Directors’ Report: Governance

Other information

Directors’ interests

As at 31 December 2010, the notifiable interests of each director (and his / her connected persons) under the Disclosure and Transparency Rules were as follows:

Name Number of shares at 31 Dec 2010 Number of shares shares at
31 Dec 2009
Christopher Rodrigues 218,562 218,562
David Broadbent 18,036 18,036
Charles Gregson 58,187 58,187
Tony Hales 25,000 25,000
John Harnett 267,905 267,905
Edyta Kurek*
John Lorimer** 18,320
Nicholas Page 50,674 50,674

*Edyta Kurek was appointed as a director on 15 February 2010.
**John Lorimer was appointed as a director on 12 May 2010.

In addition the following directors had interests in the Euro Medium Term Notes as follows:

Name Euro notes
Nicholas Page €400,000
John Lorimer €194,000

There were no changes in these interests between 31 December 2010 and 25 February 2011.

Details of awards of nil cost and other options to directors are set out in the sections on the Performance Share Plan, the CSOP and the SAYE Scheme in the Directors’ Remuneration Report.

No director has notified the Company of an interest in any other shares, transactions or arrangements which requires disclosure.

Directors’ indemnities

The Company’s Articles of Association permit it to indemnify directors of the Company (or of any associated company) in accordance with the Companies Act 2006. However, no qualifying indemnity provisions were in force in 2010 or at any time up to 25 February 2011 other than under the International Personal Finance plc Pension Scheme (‘the Pension Scheme’). Under the deed establishing the Pension Scheme, the Company grants an indemnity to the trustee and the directors of the trustee. Two of these directors are directors of subsidiaries of the Company.

Directors’ conflicts of interest

To take account of the Companies Act 2006, the directors have adopted a policy on conflicts of interest and established a register of conflicts. The directors consider that these procedures have operated effectively in 2010 and up to 2 March 2011.

Authority to allot shares

As at 31 December 2010, the directors had authority to allot further securities up to an aggregate nominal amount of £8,500,000 and, broadly, up to a further £8,500,000 for a rights issue. Further authorities will be sought at the forthcoming annual general meeting (‘AGM’).

© International Personal Finance 2012

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