The Northern Rock plc Transfer Order 2008

Removal of directors

9.—(1) While Northern Rock is wholly owned by the Treasury, the Treasury may in accordance with this article—

(a) remove any person as a director of a relevant undertaking;

(b) terminate a director’s service contract with any relevant undertaking.

(2) For the purposes of any contract or arrangement between a person and a relevant undertaking, action taken under paragraph (1) shall be treated as having been carried out by the relevant undertaking and, in the case of paragraph (1)(a), under and in accordance with its articles of association.

(3) The Treasury may remove a person as a director of a relevant undertaking and may terminate his service contract by written notice to the relevant undertaking.

(4) Any notice given in accordance with paragraph (3) shall take effect from the date specified in the notice.

(5) A relevant undertaking which receives notice under paragraph (3) shall notify the person to whom the notice relates of that fact as soon as reasonably practicable.

(6) A person—

(a) removed as director of a relevant undertaking, or

(b) whose service contract with a relevant undertaking is terminated,

in accordance with this article shall not have any right or claim against the Treasury or any company wholly owned by the Treasury (other than a relevant undertaking) in consequence of the Treasury’s actions under this article.

(7) This article is not to be taken—

(a) as depriving any person removed under it of compensation or damages payable to him by a relevant undertaking in respect of—

(i) the termination of his appointment as director or of any appointment terminating with that as director; or

(ii) the termination of his service contract; or

(b) as derogating from any power to remove a director or to terminate a director’s service contract that may exist apart from this article.

(8) In this article and in article 10, “service contract” has the meaning given by section 227 of the 2006 Act (directors’ service contracts).