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ICI » Topics » Code of conduct

This excerpt taken from the ICI 20-F filed Apr 1, 2005.

Code of conduct

13. During the Appointment you will comply with any relevant regulations as may be issued by the United Kingdom Listing Authority, including its Model Code for Securities Transactions by Directors of Listed Companies, and the Company’s share dealing code and such other requirements as the Board of Directors may from time to time specify.
   
 Confidentiality
   
14. You must apply the highest standards of confidentiality and not disclose to any person or company (whether during the course of the Appointment or at any time after its termination) any confidential information concerning the Company and any Group Companies with which you come into contact by virtue of your position as a Director of the Company.
   
15. Your attention is drawn to the requirements under both legislation and regulation as to the disclosure of price-sensitive information. Consequently you should avoid making any statements that might risk a breach of these requirements without prior clearance from the Chairman or Company Secretary.
   
16. On termination of the Appointment you will deliver to the Company all books, documents, papers and other property of or relating to the business of the Company or any Group Company which are in your possession, custody or power by virtue of your position as a Director of the Company. The Company is able to arrange the disposal of papers which you no longer require.
   
 Review process
   
17. The performance of individual Directors and the whole Board and its committees is evaluated annually. If, in the interim, there are any matters

 

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  which cause you concern about your role you should discuss them with the Chairman as soon as is appropriate.
   
Insurance
   
18. The Company has directors’ and officers’ liability insurance and it is intended to maintain such cover for the full term of the Appointment. You have been provided with details of this insurance.

For the purposes of this letter Group Company shall mean the Company and any of its subsidiaries or holding companies from time to time (and any other subsidiary of any of its holding companies), and holding company and subsidiary shall be as defined in section 736 Companies Act 1985.

This appointment letter constitutes neither a contract for services nor a service contract.

Please confirm your agreement to the above by signing and returning to me the enclosed duplicate of this letter.

I very much look forward to you joining us at the next Board meeting.

Yours sincerely

 

/s/ M Herlihy

"Code of conduct" elsewhere:

AIR PRODUCTS & CHEMICALS INC (APD)
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