Extract to table

However, notice periods within that fixed term, and any severance on early termination of the contract (whether before or after the expiry of the initial term), must be calibrated against the one-year principle articulated in Provision 40

It is worth noting that the Code operates on a "comply or explain" basis, meaning that a UK-listed company is not legally prohibited from exceeding the one-year severance norm, but must disclose and explain any deviation in its annual report and accounts

If Harding is appointed as a statutory director of NTP PLC (which is anticipated, given that the CEO is customarily a member of the PLC Board), his remuneration package must fall within the parameters of the approved remuneration policy

This creates a governance risk that must be carefully managed, because a failed binding remuneration policy vote would effectively prevent the company from implementing the proposed package

The practical implication is that, even though New York law would govern the enforceability and interpretation of the contractual severance provisions, the quantum and structure of the severance must be defensible under UK governance standards

The Remuneration Committee will need to provide a credible explanation for any deviation from the Provision 40 norm, and the explanation must be sufficient to withstand the scrutiny of ISS, Tarrant Partners LLC, IVIS, and NTP's institutional shareholder base