UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 9, 2005
Willis Group Holdings Limited
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(Exact Name of Registrant as Specified in Its Charter)
Bermuda
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(State or Other Jurisdiction of Incorporation)
001-16503 98-0352587
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(Commission File Number) (IRS Employer Identification No.)
c/o Willis Group Limited
Ten Trinity Square
London EC3P 3AX, England
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(Address of Principal Executive Offices)
(44) (20) 7488-8111
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 5.02 Appointment of Principal Officer
(b)&(c) Willis Group Holdings Limited has announced the appointment of Patrick
Regan as Chief Financial Officer. Mr. Regan, aged 39 years, is a
member of the Institute of Chartered Accountants of England and Wales.
He joins Willis from Royal & Sun Alliance, where he has served as
Group Financial Controller for the last two years. Prior to his tenure
with Royal & Sun Alliance, Mr. Regan served Axa Insurance as the
Finance Director of its UK General Insurance Business. Before joining
Axa, he served as Global Controller for the Consumer Finance Division
of GE Capital in Stamford, Connecticut.
Pursuant to his Employment Agreement Mr. Regan will be paid an annual
base salary of (pound)265,000 and will be eligible to receive annual
incentive compensation and pension and other employee benefits
commensurate with other Willis senior officers. Mr. Regan will
participate in the Company's share programs. Mr. Regan's Employment
Agreement also contains certain standard provisions relating to
termination of employment and other matters.
Mr. Regan will report to Thomas Colraine, Vice Chairman, Co-Chief
Operating Officer and presently Chief Financial Officer, to ensure
continuity in our financial operations. Mr. Colraine will hand over
his role as Chief Financial Officer after year-end 2005.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
10.28 Offer Letter dated August 11, 2005, between Willis Limited and
Patrick Regan
10.29 Employment Agreement dated August 19, 2005, between Willis
Limited and Patrick Regan
99.1 Press Release of Willis dated November 2, 2005
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
WILLIS GROUP HOLDINGS LIMITED
Date: November 9, 2005 By: /s/ William P. Bowden, Jr.
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Name: William P. Bowden, Jr.
Title: General Counsel
Exhibit 10.28
11 August 2005
Telephone +44(0)1473 223000
Website www.willis.com
Direct Line +44(0)1473 223291
Direct Fax +44(0)1473 223563
E-mail setterfieldnj@willis.com
PRIVATE & CONFIDENTIAL
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Mr P Regan
Grove Cottage
Nayland Road
Great Horksley
Colchester
C06 4AG
Our Ref: /ns
Dear Mr Regan
Further to your recent interview, I am very pleased to offer you the position of
Chief Financial Officer reporting to Tom Colraine Co-Chief Operating Officer
within the Global Group Management Division of Willis Limited.
Upon joining you will be appointed as a member of the Partners Group which is
our internal Executive Committee reporting to the Willis Board of Directors.
In addition to the main terms and conditions contained in the enclosed Contract
of Employment, the following will apply:
1) Your annual salary will be (pound)265,000 paid monthly in arrears and
your job grade will be 14.
2) You will be entitled to receive a sign-on bonus of (pound)150,000 upon
joining the Company; this will be subject to the usual tax and
National Insurance deductions and will be paid with your first month's
salary. Should you or the Company provide notice of termination during
the first 12 months of your employment you will be required to
reimburse this bonus payment.
3) Upon joining Willis Limited you will, consistent with your expressed
desire, be invited to take up the opportunity to invest $100,000 for
the purchase of shares of the common stock of Willis Group Holdings
Limited ('Shares'). In connection with your purchase of Shares you
will be granted an option to purchase an additional two Shares (the
'Option') for each Share purchased at a per Share purchase price equal
to the closing market price of the Shares on the New York Stock
Exchange on the first date of your employment ('Purchase Price'). This
opportunity is being made to you in accordance with the Matched Option
Program of the Willis Group Holdings Limited 2001 Share Purchase and
Option Plan.
We have made arrangements for the Trustee of the UK Trust established
by Willis Group Holdings Limited ('Willis'), Mourant & Co., Trustees
Limited ('UK Trustee'), to sell to you the number of whole Shares you
chose to purchase, at the Purchase Price. The purchase of Shares will
be treated as being effected as of your first day of employment with
Willis Limited ('Purchase Date'). Please note that one of the
conditions of the Matched Option Program is that you will agree not to
sell or otherwise dispose of your Shares for a period ending six years
from the Purchase Date or, if earlier, your termination of employment
(without the prior consent of Willis). If you do sell the Shares you
purchased from the UK Trustee without consent your Option will lapse.
Further, so long as you continue to be employed by Willis Limited or
subsidiary of Willis, the Option will vest twenty percent per year
over five years, beginning on the second anniversary of the date the
Option is granted, and will become exercisable on the date the Option
is fully vested i.e. the sixth anniversary of the date the Option is
granted.
Further, it is a condition of the option grant under the Matched
Option Program that you enter into a joint election with your UK
employing company, Willis Limited, to accept the employer's liability
for National Insurance arising on the exercise of the option and to
execute a definitive Option Agreement and Sale and Purchase Agreement.
You will receive further details of the Matched Option Program and
documents to complete your purchase of the Shares and the grant of the
Option shortly after you have joined us. You must complete the Matched
Option Program documentation within 30 days after you receive the
documentation or the offer of shares will lapse automatically.
4) You will be eligible to be included in the Annual Incentive Plan. The
Plan is linked to the Company's and your own performance and has an on
target award equal to 100% of your annual base salary. I would like to
point out that this payment is totally discretionary.
5) Upon joining Willis Limited you will receive a grant of 50,000 options
in accordance with the Willis Partners Portfolio Plan of the Willis
Group Holdings Limited 2001 Share Purchase and Option Plan. The grant
of options will be made to you at a Share price equal to the closing
market price of the Shares on the New York Stock Exchange on the first
day of your employment.
6) You are eligible to join the Willis Pension Scheme and you are
entitled to the senior scale of benefits. This means that you have the
right to retire at any age between 60 and 65 without an actuarial
reduction being applied to the benefits. Full details of the pension
and life assurance benefits provided by the Scheme are available in
the enclosed Booklet. You will automatically join the Scheme and
member contributions will be deducted from your salary unless you
elect to opt out. If you have any queries about the Scheme please
contact Group Pensions on 01473 223836 or e-mail pensions@willis.com.
Please complete the enclosed forms, which will provide information to
enable us to administer your pension, and return them to Human
Resources on the first day of your employment. If you do not wish to
join the Scheme please instead complete and return the enclosed Opt
Out Form.
Your salary exceeds the Earnings Cap (currently (pound)105,600) set by
the Inland Revenue which may restrict the benefits that can be
provided under the Willis Pension Scheme. In particular your lump sum
death in service benefit is subject to a maximum of four times the
Earnings Cap.
Membership of the Scheme is subject to the Scheme Trust Deed and
Rules. Benefits may be restricted by the limits set by the Inland
Revenue. The employment of Scheme members is covered by a
Contracting-out certificate.
7) You will be eligible to receive either a level 14 car provided by the
Company or a car allowance of the same level which currently amounts
to (pound)7,332 per annum (please see the attached Company Car Policy
& Procedures). Marshall Leasing will be pleased to discuss your
entitlement with you, please contact Suzanne Reeve on 01480 414541
with any queries in this respect.
8) You will be eligible to join the Willis Group Medical Plan which
provides single cover (Silver) for all Associates who opt to join the
Plan. This will constitute a taxable benefit.
You will also have the option to buy increased cover to include family
members and/or increase the benefit level. Further details are
enclosed.
Please complete the Registration Form for the level of cover you
require and return to me. Cover will commence when you receive
confirmation from the Plan Administrators.
If you do not join the Plan within one month of commencing employment
your next opportunity to join will be at renewal.
9) After two years service at grade 14 or above, you will be required to
have the first of your biennial medical examinations at the Company's
expense. Our Occupational Health Department will contact you when this
becomes due.
10) When you join Willis you may have an immediate salary advance to
purchase a quarterly season ticket for travel between the office and
your home. The amount advanced to you will be deducted in three equal
payments from your salary. Please complete the enclosed application
form and hand to your HR contact on your first day to enable us to
issue you with a travel warrant which you use to purchase your season
ticket at the relevant ticket office. After 3 month's service you may
apply for an annual season ticket advance.
If you wish arrangements to be made to take over an existing season
ticket balance from your current employer, please provide telephone
and postal details of the relevant contact, together with details of
the total outstanding balance. You will also need to complete the
enclosed application form to authorize deductions from your salary.
11) When you join Willis, you will be eligible to join the Childcare
Voucher Scheme within your first month of employment with Willis. Your
voucher start date will commence from the 1st of the month following
the date of joining the scheme.
Further details of the scheme can be found in the enclosed Childcare
Voucher Scheme information sheet. If you wish to join the scheme,
please complete the enclosed Registration Form and return to me.
Please note if you do not join the scheme within one month of
commencing employment your next opportunity to join will be at
renewal.
12) In order to provide a healthy working environment, smoking is
prohibited in all UK offices.
This offer and your employment are subject to:
a. Your acceptance of the conditions contained in this letter, the
enclosed Contract of Employment and the Associate Handbook
Summary.
b. You providing the Company with evidence of your entitlement to
work in the UK. The evidence required is your passport and any
supporting documentation you may have. The Company is required
under the Immigration Act to see and photocopy this documentation
before you commence work.
c. Receipt of references satisfactory to the Company. We will
approach the referees indicated on your application form on
receipt of your acceptance of this offer unless you advise us to
the contrary. If you have not yet given us this information,
please let us have the names of two chosen referees immediately,
one of whom must be your present or last employer.
d. Receipt of medical details which are satisfactory to the Company.
Please complete the enclosed Medical Questionnaire and return it
to the Occupational Health Department, London in the stamped
addressed envelope provided.
e. You providing the Company with evidence of all relevant
professional qualifications and the highest academic
qualification that you have quoted on your application form, in
your CV or verbally during the selection process. It is group
policy and a requirement of our regulatory body that we obtain
evidence of your competence to be employed in the capacity
offered, for this reason, we reserve the right to invoke the
Disciplinary Procedure if you do not fulfill this requirement.
f. All representations, whether oral or in writing, made by you when
applying for this position about your qualifications, experience
and other material matters being true and correct.
g. You not having deliberately failed to disclose any matter that
may have influenced the Company's decision to employ you.
h. You passing the Lloyds Introductory Test, if you have not already
done so, within 15 months of the start of your employment with
Willis. We reserve the right to invoke the Performance
Improvement process if you do not fulfill this requirement.
i. You passing the Insurance Essentials Training within six months
of the start of your employment with Willis. You will be provided
with appropriate support to achieve this, and the Company
reserves the right to invoke the Performance Improvement
Procedure if you do not fulfill this requirement.
Insurance Essentials is an e-learning training programme which
develops and tests your basic knowledge of the Insurance Industry
and environment in which we operate. It is comprised of a number
of modules and lasts approximately four hours, and forms a major
part of our regulatory requirements to constantly maintain the
competence of our Associates.
j. You will also be required to attend a full pre-employment
medical. Therefore, I should be grateful if you would contact
Rood Lane Medical Centre on 0207 377 4646 to arrange a convenient
appointment. Would you please ensure that your pre-employment
Medical Questionnaire is returned to our Occupational Health
Department at least two days before contacting Rood Lane.
I hope that you will accept this offer of employment and would be grateful if
you could sign and return both copies of the Contract of Employment to me as
soon as possible, including a note of your National Insurance Number. At the
same time would you please also complete and return the enclosed application
form. I would also be grateful if you could confirm the exact date on which you
are able to commence work with us.
Please note, this offer remains valid for 10 working days from the date of issue
of this letter. If you are unable to respond within this period, please contact
me to discuss any appropriate extension. One copy of the Contract will be
returned to you for your own records.
If you have any queries regarding the offer, please do not hesitate to contact
me on the above direct line.
I hope you enjoy working with us.
Yours sincerely
/s/ N Setterfield
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Nicola Setterfield
HR Assistant
Human Resources
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Exhibit 10.29
Willis
Contract of Employment
Private and Confidential
Contract of Employment
The information contained in this document includes the requirement of a
statement of the terms and conditions of your employment in accordance with the
Employment Rights Act 1996.
This agreement is made on 11 August 2005 and is between
Name Pat Regan
and
Company Willis Limited
The main terms and conditions of your employment are set out below. For further
details of these and other matters including our Ethical Code, please refer to
the Global Policy manual and the Associate Handbook. For the avoidance of doubt,
the terms set out in this Contract of Employment take precedence over the Global
Policy Manual and the Associate Handbook and offer letter. The contents of the
Associate Handbook and Global Policy Manual do not form part of your Contract of
Employment, but are indicative of Company Policy and Procedure. The Company
reserves the right to vary these Policies and Procedures from time to time.
Date this Employment Begins: To be agreed
Date Continuous Employment
Begins: To be agreed
Employment prior to this date with any previous
employer does not count as part of your
continuous employment with the Company. This
date is not necessarily the date used to
determine your entitlement to certain benefits.
Current Job Title: Chief Financial Officer
You may be transferred to any other job in the
Group which in the reasonable opinion of the
Company would be suitable, on terms and
conditions no less favourable than those set out
in this document.
Location: Ten Trinity Square, London
You may be transferred to any other office in
the Group. Your agreement to such a transfer
will be sought unless in the reasonable opinion
of the Company, the transfer does not
necessitate you having to move home address.
Salary: (pound)265,000 per annum
Your salary will be paid monthly in arrears by
direct transfer to your bank account. Your
salary will be reviewed annually.
Hours of Work: Your normal hours of work are 35 hours per
week, 09:30 - 17:30, Monday to Friday each week
(but excluding public holidays) or as agreed
locally by Management and/or local practice.
Unless otherwise agreed, these hours shall
include one hour for lunch to be taken at a time
agreed with your Manager or Director.
You will be expected to work such additional
hours as necessary to meet the demands of the
business. You may also be required to vary the
pattern of your working hours as necessitated by
changing commercial needs, if in the reasonable
opinion of the Company it is practicable for you
to comply. Any additional hours worked are
subject to the provisions of the Working Time
Regulations 1998 and any amendment(s) to the
Regulations thereof.
Employment Obligations: During your working hours you must devote the
whole of your time, attention and ability to the
business of the Company and at all times you
must promote the interest and general welfare of
the Group.
Whilst this Contract is in force you may
not take any outside employment or engage in any
business without prior written agreement of your
Partners Group Member nor may your additional
employment render your total working time in
breach of the Working Time Regulations.
You are not permitted to engage in any activity,
which might interfere with the performance of
your duties or cause a conflict of interest.
Duty of Confidence: During and after the termination of
this Contract you must keep with inviolable
secrecy and may not use for any purpose nor
reveal to anyone (other than those whose
province it is to know the same) any secret or
confidential information entrusted to or
discovered by you. This includes but is not
limited to information concerning the Company's
business, operations, products, markets, trade
secrets, technical know how, product
formulations or techniques, names or lists of
employees, Clients or Prospective Clients and
their insurance or commercial affairs or any
other matters pertaining to them and revealed to
you in the course of your employment which has
not come into the public domain. This duty
applies without time limit.
For further guidance, the provisions concerning
Confidential Information are set out in full in
the Global Policy Manual.
Copyright, Inventions
and Patents You must promptly disclose to the
Company all ideas, concepts, works, methods,
discoveries, improvements, inventions or designs
which you create or produce either alone or with
others (except those created or produced wholly
outside working hours which are totally
unconnected with your employment) ("the Works").
All and any rights of whatever nature in each
such Work shall belong absolutely to the Company
and you shall hold the same in trust for the
Company until such proprietary rights shall be
fully and absolutely vested in the Company. The
Company shall be entitled to make such
modifications or adaptations to or from any of
the Works as it shall in its absolute discretion
determine.
You hereby assign to the Company with
full title guarantee by way of assignment all
present and future copyright, database rights,
design rights (whether registered or
unregistered) and other proprietary rights (if
any) and all rights of action for damages for
infringement of such rights for the full term
thereof and any renewals and extensions thereof
throughout the world and you hereby waive in
favour of the Company all moral rights conferred
on you by chapter 4 of part 1 of the Copyright
Designs and Patents Act 1988 in relation to any
of the Works and at the request and expense of
the Company you shall do all things and execute
all documents necessary or desirable to
substantiate the rights of the Company in the
Works.
Other Obligations:
If you are in grade 9 or above, and
personally deal with any Client or Prospective
Client in the course of your duties, you shall
not without the prior written consent of the
Company for a period of 12 months after the
termination of your employment, other than after
the wrongful termination of your employment by
the Company, whether on behalf of yourself or
any other person, firm or company in competition
with the Company or the Group, directly or
indirectly:
(i) solicit Business from; or
(ii) seek to procure orders from; or
(iii) transact or handle Business or
otherwise deal with; or
(iv) approach, canvass or entice
away from the Group the Business of
any Client of the Group with whom you
have personally dealt in the course of your
duties at any time during the 12 months prior to
the termination of your employment. The period
of this restriction shall be reduced after the
date your employment ends by a period equal in
length to any period of lawful suspension from
your duties or exclusion from any premises of
the Company during any period of notice.
The restrictions set out in sub
paragraphs (i) and (ii) above shall apply as if
the references to the "Prospective Client" were
substituted for references to the "Client".
If you are in grade 9 or above, you
shall not for a period of 6 months after the
lawful termination of your employment directly
or indirectly induce or seek to induce any
employee of the Group with whom you have worked
in the 12 months preceding the termination of
your employment (excepting a clerical and
secretarial employee) to leave its employment
where the departure of that employee (whether
alone or in conjunction with the departure of
other employees who are members of a team in
which you performed duties) would do material
harm to the Group and where the departure is
intended for the benefit of you or your new
employer or any other organisation carrying on a
business in competition with the Group.
Each of the above restrictions
constitutes an entirely separate and distinct
covenant and the invalidity or unenforceability
of any such Covenant shall not affect the
validity or enforceability of the remaining
covenants.
The details of all your obligations are
contained in the Global Policy Manual and the
Associate Handbook and the terms herein should
be read in conjunction with those in the Global
Policy Manual and Associate Handbook.
Pension Scheme: The Group operates the Willis Pension
Scheme. Full details regarding the current
eligibility conditions, contributions and
benefits are provided in the Scheme Booklet.
With effect from 1 April 2004 Associates joining
the Group automatically join the Scheme and by
accepting this Contract authorise pension
contributions to be deducted from salary, unless
an opt out election is made.
Membership of the Scheme is subject to
the Scheme Trust Deed and Rules. Benefits may be
restricted by the limits set by the Inland
Revenue. The employment of Scheme members is
covered by a Contracting-out certificate.
Absence from Work: Your entitlement to payments whilst
you are absent from work, and the procedure that
you should follow if you are unable to attend
the office for any reason are contained in the
Associate Handbook.
Medical Examination: The Company reserves the right to
require you at any time to submit yourself for
examination by a doctor appointed by the Company
at the Company's expense.
Holidays: Grades 1 - 8 inclusive 23 days per annum
Grade 9 and above 25 days per annum
The holiday year runs from 1 January to
31 December. Holiday entitlement increases by 1
day for every year's completed service at the
previous 31 December up to a maximum of 25 days.
Please refer to the Associate Handbook for your
pro rata entitlement in year of joining and of
leaving. Payment will be made for Public
Holidays.
For part-time staff, holiday entitlement
and entitlement to payment for Public Holidays,
is pro-rata, as outlined in the Associate
Handbook.
Employee Benefits: The Details and eligibility rules of
Employee Benefits to which you may be entitled
are contained in the Associate Handbook.
Termination of
Employment: a) You may terminate your employment by giving
written notice as follows:
Grades 1 - 8 inclusive
Up to 4 weeks continuous service - 1 week
Over 4 weeks continuous service - 4 weeks
Grades 9 - 11 inclusive - 3 months
Grades 12 and above - 6 months
b) If your employment is terminated by the
Company you will receive written notice as
follows:
Grades 1 - 8 inclusive
Up to 4 weeks continuous service - 1 week
Up to 4 years continuous service - 4 weeks
From 5 to 12 years continuous
service - 1 week
for each year of
completed service
Over 12 years continuous
service - 12 weeks
Grades 9 - 11 inclusive - 3 months
Grades 12 and above - 6 months
c) This agreement will automatically terminate
on the Normal Retirement Date under the Rules
of the Willis Pension Scheme.
d) The Company shall not be obliged to provide
you with work at any time after the notice of
termination is given by either party and the
Company may in its absolute discretion take
one or more of the following steps in respect
of all or part of the unexpired period of
notice (provided that this shall not amount
to more than 6 months if the notice period is
longer):
i) require you to comply with such
conditions as the Company may specify in
relation to attending or remaining away
from the place of business of the
Company;
ii) Assign you to such other duties as the
Company shall in its absolute discretion
determine;
iii) Withdraw any powers invested in you or
suspend or vary any duties or
responsibilities assigned to you.
e) On termination of the Contract for whatever
reason you must return to the Company all
reports, documents, computer disks, working
papers and any other information (in whatever
form) received in the course of your
employment. In addition all other Group
property must be returned.
Company Procedures: The Associate Handbook and the
Global Policy Manual contain details of the
Company Procedures affecting your terms and
conditions of employment, including our Ethical
Code, the Equal Opportunities Policy,
Performance Improvement, Disciplinary, Appeals
and Grievance procedures which should be read in
conjunction with your Contract of Employment.
These documents are available in
electronic format on the Company's intranet
site. It is your responsibility to familiarise
yourself with these documents, and to note
amendments of which you will be advised from
time to time.
You are specifically advised that it
is your responsibility to comply with the
Company's policies, rules and procedures,
including those contained within the Willis
Excellence Model and other compliance documents,
as varied or supplemented by it from time to
time. Failure to comply with the Company's
policies, rules and procedures will be a
disciplinary offence and be dealt with in
accordance with the Company's disciplinary
procedures.
Regulatory Requirements: You are required to comply with all
reasonable requests, instructions and
regulations (whether statutory or otherwise)
which apply to your employment from time to time
including any relevant requirements of the FSA
and/or any other relevant regulator. It is your
responsibility to familiarise yourself with all
such regulations and requirements as made
available to you by the Company.
It is a condition of your employment
that you demonstrate and maintain competence for
the role you carry out, through the initial
completion and passing of relevant modules of
Insurance Essentials, and of any other training
packages and tests introduced by the Company
from time to time thereafter. In the event of
you failing to maintain and demonstrate
competence for your role the Company will follow
the Performance Improvement Procedure.
Data Protection: In order to meet statutory requirements,
the Company, as your employer, is required to
collect, process and retain information, which
the Data Protection Act 1998 defines as
sensitive personal data. By signing this
Contract you are expressly agreeing to the
Company collecting, processing and retaining the
following information relating to:
a) Ethnic origin - to ensure equality of
opportunity;
b) Physical or mental health or condition - as
part of sickness records;
c) Disabilities - to facilitate adaptations in
the workplace; and
d) Criminal convictions - to comply with the
Rehabilitation of Offenders Act.
This information, which will be
held securely by Human Resources and, where
applicable, Occupational Health departments, is
processed in accordance with the principles set
out in the Data Protection Act. You have the
right to inspect such information and, if
necessary, require corrections to be made if the
information held about you is inaccurate. Should
you wish to inspect or amend any sensitive
personal data held about you, then please
contact Human Resources.
The Company has an integrated Global
Payroll and HR database the server for which is
located in the US. By accepting this contract
you agree that the Company may input relevant
personnel records into these databases, which
will be transferred to the US for processing.
The US does not have equivalent data protection
law to that of the UK, however it is the
Company's policy to maintain the same rigorous
standards with regard to the processing of data
in the US as in the UK.
Collective Agreements: There are no collective agreements in
force that will affect your employment with the
Group.
This Agreement or attachments to this agreement supersedes any existing or prior
arrangements between you and the Company or any subsidiary or associated Company
of Willis Limited. In the event of differing terms, this Contract of Employment
will prevail.
Definitions:
For the purposes of this contract the following definitions shall apply:
"Group" means the Company and any holding company or subsidiaries of the Company
or any such holding company from time to time.
"Client" means any person, firm, company or other organisation who or which as
at the date your employment terminates or at any time during the 12 months prior
to that date:
i) gives or is in the habit of giving instructions directly or through an
Intermediary to the Company or any other company in the Group concerning
the Business; or
ii) is supplied or is in the habit of being supplied directly by the Company or
any company in the Group or indirectly through an Intermediary with
services relating to the Business; or
iii) is an insured or reassured or an Intermediary having influence over the
introduction or facilitation or securing of the Business with the Company
or any other company in the Group.
"Business" means the business of a type carried on by the Company or by any
other company in the Group at the date your employment terminates, including but
not limited to the placing or broking of insurance or reinsurance world-wide and
ancillary services, the provision of risk management or risk transfer advice or
due diligence on mergers and acquisitions.
"Intermediary" means any person, firm or company by or through or with whom or
which the Business is introduced and/or facilitated on behalf of an insured or
reassured whether or not such intermediary derives any financial benefit from
the arrangement.
"Prospective Client" means any person, firm, company or other organisation
engaged in substantive negotiations (which have not yet finally been concluded)
with the Company or with any other company in the Group in the 12 month period
up to the date your employment terminates for the supply of services by the
Company or any other company in the Group in relation to the Business.
"Global Policy Manual" means the Willis Group Holdings Limited Global Policy
Manual.
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Signed for and on behalf
of the Company:
N Betteridge 19 August 2005
I have read and understood the Terms and Conditions stated in the Contract of
Employment document and I confirm my acceptance of them.
Signed: /s/ P C Regan
Date: 18 August 2005
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Exhibit 99.1
Willis Group Expands Responsibilities of the Office of the Chairman
NEW YORK--(BUSINESS WIRE)--Nov. 2, 2005--Willis Group Holdings Limited
(NYSE: WSH), the global insurance broker, today announces expanded
responsibilities of the Office of the Chairman comprised of Joe Plumeri,
Chairman and Chief Executive Officer, Richard Bucknall, Vice Chairman and
co-Chief Operating Officer and Thomas Colraine, Vice Chairman, co-Chief
Operating Officer, and Chief Financial Officer.
The Company also announces today the appointment of Patrick Regan as Chief
Financial Officer, and member of Willis' Partners Group, the firm's global
executive committee, effective January 1, 2006. Regan will report to Colraine,
who will remain CFO until after the 2005 year-end.
Bucknall will continue to lead the Global business units. In addition, he
will take on responsibility to enhance and increase the global efficiencies of
Willis' business processes. Colraine will oversee mergers and acquisitions,
investor relations, risk management, global operations, information technology,
real estate and human resources. To ensure continuity in our financial
operations, he will also maintain oversight of the Company's finance group.
Regan, a member of the Institute of Chartered Accountants of England and
Wales, joins Willis from Royal & Sun Alliance, where he has served as Group
Financial Controller for the last two years. He brings to Willis 17 years of
finance experience gained in both the United Kingdom and United States. Prior to
his tenure with Royal & Sun Alliance, Regan served Axa Insurance as the Finance
Director of its UK General Insurance Business. Before joining Axa, he served as
Global Controller for the Consumer Finance Division of GE Capital in Stamford,
CT.
These changes are both reflective of Willis' tremendous growth and
development over the past five years and in anticipation of the new direction of
the business and the entire industry. Many facets of the industry's business
model are experiencing pervasive change such as the move toward transparency and
enhanced technology for efficiency and productivity. By expanding the role of
the Office of the Chairman, the Company is taking strides to maintain its
industry-leading position in growth and in driving best-in-class operations
across all units.
"Tom and Richard have made outstanding contributions to our growth and
financial and operational well-being over the last several years," said Joe
Plumeri, Chairman and Chief Executive Officer of Willis. "I look forward to the
broader impact they are both certain to make as they take on increased
responsibilities. With the addition of Pat Regan, we are strengthening our
management team with a seasoned industry professional who has a great deal to
offer our Company."
Commenting on today's announcement, Tom Colraine said, "Pat Regan is a
talented finance executive with an array of professional experiences on both
sides of the Atlantic. His knowledge of the insurance industry, coupled with his
financial expertise, is sure to add value as we continue to grow and lead the
broking sector."
Willis Group Holdings Limited is a leading global insurance broker,
developing and delivering professional insurance, reinsurance, risk management,
financial and human resource consulting and actuarial services to corporations,
public entities and institutions around the world. With over 300 offices in over
100 countries, its global team of 15,800 Associates serves clients in 180
countries. Willis is publicly traded on the New York Stock Exchange under the
symbol WSH. Additional information on Willis may be found on its web site:
www.willis.com.
CONTACT: Investors:
Kerry K. Calaiaro, +1 212 837-0880
Email: kerry.calaiaro@willis.com
or
Media:
Dan Prince, +1 212 837-0806
Email: daniel.prince@willis.com