EX-4.C.VI



 






Exhibit 4(c) (vi) 




New
InterContinental Hotels Group PLC



Registered Office: 67 Alma Road, Windsor, Berkshire, SL4 3HD

Registered Number: 5134420




April 2005




Mr Richard Solomons

8 Abbey View

Radlett

Hertfordshire

WD7 8LT




Dear Mr Solomons,




New
InterContinental Hotels Group PLC (the “Company”)



We are writing in relation to the proposed terms of your appointment as Finance Director of
the Company, the proposed new parent company of the IHG Group.



As you
know, InterContinental Hotels Group PLC (“IHG”) has announced its intention to return
capital to shareholders. This return of capital involves the introduction of the Company as new
listed parent company of IHG by way of a scheme of arrangement. Admission is expected to take
place on 27 June 2005.



It is intended that, subject to the scheme of arrangement becoming effective, the Company will,
with effect from Admission, adopt the name “InterContinental Hotels Group PLC” to reflect the fact
that the introduction of the Company as new parent company is purely a structural change to
facilitate the return of capital and that management and business of the IHG Group will not
change.



Accordingly, it is proposed that your appointment as Finance Director of the Company will be
subject to the terms of this letter with effect from Admission. This is subject to your
appointment as Finance Director of IHG not having otherwise terminated between the date of this
letter and Admission.



The terms of your appointment as Finance Director of IHG, set out in your Service Agreement, will
apply to your appointment as Finance Director of the Company, save that, with effect from
Admission, all references to IHG in your Service Agreement will be deemed to be references to the
Company.



If Admission does not take place prior to 31 December 2005, this letter shall terminate without
liability on either party and your appointment as Finance Director of IHG will continue in
accordance with the terms of your Service Agreement.



In this letter:



“Admission” means the date of admission of the entire share capital of the Company, issued and to
be issued to the Official List of the UK Listing Authority and to trading on the London Stock
Exchange;




A05009991/0.2/15 Apr 2005





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“IHG Group” means before the date on which the scheme of arrangement becomes effective, IHG and
its subsidiaries and subsidiary undertakings and following the date on which the scheme of
arrangement becomes effective, the Company and those entities which will become its subsidiaries
and subsidiary undertakings (including, for the avoidance of doubt,
IHG); and



“Service Agreement” means the service agreement between Six Continents PLC and you dated 12
February 2003 (and any subsequent amendments thereto).



We trust that these terms are acceptable to you. If so, we should be grateful if you would sign
and date the enclosed duplicate copy of this letter confirming your acceptance. Please then return
it to us as soon as possible.




	 	 	 	 	 	 	 
	Signed
as a Deed by
	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	New InterContinental Hotels Group PLC	 	 ) 	 	 
	 
	 	 	 	 	 	 
	acting by

	 	 	 	 ) 	 	 
	 
	 	 	 	 	 	 
	 

	 	 	 	 ) 	 	 
	 
	 	 	 	 	 	 
	Director

	 	 	 	 ) 	 	 
	 
	 	 	 	 	 	 
	 

	 	 	 	 ) 	 	 
	 
	 	 	 	 	 	 
	Secretary

	 	 	 	 ) 
	 	/s/ R.T. Winter
	 
	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	Signed as a Deed by

	 	 	 	 ) 
	 	/s/ Richard Solomons
	 
	 	 	 	 	 	 
	Richard Solomons

	 	 	 	 ) 	 	 
	 
	 	 	 	 	 	 
	 

	 	 	 	 ) 	 	 
	In the presence of:

	 	 	 	 ) 	 	 
	 
	 	 	 	 	 	 
	Witness’s signature

	 	 	 	 ) 	 	 
	 

	 	/s/ Renèe Sassoon	 	 	 	 
	 
	 	 	 	 	 	 
	Witness’s name:
	 	 	 	 	 	 
	 

	 	RENÈE SASSOON	 	 	 	 
	 
	 	 	 	 	 	 
	Witness’s address:
	 	 	 	 	 	 
	 

	 	4 Newbury Road	 	 	 	 
	 

	 	Newbury Park	 	 	 	 
	 

	 	Ilford, Essex, IG27HB	 	 	 	 
	 
	 	 	 	 	 	 
	Witness’s occupation:
	 	 	 	 	 	 
	 

	 	Personal Assistant	 	 	 	 






A05009991/0.2/15 Apr 2005





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