Board of Directors 1. John McFarlane OBE 2. Tim O’Toole CBE 3. Chris Surch Chairman Chief Executive Group Finance Director Appointed to the Board: 2013 Appointed to the Board: 2009 Appointed to the Board: 2012 Skills and experience: He was appointed to the Skills and experience: He was appointed to Skills and experience: He has a strong track Board in December 2013 and became Chairman the Board in 2009 and became Chief Executive record of financial leadership as well as extensive in January 2014. John has a proven track record in 2010. Tim brings to the Board a wealth of operational, strategic and international experience. of implementing cultural transformation and driving international transport management experience Chris was previously Group Finance Director of through strategic change. He was formerly CEO gained over a number of years in the sector. Prior Shanks Group plc, also for a period of time serving of Australia and New Zealand Banking Group Ltd, to joining the Company, he was Managing Director, as their acting Chief Executive. Following an early Group Executive Director of Standard Chartered plc London Underground, having previously been at career with Price Waterhouse, he joined TI Group and Chairman of Aviva plc. He will step down as Transport for London, and prior to which he was plc in 1995. He held a number of senior roles there Chairman at the conclusion of the forthcoming President and Chief Executive of Consolidated and following the merger of TI Group plc with Annual General Meeting. Rail Corporation. Smiths Group plc he went on to hold further senior Other appointments: Chairman of Barclays plc Other appointments: He is a Non-Executive finance roles, latterly serving as Finance Director of and Barclays Bank plc, and a Non-Executive Director of CSX Corporation, a rail freight their Speciality Engineering division. He will step Director of Westfield Corporation and transportation company in North America. down as a Director on 8 January 2016. Old Oak Holdings Limited. Committee membership: Chair of the Nomination Committee. 6. Drummond Hall 7. Wolfhart Hauser 8. Brian Wallace Senior Independent Non-Executive Director Non-Executive Director and Chairman Designate Non-Executive Director Appointed to the Board: 24 June 2014 Appointed to the Board: 18 May 2015 Appointed to the Board: 2012 Skills and experience: He brings to the Board Skills and experience: He brings to the Board a Skills and experience: He brings to the Board a wealth of experience gained across a number strong track record of driving profitable growth and a wealth of financial and risk experience and of customer-focused businesses in the UK, value creation in a large international organisation, knowledge. Brian has held executive board positions Europe and the US. Drummond was formerly as well as significant board experience in major within a number of major organisations, most Chief Executive of Dairy Crest Group plc, prior UK listed companies. Wolfhart was CEO of Intertek recently as Group Finance Director of Ladbrokes plc to which his career was spent with Procter and Group plc, the international quality and safety and previously as Group Finance Director and Gamble, Mars and PepsiCo. He has also been services provider, for ten years, before he retired Deputy Chief Executive of Hilton Group. A chartered Chairman and a Non-Executive Director of from the role in May 2015. Subject to his election accountant, he began his career at Price Waterhouse Mitchells & Butlers plc. by shareholders, he will succeed John McFarlane and went on to perform senior finance roles at Geest, Other appointments: Senior Independent as Chairman of the Board from the conclusion of APV and Schlumberger. He previously served as a Non-Executive Director of WH Smith plc and a the Annual General Meeting. Non-Executive Director at Scottish & Newcastle plc, Non-Executive Director of The Sage Group plc. Other appointments: Non-Executive Director Hays plc, Merlin Entertainment and Miller Group. Committee membership: Member of the of Associated British Foods plc and of RELX PLC Other appointments: Chairman of Travelodge Nomination and Remuneration Committees. and RELX NV (previously Reed Elsevier PLC and Hotels Limited and Chairman of SoftCat Limited. Reed Elsevier NV). Committee membership: Chair of the Committee membership: Member of the Audit Committee and member of the Nomination Committee. Nomination Committee. 56 FirstGroup Annual Report and Accounts 2015 Governance 4. Mick Barker 5. Warwick Brady Non-Executive Employee Director Non-Executive Director Appointed to the Board: 2012 Appointed to the Board: 24 June 2014 Skills and experience: He has been a Skills and experience: He brings to the Board railwayman for 39 years and is currently employed significant experience of the transport sector. as a train driver for First Greater Western Limited, Warwick has a strong track record of delivering one of the Group’s train operating companies. restructuring, cost reduction and modernisation Mick brings to the Board considerable knowledge programmes. As Chief Operating Officer at of the attitudes and concerns of employees easyJet plc since 2009, he is part of the and represents their views to the Board and management team responsible for improving its Committees. the airline’s financial and operating performance. Committee membership: Member of the Board His previous roles include Chief Executive of Safety Committee and attends meetings of other Indonesian Airline Mandala, Deputy Operations Committees at the invitation of the respective Director at Ryanair plc and Chief Operating Officer Committee Chair. at Air Deccan. Other appointments: Chief Operating Officer of easyJet plc. Committee membership: Member of the Audit Committee. 9. Imelda Walsh 10. Jim Winestock Non-Executive Director Non-Executive Director Appointed to the Board: 24 June 2014 Appointed to the Board: 2012 Skills and experience: She brings considerable Skills and experience: He brings to the Board experience to the Board gained across a considerable operational experience gained number of sectors, as well as outstanding within a large complex organisation, together with remuneration practice skills. Imelda was formerly a track record of achievement. Jim has served in a Non-Executive Director and Chair of the a number of senior roles and was a member of Remuneration Committee of Sainsbury’s Bank plc the management committee during his career at and has held senior executive roles at J Sainsbury plc, United Parcel Service, Inc., latterly as Senior Vice where she was Group HR Director, Barclays Bank plc President and Director of US operations and global and Coca-Cola & Schweppes Beverages Limited. security with responsibility for all US operations and Other appointments: Non-Executive Director 360,000 employees. and Chair of the Remuneration Committees of Other appointments: Non-Executive Director of William Hill plc, Mitchells & Butlers plc and YRC Worldwide, Inc., a Fortune 500 company and Mothercare plc. one of the largest transportation service providers Committee membership: Chair of the in the world, and also serves on the Board of two Remuneration Committee and member of the not-for-profit organisations in the US. Nomination and Board Safety Committees. Committee membership: Chair of the Board Safety Committee and member of the Nomination and Audit Committees. FirstGroup Annual Report and Accounts 2015 57.