Hewlett-Packard Investment Scheme

Transcription

1 Hewlett-Packard Investment Scheme Rules effective from 6 April 2015 Linklaters Linklaters LLP One Silk Street London EC2Y SHQ Telephone (44-20) Facsimile (44-20)

2 CONTENTS Rule Page Introduction Meaning of words used Joining the Scheme Joining for retirement benefits Employees entitled to death-in-service benefits only Contributions by Employers and Members Contributions by Members Contributions by Employers Payroll Contributions "Salary Sacrifice" for Member pension contributions Member's Retirement Account Value of Member's benefits Allocation of assets to Member's Retirement Account Protected Rights Account Investment of Member's Retirement Account Allocation of expenses No segregation of assets Member's retirement benefits Date when benefits start Using the Member's Retirement Account Benefits on Member's death Benefits on death in Employment Benefits on death before Pension Payment Date but after leaving Employment and benefits on death in Employment aged 75 or over Payment of survivors' pensions Payment of lump sum death benefits Commutation of pension Early leavers Preserved benefits Non-preserved benefits Preservation requirements Early leavers re-joining Right to transfer or buy out i-

3 9 Members away from work General principle Family leave Ceasing to be eligible Opting out Special provisions for certain Members Members who left Employment before 6 April Members who were formerly members of the Hewlett-Packard Limited Retirement Benefits Plan Members who are receiving benefits under an Employer's long-term disability benefits scheme Members with special terms Members who transferred in from the Electronic Data Systems Investment Plan in General rules about pensions Purchase of pensions Paying pensions from the Scheme Pension increases General rules about benefits Recovery of tax and other charges Loss of right to benefits Beneficiary who is incapable Tax status of the Scheme Pension sharing on divorce Contracting-out Insured benefits Discretionary benefits Transfers to and from the Scheme Transfers from other pension schemes and arrangements Transfers to other pension schemes and arrangements Partial transfers Trustees Appointment and removal Exercise of powers Trustee charges Limit of liability Indemnity and protection from loss Trustee insurance ii-

4 18 Assets of the Scheme Assets held on trust Use of assets Scheme expenses and liabilities Accounts Surplus Participating Employers Inclusion in the Scheme Ceasing to participate New Principal Employer Termination of the Scheme Time of termination Effect of termination Reopening the Scheme Winding up the Scheme Time of winding up Use of assets Securing benefits with insurance policies and annuity contracts Winding up lump sums Transfers to other pension schemes and arrangements Surplus assets Changing the Rules Governing law Appendix: Members with special terms Schedule 1 BT Members Schedule 2 Credit Suisse Members Schedule 3 Mercury Members Schedule 4 Peregrine Members Schedule 5 Valliant Members Schedule 6 West LB Members Schedule 7 Bank of Ireland Members Schedule 8 EYP Members Schedule 9 Gingko Members Schedule 10 Unilever Members Schedule 11 3Com Members Schedule 12 E.ON Section Members Schedule 13 Indigo Members A /3.0/15 Jul iii -

5 Schedule 14 Centrica Members Schedule 15 A viva Members Schedule 16 Fujitsu Members Schedule 17 Autonomy Members Schedule 18 Avaya Members Schedule 19 Deutschebank Members iv-. ; /

6 Hewlett-Packard Investment Scheme These Rules of the Hewlett-Packard Investment Scheme (the "Scheme") are made as a deed on l a~" Av j", \: 2o15 between: (1) Hewlett-Packard Limited; and (2} Hewlett-Packard Investment Scheme Pension Company Limited. Hewlett-Packard Investment Scheme Pension Company Limited is the first trustee of the Scheme. Introduction (A} The current Rules of the Scheme were made as a deed with effect from 1 January Rule 23 (changing the Rules) says that Hewlett-Packard and the Trustees may together, by deed, change the Rules at any time (and may do so retrospectively}. (B) (C) (D) In exercise of their powers under Rule 23 of the current Rules, Hewlett-Packard and the Trustees change the current Rules with effect from 6 April However, these Rules do not affect benefits for Members who left Employment before 6 April 2015 except as described in Rule 12.1 (Members who left Employment before 6 April 2015). The amendments made by these Rules to the current Rules are permitted, so far as necessary, by the provisions of the Occupational Pension Schemes (Modification of Schemes) Regulations 2006, as amended. In exercise of their powers under Regulation?A of those Regulations, the Trustees resolve to amend the Scheme following the abolition of contracting-out on a protected rights basis, as described in these Rules. These Rules shall have effect only insofar as they do not adversely affect any subsisting right of any Member or other person at the date of this deed or are otherwise allowed by the "subsisting rights provisions" referred to in Section 67 of the Pensions Act 1995 (the subsistlr.g i'ights piuvibium>). ru iiti::> fjurfjose, subsisting rights" means the same as 1n Section 67A of the Pensions /kt ~ ) - 1 -

7 1 Meaning of words used "Annual Salary" means the amount determined by Hewlett-Packard and notified to the Trustees and the Member concerned as being the yearly rate of the Member's annual salary excluding any director's fees, shift allowances, overtime and other fluctuating emoluments or, in the case of a Member who participates in a sales incentive plan, the Member's annual earnings objective. Annual Salary for EDS Scheme Members will be subject to the Earnings Cap (except for Pre-1989 EDS Scheme Members). Note 1: Annual Salary will, for BT Members, include a London weighting allowance, as described in Schedule 1 of the Appendix; Note 2: Annual Salary will, for Centrica Members, include a shift allowance as described in Schedule 14 of the Appendix; and Note 3: Annual Salary will, for Aviva Members, include any increased working hours allowance and shift allowances as determined by Hewlett-Packard as described in Schedule 15 of the Appendix. "AVCs" means Payroll AVCs made under Rule 3.3 (payroll contributions) and Salary Sacrifice AVCs made under Rule (standard Employer contributions) or Rule (Employer contributions for Members who joined the Hewlett-Packard Limited Pension Scheme before 1 January 2009), or the Appendix, as appropriate. "Dependant" means anyone who is: (a) (b) financially dependent on the Member or other person concerned, or was so dependent at the time of that person's death. This may include anyone who shares living expenses with, or receives financial support from, the Member or other person and whose standard of living would be affected by the loss of that person's financial contribution or financial support; or dependent on the Member or other person concerned because of disability at the time of that person's death. The Trustees' decision as to whether someone is another person's Dependant will be final. "Earnings Cap" means:.j (a) (b) if HM Revenue & Customs continues to issue orders or other communications as if Section 590C of the Income and Corporation Taxes Act 1988 had not been repealed, then the Earnings Cap at any given date shall be the figure specified in the then current order or communication; or if HM Revenue & Customs ceases to issue such orders or communications, the Earnings Cap in any tax year (the "Tax Year'') will be the Earnings Cap for the previous tax year increased by the percentage increase in the retail prices index over a 12-month period ending on the 30 September immediately preceding the Tax Year, provided that: '-... / (i) if the figure arrived at is not a multiple of 600, it shall be rounded up to the nearest amount that is such a multiple; and 2

8 (ii) if the retail prices index for the September preceding the Tax Year is not higher than it was for the previous September the figure for the Tax Year shall be the same as the figure for the previous Tax Year. "EDS Scheme Member" means a Member who has been designated by Hewlett-Packard as an EDS Scheme Member. Note 1: An EDS Scheme Member includes a Member who joined the Scheme on 1 January 2010 and who immediately prior to that date was an active member of the Electronic Data Systems Investment Plan and who is included in the Scheme for retirement benefits as described in Rule 2.1 Uoining for retirement benefits). Note 2: EDS Scheme Members who leave Employment, (or who are treated as having left Employment) and then subsequently re-join the Scheme will not be treated as EDS Scheme Members on re-joining, unless Hewlett-Packard and the Trustees decide otherwise. "Employee" means any employee of an Employer. "Employer" means an employer participating in the Scheme. "Employment" means employment with the Employers. "Hewlett-Packard" means Hewlett-Packard Limited. "Incapacity" means physical or mental impairment which prevents (and will continue to prevent) a Member from following his or her normal occupation. Before deciding whether a Member is suffering from Incapacity, the Trustees must obtain evidence from a registered medical practitioner that the Member is (and will continue to be) incapable of carrying on his or her occupation. The Trustees' decision as to whether a Member is suffering from Incapacity will then be final. described in Rule 2.1 Uoining for retirement benefits). "Pensionable Children" means children of the Member, the Member's stepchildren (but only if they are financially dependent on the Member at the date of the Member's death), children legally adopted by the Member, and any other children whom the Trustees are satisfied were dependent on the Member at the time of his or her death and whom the Trustees agree to treat as Pensionable Children. "Pension Payment Date" means a Member's Pension Payment Date as described in Rule 5.1 (date when benefits start). "Pre-1989 EDS Scheme Member" means an EDS Scheme Member who joined the Electronic Data Systems Investment Plan prior to 1 June 1989 (or who joined after that date but was granted "non-capped" status) and who was then an active member of the Electronic Data Systems Investment Plan until he or she joined the Scheme on 1 January "Preservation Laws" means the laws on preservation of benefit in Chapter 1 of Part 4 of the Pension Schemes Act "Retirement Account" means a Member's Retirement Account as described in Rule 4 (Member's Retirement Account). 3

9 "Salary Sacrifice" means the flexible benefit arrangements operated by Hewlett-Packard, the terms of which are notified to Members. Note: Hewlett-Packard may operate different flexible benefit arrangements for different Members. Members will be notified which arrangement applies to them. "Scheme" means the Hewlett-Packard Investment Scheme. "Spouse" means a person who, at the date of the Member's death, was legally married to the Member (whether in an opposite sex marriage or a same sex marriage) or was the Member's legal civil partner. "Transfer Value Laws" means the laws on transfer values in Chapter 4 of Part 4 of the Pension Schemes Act "Trustees" means the trustee or trustees for the time being of the Scheme. 4

10 2 Joining the Scheme 2.1 Joining for retirement benefits An Employee is eligible to join the Scheme if the Employee's contract of service says that he or she is eligible to join the Scheme. The Trustees will include eligible Employees in the Scheme automatically on the date they become eligible to join. However, the Trustees will do this only for Employees who have been told in writing that they are to be included in the Scheme and who have not objected. Notwithstanding this, an Employee will be included in the Scheme automatically from each automatic enrolment or re-enrolment date if Part 1 of the Pensions Act 2008 (employers' duties) requires an Employer to make arrangements for the Employee to become an active member of an automatic enrolment scheme. The only exception is if the Employee has given a valid opt out notice under Section 8 of that Act Uobholder's right to opt out). An Employee who is not included in the Scheme automatically may join later only with the specific permission of Hewlett-Packard and the Trustees and on such terms as they determine. However, for as long as the Scheme is a designated "automatic enrolment scheme" (as notified by Hewlett-Packard to the Trustees) for the purposes of Part 1 of the Pensions Act 2008, no permissions will be required and no special terms will be imposed which would be inconsistent with the Scheme being an "automatic enrolment scheme" for the purposes of Part 1 of the Pensions Act Employees must provide the Trustees with any information they ask for (including evidence of good health) but the Trustees will not require the Employee to provide any information which the Employer notifies the Trustees would be inconsistent with the Scheme being an "automatic enrolment scheme" for the purposes of Part 1 of the Pensions Act An Employee's benefits may be restricted until the Employee has provided the Trustees with :::~ny inform:::~tion thp.y 8~k for Note: Employees joining (or re-joining) the Scheme wiii, uniess the Trustees and Hewiett Packard determine otherwise, join on the contribution basis described in Rule (Standard Employer contributions). Death benefits for members rejoining are the same as for any new joiner, unless such member had previously opted out but remained in Employment, in which case Rule 11 (opting out) will apply. 2.2 Employees entitled to death-in-service benefits only The following Employees who die in Employment before age 75 will, unless Hewlett Packard decides otherwise, be included in the Scheme for the lump sum death-in-service benefits described in Rule 6.1.2(a) (benefits on death in Employment- lump sum benefit): an Employee who chooses not to join the Scheme; an Employee who has chosen a Pension Payment Date under Rule 5.1 (date when benefits start) which is before he or she leaves Employment but has not chosen to continue contributions in accordance with that option described in Rule an Employee who has opted out of the Scheme in accordance with Rule 11 (opting out); 5

11 2.2.4 an Employee who was a Member of the Hewlett-Packard Limited Retirement Benefits Plan ("HP Plan") and who has chosen to receive his or her pension under the HP Plan in more than one tranche, as described in General Rule 8.2 of the H P Plan (flexible payment of Member's benefits); and any other Employee as so determined by Hewlett-Packard. In addition to the benefits described in Rule 6.1.2(a): (a) (b) Employees who were EDS Scheme Members immediately prior to becoming entitled to death-in-service only benefits under this Rule 2.2, will also be included in the Scheme for lump sum death benefits described in Rule 6.1.2(b) for as long as they actively remain in Employment (provided they would have been entitled to such benefits had they remained an active member of the Scheme); and Employees who, immediately prior to becoming entitled to death-in-service only benefits under this Rule 2.2, were entitled to death-in-service pension benefits under Rule (spouse's pension) or (children's pensions), including any modification of such benefits as described in the Appendix, will also be included in the Scheme for death-in-service pension benefits on the same basis that applied to them previously, for as long as they actively remain in Employment. Note: All benefits provided under this Rule 2.2 are calculated by Annual Salary at the date of the Employee's death whilst in Employment. The death-in-service benefits described in this Rule 2.2 will be calculated and paid as if the Employee were a Member. No benefits will be provided under this Rule 2.2 if the Employee is entitled to death-inservice benefits under any other pension scheme operated by Hewlett-Packard or the Employers. Note: For the purpose of this Rule 2.2, "Employment" means continuous employment with a participating employer or with another employer within the Hewlett-Packard group as determined by Hewlett-Packard. >' 6

12 3 Contributions by Employers and Members 3.1 Contributions by Members Members who participate in Salary Sacrifice for pension contribution purposes are not required to contribute to the Scheme. Note 1: Members who participate in Salary Sacrifice for pension contribution purposes accept a reduction in their Annual Salary in return for retirement benefits in the Scheme. Members can choose (within certain limits) the amount of the reduction. This reduction will determine the level of Employer contributions, as described in Rule 3.2 (contributions by Employers). Note 2: Not all Members participate in Salary Sacrifice for pension contribution purposes (see Rule 3.3 (payroll contributions) and the Appendix). 3.2 Contributions by Employers Each Employer will contribute to the Scheme in respect of each Member in its Employment at the rates described in Rule and 3.2.2, as appropriate Standard Employer contributions Each Employer will contribute to the Scheme in respect of each Member in its Employment (except those Members to which Rule (Employer contributions for Members who joined the Hewlett-Packard Limited Pension Scheme before 1 January 2009) applies) in accordance with the following table or at such other rate as the Employer decides from time to time and notifies to the Member and the Trustees in writing. I Amount of pay reduction chosen by Member under Salary Sacrifice Resultant contribution payable by Emnlover lexnre~~arf ::.~ ::. -- percentage of Annual Salary) (expresseci as a percentage ot., ' ~- Annual Salary) 3% 6% 4% 8% 5% 10% 6% 12% I I.) Where a Member is included in the Scheme automatically from each automatic enrolment or re-enrolment date under Part 1 of the Pensions Act 2008 and does not choose the amount of his or her pay reduction for pension contribution purposes under Salary Sacrifice, his or her pay reduction will be 6% of Annual Salary with the resultant contribution payable by the Employer being 12% of Annual Salary. i i It may be that the Member has chosen an amount greater than 6% of Annual Salary for pension contribution purposes under Salary Sacrifice. If so, the contribution payable by the Employer will increase from 12% by a further 1% for each additional 1% of Annual Salary chosen by the Member (up to the maximum permitted under Salary Sacrifice from time to time). These additional Employer A /3.0/15 Jul

13 contributions above 12% will, for the purposes of Rule (benefits on death in Employment- benefits payable) be known as "Salary Sacrifice AVCs". Members who at any time choose a reduction of less than 3% of Annual Salary will be treated as having left Employment unless otherwise agreed by Hewlett-Packard. The contribution payable for the month in which the Member leaves Employment or dies will be a proportionate amount calculated on a daily basis, unless the Trustees decide otherwise. Members who are included in the Scheme automatically from each automatic enrolment or re-enrolment date under Part 1 of the Pensions Act 2008 and who choose a reduction of less than 3% of Annual Salary must complete a valid opt out notice under Section 8 of that Act Uobholder's right to opt out). Note: For certain Members who were auto enrolled in 2013 and who did not choose the amount of his or her pay reduction, his or her pay reduction is 3% of Annual Salary with the resultant contribution payable by the Employer being 6% of Annual Salary (rather than 6% and 12% as described above) -unless they have subsequently requested a different reduction in which case that will apply instead. Such Members were notified of this prior to being auto enrolled Employer contributions for Members who joined the Hewlett-Packard Limited Pension Scheme before 1 January 2009 For those Members who joined the Hewlett-Packard Limited Pension Scheme before 1 January 2009 and who remained an active member until he or she joined the Scheme on 1 January 2010, the Employer will contribute in respect of the Member in accordance with the table set out below. Amount of pay reduction chosen by Member under Salary Sacrifice (expressed as a percentage of Annual Salary) Resultant contribution payable by Employer (expressed as a percentage of Annual Salary) 1% 4% 2% 6% 3% 8% 4% 10% It may be that the Member has chosen an amount greater than 4% of Annual Salary under Salary Sacrifice. If so, the contribution payable by the Employer will increase from 1 0% by a further 1% for each additional 1% of Annual Salary chosen by the Member (up to the maximum permitted under Salary Sacrifice from time to time). These additional Employer contributions above 10% will, for the purposes of Rule (benefits on death in Employment - benefits payable) be known as "Salary Sacrifice AVCs". Members who at any time choose a reduction of less than 1% of Annual Salary will be treated as having left Employment unless otherwise agreed by Hewlett-Packard. The contribution payable for the month in which the Member is treated as having left Employment or dies will be a proportionate amount calculated on a daily basis, unless the Trustees decide otherwise. 8

14 Each Employer will also contribute to the Scheme at a rate that is sufficient to enable the Trustees to provide the death-in-service benefits payable under Rule 6.1 (benefits on death in Employment) for its Employees. If the Trustees agree, where death-in-service benefits are insured, the Employers may pay premiums directly to the insurance company with which the benefits are insured. If the Trustees have prepared a payment schedule as required by Section 87 of the Pensions Act 1995 (Schedules of payments to money purchase schemes), the Employers must contribute to the Scheme in accordance with such schedule. Note 1: The amount of the pay reduction chosen by the Member under Salary Sacrifice is for the purposes of determining the Employer contribution only. It is not an additional contribution to the Scheme. Note 2: Different Employer contributions apply to certain categories of Members, as described in the Schedules to the Appendix. Note 3: The obligation on the Employer to contribute will be satisfied if an equivalent amount is credited to Retirement Accounts in accordance with Rule 18.5 (surplus). Note 4: Death-in-service benefits payable under Rule 6.1 (benefits on death in Employment) are insured and will continue to be so until the Trustee and the Company agree otherwise. 3.3 Payroll Contributions A Member in Employment who does not wish to participate in Salary Sacrifice for pension contribution purposes may instead pay regular contributions to the Scheme through normal payroll deduction. If the Member contributes in this way the Trustees and the Employer may impose any conditions they think reasonable (l n,..lud 1n, a"' tn ornnunt" th... t "a" h... P'"';r~ and the method of payment). +h~ t;m~ n+... h:~h ~~ym~~ ~ ~~~ he ~~''"' IIV I~ ~I.VU.IIIV IL~ IleAL"" IIUG CUU,L.II'GU VOLYYIIIVIIfJO IICIIl~\..oQIIU fjc:uu, Each Member's contributions (together with any corresponding contributions payable by the Employer that have been agreed between the Employer and the Member) will be allocated to the Member's Retirement Account. The proceeds will be used to provide benefits for, or in respect of, the Member in accordance with Rule 5.2 (using the Member's Retirement Account) Contributions made by the Member under Rule which are in excess of 6% (or such other rate determined by Hewlett-Packard and notified to the Member) are known as "Payroll AVCs" The Trustees may allow a Member in Employment to pay non regular ad hoc lump sum voluntary contributions to the Scheme (which are in addition to the Member's regular contributions whether through salary sacrifice or payroll deduction) on a basis agreed with the Trustees. If the Trustees allow a Member to pay voluntary contributions under this Rule 3.3.4, they may impose any conditions that they think reasonable (including as to amounts that can be paid and the method of payment). A /3.0/15 Jul

15 3.3.5 Each Member's voluntary contributions paid under Rule above shall be allocated to the Member's Retirement Account. The proceeds will be used to provide additional benefits for, or in respect of, the Member in accordance with Rule 5.2 (using the Member's Retirement Account) Contributions made by the Member under Rule above are also "Payroll AVCs". 3.4 "Salary Sacrifice" for Member pension contributions To ensure that a Member's benefits under the Scheme are not affected by a Member participating in Salary Sacrifice, "Annual Salary", at any date and for any period while a Member participates in Salary Sacrifice, will, unless Hewlett-Packard decides otherwise, include an amount by which the Member's Annual Salary is reduced under Salary Sacrifice. 10

16 4 Member's Retirement Account 4.1 Value of Member's benefits The value of the benefits provided for, and in respect of, each Member under the Scheme (except for benefits on death-in-service under Rule 6.1 (benefits on death in Employment)) will be determined by reference to the realisable value of the Member's Retirement Account at the date on which the benefits are provided. 4.2 Allocation of assets to Member's Retirement Account The Trustees will allocate to each Member's Retirement Account: the Member's own contributions (if any) to the Scheme made under Rules 3.1 (contributions by Members) and 3.3 (payroll contributions); the contributions paid by the Employer (or credited by the Trustees on behalf of the Employer) in respect of the Member under Rule 3.2 (contributions by Employers); any additional contributions paid by the Employer (or credited by the Trustees on behalf of the Employer) in respect of the Member under Rule 12.2 (Members who were formerly members of the Hewlett-Packard Limited Retirement Benefits Plan) or Rule 15 (discretionary benefits); any assets or surrender values accepted by the Trustees in respect of the Member under Rule 16.1 (transfers from other pension schemes and arrangements); and any other amounts accepted by the Trustees in respect of the Member. 4.3 Protected Rights Account Since 6 April 2012, the laws on contracting-out in Part Ill of the Pension Schemes Act 1993 have allovved a Membei's "protected rights" (as defined in those laws) to be treated in the S::lmP. W::l'f ::IS thp. I\Apmh8r'c:: ()ther rightc:: t0 IY'I01"l8Y w~~chec::e bel"lef!ts IJI"lde~ the Sche~e. Following this change, Members no longer have a separate "Protected Rights Account" (as defined in the previous Rules of the Scheme) within their Retirement Account. 4.4 Investment of Member's Retirement Account A Member may choose to link the value of his or her Retirement Account to one or more investment options offered by the Trustees from time to time. If a Member does not choose an investment option, the Trustees will choose for the Member. The Trustees will adjust the value of each Member's Retirement Account in line with changes in the value of the investment options to which the Member's Retirement Account is linked. Unless the Trustees agree otherwise, a Member who has not reached his or her Pension Payment Date may switch between the available investment options offered by the Trustees. Such switches may apply to amounts already allocated to Retirement Accounts as well as to amounts to be a!!ocated in future. Switches will be subject to any restrictions or conditions (including charges or transaction costs) that the Trustees may impose from time to time. If the Trustees so decide, any charges or transaction costs that become payable may be deducted from the Member's Retirement Account. 11

17 The Trustees may change the investment options available under the Scheme at any time. In particular, the Trustees may withdraw any investment option at any time for amounts already allocated to Retirement Accounts, as well as for amounts to be allocated in future. If the Trustees withdraw an investment option, Members must choose an alternative investment option unless the Trustees decide otherwise. If the Trustees decide that a Member will not be able to continue to link the value of his or her Retirement Account to a withdrawn investment option, the Member may choose an investment option from those offered by the Trustees. If the Member does not choose an alternative investment option, the Trustees will choose for the Member. The Trustees (and officers and employees of a corporate trustee) will not be liable for any loss arising from a choice of any investment option. 4.5 Allocation of expenses To the extent that they are not paid by the Employers (or credited on behalf of the Employers), the Trustees will allocate to each Member's Retirement Account a fair share (calculated on a basis that the Trustees consider reasonable) of any expenses and liabilities paid from the Scheme's assets under Rule 18.3 (Scheme expenses and liabilities). 4.6 No segregation of assets The allocation of contributions to a particular Member's Retirement Account, and the linking of a Member's Retirement Account to the value of particular investments, is for benefit calculation purposes only. All the assets of the Scheme are held as a common trust fund from which all the benefits are provided. No Member or other person entitled to benefits is entitled to any specific assets of the Scheme. 12

18 5 Member's retirement benefits 5.1 Date when benefits start A Member's Pension Payment Date is the date the Trustees use a Member's Retirement Account to provide retirement benefits for the Member. This will be the Member's 65th birthday unless the Member notifies the Trustees that he or she does not want his or her benefits paid at that date. A Member may choose an alternative date as set out in Rules 5.1.1, and below Early retirement -payment before age 65 If the Member has reached age 55 or age 50 if the Member has a protected pension age in accordance with paragraphs 21 to 23A of Schedule 36 to the Finance Act 2004) or is suffering from Incapacity, the Member's Pension Payment Date may, with the consent of the Employer, be any date chosen by the Member before age Late retirement- payment after age 65 If the Member stays in Employment after reaching age 65, the Member's Pension Payment Date may be any date chosen by the Member. If the Member leaves Employment at age 65 or at any time after age 65 before choosing a Pension Payment Date and does not want his or her benefits to start immediately, Rule 7 (early leavers) will apply and a later Pension Payment Date may be chosen in accordance with that Rule Flexible retirement With the consent of the Trustees and Hewlett-Packard, a Member in Employment may request the Trustees to use all or part of his or her Retirement Account as rlp.~r.rihp.rl in R _ le 52 {~ si"!g!he ~!!e!"!"!ber's Ret!re!"!"!er!t,li.(;(;CL:r!t). The Me~bcr'::; Pension Payment Date in respect of the amount used will be a date agreed between the Member and the Employer but must be after reaching age 55 (or age 50 if the Member has a protected pension age in accordance with paragraphs 21 to 23A of Schedule 36 to the Finance Act 2004 ). A Member choosing this option will remain in Employment in respect of the remaining amount and contributions will continue to be payable by the Member and by the Employer, as appropriate, under Rule 3 (contributions by Employers and Members) until the Member leaves Employment. The Member will before his 75th birthday, also continue to be entitled to death-in-service benefits under Rule 6.1 (benefits on death in Employment) as long as he or she remains in Employment. A member choosing this option may choose not to continue contributing under Rule 3 (Contributions by Employers and Members). In such a case, the Member will be treated as having left Employment but will be covered for death-in-service benefits under Rule 2.2. (Employees entitled to death-in-service benefits only} for as long as he actually remains in Employment. If a Member dies in Employment after age 75 and having taken none or only part of his Retirement Account, the Retirement Account, or the remaining part of it, will be used to provide benefits in such form as the Trustees consider appropriate and which is consistent with Rule 5.2 (using the Member's Retirement Account). 13

19 "'! Note: A Member who chooses not to continue contributing in accordance with this Rule will nevertheless be auto enrolled in accordance with Rule 2.1 Uoining for retirement benefits) if Part 1 of the Pensions Act 2008 (employers duties) requires his or her Employer to make arrangements for the Employee to become an active member of an auto enrolment scheme. The only exception is if the Employee has given a valid opt out notice under Section 8 of that Act Uobholders right to opt out). 5.2 Using the Member's Retirement Account The Trustees will use the Member's Retirement Account (or a part of it in accordance with Rule (flexible retirement)) to provide benefits in one or more of the following forms, as requested by the Member: a pension payable to the Member for life, starting on his or her Pension Payment Date; a lump sum payable to the Member on his or her Pension Payment Date; pensions or lump sums payable on the Member's death. These benefits must be authorised for the purposes of Part 4 of the Finance Act If the Trustees agree, the Member may choose benefits in some other form (including benefits payable at different times) so long as the benefits are authorised for the purposes of Part 4 of the Finance Act If the Member does not make a choice, the Trustees may choose for the Member. 14

20 6 Benefits on Member's death 6.1 Benefits on death in Employment Benefits payable If a Member dies in Employment before age 75, the following death-in-service benefits will be paid: (a) (b) a lump sum calculated in accordance with Rule (lump sum benefit) below; and for Members who were either (1) active members of the Hewlett-Packard Limited Pension Scheme immediately before joining the Scheme on 1 January 2010 or (2) were active members of the Electronic Data Systems Investment Plan on 31 March 2006 and who remained an active member until they joined the Scheme on 1 January 2010: (i) a Spouse's pension calculated in accordance with Rule (Spouse's pension) below; and (ii) a children's pension calculated in accordance with Rule (children's pensions) below. The benefits must all be authorised for the purpose of Part 4 of the Finance Act The Member's Retirement Account will fall into the general assets of the Scheme (and will form part of the Surplus Fund as described in Rule 18.5 (surplus)) except for the following elements of the Member's Retirement Account (the "Excluded Excess Value"): (i) unless Hewlett-Packard determines otherwise, any assets or surrender values accepted by the Trustees in respect of the Member under Rule 16.1 (transfers from other pension schemes and arrangements); Note: Hewlett-Packard has determined that certain transfers in are not to be treated as Excluded Excess Value. In particular see the transfer agreements dated 17 May 2010 and 3 June 2010 in relation to the Hewlett Packard Limited Pension Scheme and the Electronic Data System Investment Plan, as appropriate. (ii) AVCs; and Note: The Appendix to these Rules describes which contributions are to be treated as AVCs for those special category Members. (iii) unless the Employer determines otherwise, any additional contributions paid by the Employer in respect of the Member under Rule 15 (discretionary benefits). The Excluded Excess Value will be used to provide such additional benefits, in the form of a lump sum payable under Rule 6.4 (payment of lump sum death benefits) or a pension payable to the Member's Spouse, children or Dependants under Rule 6.3 (payment of survivors' pensions), as the Trustees consider appropriate. It may be that a part of the Member's Retirement Account has been transferred out of the Scheme in accordance with Rule 16.3 (partial transfers). If so, the part of the A /3.0/15 Jul

21 Member's Retirement Account representing the Excluded Excess Value available to provide additional benefits will be adjusted by the Trustees on the basis that the partial transfer included a proportion of the Excluded Excess Value and is therefore not available to provide additional benefits. The Excluded Excess Value transferred at the date of the partial transfer will be calculated in accordance with the following formula: X =Y /Z where: X= Y = Z = the proportion of the Excluded Excess Value transferred at the date of the partial transfer; the value of the partial transfer from the Member's Retirement Account as at that date; and the total value of the Member's Retirement Account as at that date. If, at the date of the Member's death, the value of the Member's Retirement Account (after deducting an amount equal to the Excluded Excess Value, as described above) is greater than the amount needed to provide the benefits referred to in (a) and (b) above, any excess will be used to increase those benefits described in (a) and (b) above in a manner determined by the Trustees. The Trustees may insure benefits for any member under this Rule 6.1 with an insurance company agreed by Hewlett-Packard. In such circumstances, the benefits payable on such a Member's death will be subject to payment having been made, to the satisfaction of the Trustees, by the insurance company with which the Member's benefit is insured and will be subject to any conditions imposed by that insurance company. An Employee will not qualify for benefits under this Rule 6.1 unless he or she has, if requested to do so, provided the Trustees with satisfactory evidence of good health, and any other information that they require. Note: Any Excluded Excess Value which is not used to provide benefits on behalf of the Member in the ways described above will fall into the general assets of the Scheme (and will form part of the Surplus Fund as described in Rule 18.5 (surplus)) Lump sum benefit If a Member dies in Employment before age 75, the Trustees will provide a lump sum equal to: (a) (b) four times the Member's Annual Salary as at the date of death or such higher or lower multiple as the Member has selected through Salary Sacrifice; and for EDS Scheme Members only, an amount equal to the value of the Member's Retirement Account (but excluding the value of any Excluded Excess Value which is dealt with separately under Rule 6.1.1) at the date of death where no Spouse's, Dependant's or children's pensions are payable under Rule (Spouse's pension) or (children's pensions). The lump sum will be paid in accordance with Rule 6.4 (payment of lump sum death benefits). 16

22 6.1.3 Spouse's pension If a Member dies in Employment before age 75, the Spouse's pension payable will be equal to the following: (a) (b) in respect of Members who were active members of the Hewlett-Packard Limited Pension Scheme immediately before joining the Scheme on 1 January 2010, 25% of the Member's Annual Salary at the date of death or such higher or lower percentage as the Member has selected through Salary Sacrifice; in respect of EDS Scheme Members who were active members of the Electronic Data Systems Investment Plan on 31 March 2006 and who remained an active member until he or she joined the Scheme on 1 January 2010, 30% of the Member's Annual Salary at the date of death or such higher or lower percentage as the Member has selected through Salary Sacrifice. Note: At the date of these Rules Salary Sacrifice does not permit Members covered by Rule 6.1.3(b) above to choose a Spouse's pension percentage other than 30%.... The Spouse's pension will be payable to the Member's Spouse. However, the Trustees may instead pay part or all of the Spouse's pension to one or more of the Member's Dependants (provided it is authorised under Part 4 of the Finance Act 2004). If the Trustees pay part of the Spouse's pension to a Dependant, the amount of any pension payable to the Member's Spouse will be reduced by the amount paid to the Dependant. The pension payable to the Member's Spouse will be provided under the annuity contract purchased unless Ruie 13.2 (paying pensions from the Scheme) applies. It percentage specified in Section 51 ( 4) of the Pensions Act For the purposes of that section, the reference period will be such period as the Trustees may determine from time to time. If the Member dies in Employment before age 75 and does not ieave a Spouse, the Trustees may pay part or all of the Spouse's pension to one or more of the Member's Dependants, provided that the total amount of pension payable shall not be greater than the amount of the Spouse's pension and provided it is authorised under Part 4 of the Finance Act If the Spouse's pension is paid to a person who is younger than the Member, the pension paid will, unless the Trustees, with the consent of Hewlett-Packard, decide otherwise, be reduced by an amount determined by the insurance company insuring this benefit at the date of the Member's death (in accordance with the insurance policy covering this benefit at the date of the Member's death). This "young spouse" provision does not apply to EDS Scheme Members who joined the Scheme on 1 January 2010 and who immediately prior to that date was an active member of the Electronic Data Systems Investment Plan. - A pension paid under this Rule will be payable in accordance with Rule 6.3 (payment of survivors' pensions). A /3.0/15 Jul

23 6.1.4 Children's pensions If a Member dies in Employment before age 75, the children's pension payable will be equal to the following: (a) (b) in respect of Members who were active members of the Hewlett-Packard Limited Pension Scheme immediately before joining the Scheme on 1 January 2010, one-third of the Spouse's pension for each Pensionable Child, up to a maximum of three; and in respect of EDS Scheme Members who were active members of the Electronic Data Systems Investment Plan on 31 March 2006 and who remained an active member until he or she joined the Scheme on 1 January 2010, 10% of the Member's Annual Salary for each Pensionable Child up to a maximum of three (but in the event that no pension is payable to a Spouse or Dependant, the children's pension will be doubled). The pension in each case will be payable in accordance with Rule 6.3 (payment of survivors' pensions). In the event that there are more than three Pensionable Children, the children's pension will be divided equally between them. Where a Member initially leaves more than three Pensionable Children and, in accordance with Rule 6.3 (payment of survivors' pensions), a pension ceases to be payable to one of those children, then that child's share of the total pension will be divided amongst the remaining Pensionable Children. Once the number of Pensionable Children reduces to three there will be no further redistribution of pension and each child's pension will finish when it ceases to be payable in accordance with Rule 6.3 (payment of survivors' pensions). 6.2 Benefits on death before Pension Payment Date but after, leaving Employment and benefits on death in Employment aged 75 or over If a Member dies: before his or her Pension Payment Date but after leaving Employment; or whilst in Employment aged 75 or over the Trustees will use the Member's Retirement Account to provide benefits in one or both of the following forms, as requested by the Member or, if the Member has made no request, as the Trustees consider appropriate: (a) (b) a lump sum payable as described in Rule 6.4 (payment of lump sum death benefits); or a pension or pensions payable to one or more of the Member's Spouse, children and Dependants as described in Rule 6.3 (payment of survivors' pensions). The benefits must all be authorised for the purposes of Part 4 of the Finance Act

24 6.3 Payment of survivors' pensions A pension payable to a surviving Spouse will be payable for life. A pension payable to a Pensionable Child will be payable until the child reaches age 18. However, it will be paid beyond age 18: for so long as the child is under age 23 and in full-time education or training approved by the Trustees; or for the lifetime of the child, but only if the child was dependent on the Member because of disability when the Member died. A pension payable to any other adult Dependant will be payable for life. Note: For a person to receive a Dependant's pension he or she must be a "dependant" as described in paragraph 15 of Schedule 28 of the Finance Act Payment of lump sum death benefits The Trustees will pay any lump sum death benefit to one or more of the Beneficiaries. If the Trustees decide to pay the benefit to more than one of the Beneficiaries, they will pay it in such shares as they decide. The "Beneficiaries" are: the Member's Spouse, the Member's or Spouse's grandparents and their descendants and the spouses, civil partners, widows, widowers and surviving civil partners of those descendants; the Member's Dependants; the Member's cohabitee; any person with an interest in the Member's estate (but not including the Crown, the Duchy of Lancaster or the Duke of Cornwall); and any person, charity or organisation nominated by the Member in writing to the Trustees. The Trustees may use all or part of the amount payable for the benefit of one or more of the Beneficiaries, instead of paying it direct to the Beneficiaries concerned. So long as only Beneficiaries can become entitled to the benefit, the Trustees may: direct that all or part of the lump sum be held by themselves or other trustees on such trusts (including discretionary trusts) and with such powers and provisions (including powers of selection and variation) as the Trustees see fit; or pay all or part of the lump sum to the trustees of any other existing trust. No lump sum death benefit will be paid if there are no living Beneficiaries at the date of the Member's death. 6.5 Commutation of pension A person entitled to a pension (except a Pensionable Child) under this Rule 6 (benefits on Member's death) may, with the consent of the Trustees and Hewlett-Packard and subject to Part 4 of the Finance Act 2004, choose to give up any or all of that pension for a lump sum payable to him or her. Unless the Trustees, with the consent of Hewlett-Packard, decide otherwise, the pension will be commuted to a lump sum on a basis determined by the insurance company insuring this benefit at the date of the Member's death (in accordance with the insurance policy covering this benefit at the date of the Member's death). A /3.0/15 Jul

25 7 Early leavers 7.1 Preserved benefits A Member who leaves Employment without becoming entitled to immediate benefits will remain entitled to benefits under the Scheme if he or she satisfies the preservation requirements set out in Rule 7.3 (preservation requirements). The Trustees will provide retirement benefits for the Member as described in Rule 5 (Member's retirement benefits) except that the Member's Pension Payment Date will be the Member's 65th birthday, unless the Member chooses: a later date; an earlier date, but not earlier than the Member's 55th birthday (or 50th birthday if the Member has a protected pension age in accordance with paragraphs 21 to 23A of Schedule 36 to the Finance Act 2004) unless the Member is suffering from Incapacity; or Flexible retirement - With the consent of the Trustees and Hewlett-Packard, a Member may request that the Trustees use all or part of his or her Retirement Account as described in Rule 5.2 (using the Member's Retirement Account), subject to the terms determined from time to time by the Trustees and Hewlett Packard. The Member's Pension Payment Date in respect of the amount used will be a date agreed between the Member and the Employer but must be after reaching age 55 (or age 50 if the Member has a protected pension age in accordance with paragraphs 21 to 23A of Schedule 36 to the Finance Act 2004). If the Member dies after leaving Employment but before his or her Pension Payment Date, death benefits will be provided as described in Rule 6.2 (benefits on death before Pension Payment Date but after leaving Employment). 7.2 Non-preserved benefits A Member who leaves Employment without becoming entitled to immediate benefits or a preserved pension will have the right to choose a cash transfer sum in accordance with Chapter 5 of Part 4 of the Pension Schemes Act 1993 (early leavers: cash transfer sums and contribution refunds). If the Member does not exercise this right within the period allowed under those laws, the Member will receive a refund of the proceeds of his or her Payroll contributions (under Payroll AVCs) made under Rule 3.3 (payroll contributions). ) ) The Member will not be entitled to any other benefits under the Scheme and the remainder of the Member's Retirement Account will be retained by the Trustees as part of the general assets of the Scheme (and will form part of the Surplus Fund as described in Rule 18.5 (surplus)). Note: If a Member gives a valid opt out notice under Section 8 of the Pensions Act 2008 (jobholder's right to opt out), the Member will receive an amount in accordance with the obligations applicable to an Employer under Part 1 of the Pensions Act 2008 (pension scheme membership for jobholders). A /3.0/15 Ju