Travis Perkins plc is committed to the highest standards of corporate governance.

Executive Committee

TRAVIS PERKINS plc

EXECUTIVE COMMITTEE

TERMS OF REFERENCE

1.  Purpose

The purpose of the committee is to assist the plc executive directors in the performance of their duties, including:

• The development and implementation of strategy, operational plans, policies procedures and budgets;
• The monitoring of operating and financial performance;
• The assessment and control of risk;
• The prioritisation and allocation of resources.

2.  Membership

The committee shall be made up of the Chief Executive, the Group Finance Director, the Chief Operating Officer, the Strategy & Corporate Development Director, the Group Property Director, the Managing Director, Wickes Ltd and the Company Secretary.

The Chief Executive may invite other senior executives to attend all or part of any meeting.

3.  Chair

The Chief Executive shall chair the committee. In his absence it will be chaired by the Group Finance Director or Chief Operating Officer.

4.  Secretary

The Company Secretary or his nominee shall act as Secretary of the committee.

5.  Quorum

The quorum shall be two members both of whom should be plc executive directors.

6.  Frequency of meetings

The committee shall generally meet each month or at other times as requested by the Chief Executive.

7.  Minutes of meetings

The Secretary shall minute the proceedings of the committee, and the minutes will be circulated to all plc directors.

8.  Duties

1. Recommendation to the plc board of the AOP and 3 year plan, and subsequent planning and implementation of measures to drive performance and achieve plans.
2. The consideration, implementation, and monitoring of specific operational plans.
3. The approval of capital expenditure and acquisitions, above financial thresholds which would require a plc director’s approval.
4. The establishment and monitoring of programmes of continuous improvement and best practice.
5. The establishment of a programme of strategic research and consideration of the outcome of individual research projects.
6. Development of the company’s capabilities through its systems, facilities, management processes, and employee skills.
7. The consideration, implementation (following plc board approval where necessary) and monitoring of group policies.
8. Consideration of appropriate levels of authority throughout the group.
9. Consideration of the organisational structure of the group.
10. Ensuring adequate management development and succession planning and the recommendation and implementation of appropriate remuneration policies.

9.  Authority

The authority of the committee to make decisions in relation to matters set out in these terms of reference will not exceed the authority level from time to time of the Chief Executive.