CBP.L Regulatory News (CBP)

Curtis Banks Group plc

("Curtis Banks" or the "Company")

Chairman's incentive plan

Curtis Banks (AIM: CBP), one of the UK's leading SIPP providers, has agreed an incentive plan for the Company's Chairman, David Barral.

Following consultation with certain of the Company's major shareholders, holding a majority in aggregate of the Company's issued share capital, the board of directors of Curtis Banks has structured an incentive plan for Mr Barral, who joined the board in May, which will reward him for delivering shareholder value in specific circumstances. Mr Barral has a strong track record in strategic leadership, transformation and operational experience within the sector.

Mr Barral will be paid a cash sum of £3 million in the event that, on or before 26 May 2024, the closing price of the Company's shares averages 450 pence or more over a period of at least 90 consecutive days, including holidays, but excluding certain other time periods. The incentive payment will also be payable if a change of control of the Company, or asset sale (which represents at least 75% of the inherent value of Curtis Banks) occurs on or before 26 May 2024; in such circumstances, the payment will range between 0.8% and 1% of the value achieved, subject to a minimum of £1.25 million and a maximum of £3 million (the "Award") being payable. The Award is subject to other terms and conditions customary for an arrangement of this nature.

Mr Barral has taken on the role as executive Chairman on an interim basis, while the search for a new Chief Executive is underway. He will become non-executive again when a new Chief Executive is appointed, although this will have no impact on the Award. In accordance with the QCA Corporate Governance Code, Mr Barral will not be considered to be "independent" in light of the Award.

Under the AIM Rules for Companies, the arrangement with Mr Barral is a "Related Party Transaction". Accordingly, the Company's directors, other than Mr Barral, consider, having consulted with Peel Hunt, the Company's Nominated Adviser, that the terms of the Award are fair and reasonable insofar as the shareholders of the Company are concerned.

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