Directorate Change

RNS Number : 8120E

Rolls-Royce Holdings plc

13 February 2015

 



                                                                                                                                           13.2.14

ROLLS-ROYCE ANNOUNCES BOARD CHANGES

·     James M. Guyette, President and CEO Rolls-Royce North America to retire

·     Irene Dorner appointed Non-Executive Director

·     John Neill to retire as a Non-Executive Director

Rolls-Royce announced today that James Guyette, President and Chief Executive Officer of Rolls-Royce North America, has decided to retire after 17 years with the company. He is currently an Executive Director on the Board of Rolls-Royce plc and Chairman of Rolls-Royce North America Holdings Inc. He will step down from the Rolls-Royce plc Board at the Annual General Meeting on 8 May 2015, and from his role at Rolls-Royce North America on 31 May 2015.

Chairman, Ian Davis said:

"I'd like to pay tribute to the tremendous contribution Jim Guyette has made to Rolls-Royce over many years. He has helped guide the business through a period of significant expansion, especially in the North American market. His energy, good humour and commitment to our customers will be missed by us all."

Rolls-Royce also announced today that Irene Dorner has been appointed as a Non-Executive Director of the Company with effect from 27 July 2015. She will also become a member of the Nominations and Governance Committee and the Safety and Ethics Committee from the date of her appointment. Irene was CEO and President of HSBC USA until December 2014 where she was responsible for all of HSBC's operations in the USA and played a key role in strengthening the financial institution's risk processes. During a 29 year career at HSBC, she held a number of international roles including as the first woman to lead HSBC in Malaysia and launching its Islamic banking unit. She is a passionate advocate of diversity and inclusion.

In a further change, John Neill, who joined the Board in November 2008, will stand down at the AGM in May having completed six years as a Non-Executive Director.

Ian Davis said:

"I'm pleased to announce that Irene Dorner will be joining the Board as Non-Executive Director. She brings a wealth of experience from international banking along with a passion for driving cultural change in large organisations. I would like to thank John Neill for his tremendous contribution to the Board and his exemplary commitment to Rolls-Royce over the last six years. He will be missed and we wish him well for the future."

Save as disclosed above, there are no further details to disclose under paragraphs 9.6.13 R (1) to (6) of the Listing Rules in respect of Irene Dorner.

For further information, please contact:

Investors:                                                                  Media:

Jilinda Crowley                                                            Richard Wray

Acting Director - Investor Relations                            Director of External Communications

Rolls-Royce plc                                                          Rolls-Royce plc

Tel: [phone]                                           Tel: [phone]

[e-mail]                                 [e-mail]

Further information

1. The following information is provided in relation to James Guyette's retirement, in accordance with section 430(2B) of the Companies Act 2006.

James Guyette will be treated as an 'eligible leaver' under the Group's incentive arrangements.

Annual Performance Related Award ('APRA'): In accordance with the rules of the plan for the 2013 APRA year James Guyette will be entitled to 16,685 ordinary shares which will be released to him following his retirement at the end of May 2015. No bonus was paid in respect of the 2014 APRA year and therefore no entitlement to shares arises on his retirement. James will not be entitled to participate in the 2015 APRA in accordance with the rules of the scheme.

Performance Share Plan ('PSP'): James Guyette received awards under the PSP in 2013 and 2014 of 51,714 and 51,770 shares respectively. Both awards are subject to performance targets and any vesting will be time-apportioned for the period that he was employed by the Group.

Pension: James Guyette participates in qualified and non-qualified defined benefit and defined contribution pension arrangements in the US. Under these various arrangements combined it is expected that the benefits provided by the Company will be equivalent in value to a pension of two thirds of salary, with post retirement increases similar to those required by statute in the UK.

No further payments are payable to James Guyette on his retirement. All payments are in line with the Company's stated Remuneration Policy (published in the Annual Report in 2013 and approved by shareholders at the 2014 AGM).

2.  Before joining Rolls-Royce, James Guyette spent more than 28 years with United Airlines, where he held a range of senior positions including Executive Vice President - Marketing and Planning, and Executive Vice President - Operations. He is a lead independent director of priceline.com (PCLN), Norwalk, CT and Chairman of Private Bancorp, Inc. Chicago, IL (PVTB). He is also a member of the Board of Directors for the U.S. Chamber of Commerce.

3.  No payments will be made to John Neill on his retirement as a Non-Executive Director.

 

END

 

 

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