Section 430 (2B) Companies Act Statement

Release

2 October 2017

SECTION 430 (2B) COMPANIES ACT STATEMENT - TIM HAYWOOD

Following the announcement on 30 June 2017, Tim Haywood stepped down as Group Finance Director and as a director of Interserve Plc at the close of business on 30 September 2017.

The following arrangements, which comply with Interserve's remuneration policy approved by shareholders in 2015, will apply to Tim's remuneration.

Payments and benefits

Tim is to remain with the Company until 30 November 2017 both to support Debbie White and assist in the transition to his successor, Mark Whiteling, who joined the Board yesterday. In line with his contractual provisions, he will continue to receive his salary, pension, a fully expensed company car and other contractual benefits for that period. In addition Tim will receive a payment of £1,935 in respect of his accrued but untaken holiday entitlement as at 30 September. Tim will then receive monthly payments of £31,518.75 (equivalent to his basic monthly salary) in lieu of the twelve months' notice period included in his contract for the period through to 30 November 2018, unless he obtains a comparable position whereby he is directly or indirectly remunerated (whether by way of salary, bonus, pension, fees, equity or otherwise) in which case the monthly payments from Interserve will be reduced or extinguished by the amount of that direct or indirect remuneration. In addition to this, a contribution of £7,500 has been made towards legal fees incurred by Tim in connection with his departure.

Annual Bonus payment

Tim is a participant in the Annual Variable Pay Scheme for the financial year ending 31 December 2017. The amount of any payment will be subject to the satisfaction of the relevant performance conditions, as set-out on page 63 of the Directors' Remuneration Report, and a pro-rata reduction up to 30 November 2017 and will be determined by the Remuneration Committee in March 2018.

Share awards

Awards granted under the 2015 Performance Share Plan will, after application of the performance conditions, will be reduced pro rata to 30 November 2017. The two-year holding period, clawback and recovery and withholding provisions contained within the relevant awards will apply to any vested shares. Any dividend equivalents will be satisfied in cash following the vesting date in accordance with the rules of the Plan

Tim's awards under the all-employee Sharesave Plan and Share Incentive Plan will be treated in accordance with the rules of the respective plans.

The relevant remuneration information relating to Tim Haywood will be included in the Directors' Remuneration Report in the Annual Accounts for the year ending 31 December 2017.

In accordance with section 430(2B) of the Companies Act 2006, the information contained in this document will be made available on the Company's website until the Company's next Directors' Remuneration Report is made available.

Ends

For further information please contact:

Rhys Jones, Group Head of PR +44 (0) 7909 605336

Richard Campbell/Michael Kinirons +44 (0) 203 219 8816

CNC Communications

About Interserve

Interserve is one of the world's foremost support services and construction companies. Our vision is to redefine the future for people and places. Everything we do is shaped by our core values. We are a successful, growing, international business: a leader in innovative and sustainable outcomes for our clients and a great place to work for our people. We offer advice, design, construction, equipment, facilities management and frontline public services. We are headquartered in the UK and listed in the FTSE. We have gross revenues of £3.7 billion and a workforce of circa 80,000 people worldwide.

www.interserve.com

For news follow @interservenews

Legal identifier number: 549300MVYY4EZCRFHZ09