman has a service contract with <strong>NATS</strong>, details of which<br />

are set out in the Remuneration Committee report.<br />

Corporate Governance Code B.7: Re-election<br />

of Directors<br />

The non-executive directors are appointed by the<br />

shareholding groups and are therefore subject to the<br />

relevant shareholding groups’ selection processes, rather<br />

than those included in the provisions of the Code. They are<br />

therefore not subject to periodic re-election as stipulated<br />

by Section B.7 of the Code, although Partnership directors<br />

are appointed by the Government on 3-year fixed-term<br />

contracts. This aligns with the recommendation in B.7.1<br />

that the maximum period between re-election is 3 years,<br />

reducing to 1 year for non-executive directors who have<br />

served longer than 9 years. Brenda Dean has a 2 year<br />

contract from 2013 which will bring her total tenure to 9<br />

years in <strong>2015</strong> as she has been in post since 2006.<br />

The tenure of non-executive directors is as follows:<br />

Name Date of appointment Years of service to<br />

31 March <strong>2015</strong>*<br />

Paul Golby 1 September 2014 7 months<br />

John Devaney 1 July 2005 9 years 3 months<br />

Chris Bennett 20 March 2014 12 months<br />

Warwick Brady 23 May 2013 1 year 6 months<br />

Harry Bush 27 May 2014 10 months<br />

Roger Cato 28 April 2003 11 years 9 months<br />

Baroness Dean of Thornton-le-Fylde 24 July 2006 8 years 8 months<br />

Will Facey 27 November 2014 5 months<br />

Richard Keys 1 September 2013 1 year 7 months<br />

Andy Lord 26 February 2009 6 years 1 month<br />

Iain McNicoll 1 September 2013 1 year 7 months<br />

Gavin Merchant 20 March 2014 12 months<br />

Mike Powell 20 March 2014 2 months<br />

Peter Read 23 September 2002 12 years 6 months<br />

Tony Tyler 1 July 2013 1 year 9 months<br />

* Years of service to resignation, if earlier.<br />

Governance

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