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Park Group Plc

Terms Of Reference For The Remuneration Committee


Membership

  1. The powers of the Board in relation to the determination of the remuneration and benefits of each of the Directors of the company are delegated to the Remuneration Committee, members of which are:

        - George Marcall (Chairman)
        - John Dembitz
        - Christopher Baker

    with the Committee having the power to co-opt as required the attendance of other directors of the company, if considered necessary.
  1. The majority of members shall be non-executive directors and the total number of members shall not exceed four.
  1. No members of the Committee shall participate in discussion of or vote on his own remuneration or benefits.
  1. All decisions of the Committee shall be referred to the board for formal confirmation.

Duties

  1. In addition to determining the remuneration and benefits of each of the directors of the company, the Committee will:

    1. agree detailed terms of any Director's service contracts
    2. approve the principles on which the scale of remuneration and benefits of Director of subsidiary companies are based
    3. review the operation of the company's share option scheme and prove issue of grants therefrom

March 2001