POL00021550
POL00021550
I
Strictly Confidential
POLB 17(6')
POLB 17/65 - 17/79
POST OFFICE LIMITED
(Company no. 2154540)
(the ‘Company’)
Minutes of a meeting of the BOARD meeting
held at 10.30am on Tuesday 26" September 2017 I
at 20 Finsbury Street, London EC2Y 9AQ I
Present: I
Tim Parker Chairman (TP) I
Richard Callard Non-Executive Director (RC)
Tim Franklin Non-Executive Director (TF)
Ken McCall Senior Independent Director (KM)
Carla Stent Non-Executive Director (CS)
Virginia Holmes Non-Executive Director (VH)
Paula Vennells Group Chief Executive (CEO)
Alisdair Cameron Chief Financial and Operations Officer (CFOO) I
In Attendance:
Jane MacLeod General Counsel and Company Secretary (Secretary)
Steve Ashton Post Office Management Services Limited Chairman
Nick Kennett Chief Executive Financial Services and Telecommunications, and Chief
Executive Officer of Post Office Management Services Limited (NK)
Martin Edwards Group Strategy Director (ME)
Kevin Gilliland Chief Executive Retail (KG)
Rob Houghton Group Chief Information Officer (RH)
Owen Woodley Managing Director, Post Office Money (OW)
Paul Willmott & McKinsey & Co
Megha Kansal McKinsey & CO I
Apologies for Absence: None
POLB 17/65 INTRODUCTION AND CONFLICTS OF INTEREST
(a) A quorum being present, the Chairman opened the meeting.
(b) The Directors declared that they had no conflicts of interest in
the matters to be considered at the meeting in accordance with
the requirements of section 177 of the Companies Act 2006 and
the Company's Articles of Association.
POLB 17/66 MINUTES OF THE PREVIOUS BOARD MEETING INCLUDING
STATUS REPORT
(a) The minutes of the Board meeting held on 25" July 2017 were
approved and the Chairman was authorised to sign them as a
true record.
(b) The actions status report was noted as accurate.
POLB, 26 September 2017 1
POL00021550
POL00021550
Strictly Confidential
POLB 17/67 CEO REPORT
(a) The Board noted the CEO report. The CEO made the following I
additional points:
(b) « Concern had been expressed to her by Board members as
to the bandwidth of Rob Houghton (CIO), whether he was
getting enough support and whether he was a flight risk.
The CEO noted those concerns and advised that the ClO
had recently finished recruiting his lead team. She I
recognised that he was critical to the successful delivery of
IT transformational plans that were currently in flight. The
CEO confirmed that she did not believe that retention was
an issue, although if the ClO were offered a role with a I
substantially increased remuneration package, we would I
not be able to match that.
Irrelevant.
® I I
(©) Security Operation Centre
« Inresponse to a question the CEO advised that Fujitsu had
been given the opportunity to bid for the SOC and
disappointingly, their proposal was substantially more }
expensive than Verizon's.
POLB, 26 September 2017 2,
POL00021550
POL00021550
Strictly Confidential
POLB 17/68 LITIGATION UPDATE I
(a) The Board received a verbal update on the Postmaster Litigation
from the General Counsel, noting that the Case Management
Conference would be held on 19 October, and the outcome of
the CMC would be directions given by the Court as to the I
conduct of the case over the next 12-18 months. There were
key strategic issues to be decided as to Post Office’s
preferences for the sequence in which the legal arguments were
to be addressed, and Post Office had receive legal advice as to
the preferred sequence.
(b) The Board discussed the advice and its implications, and
approved the proposed strategy.
POLB 17/69 FINANCIAL PERFORMANCE REPORT
(a) The CFOO presented the financial performance report for
September 2017.
(b) The Board noted the financial performance report and in
discussion the CFOO made the following its:
* Conversions of DMBs were behind plan with a consequent
(a) impact on staff costs. f
¢ Within Supply Chain and also DMB higher than normal
(e) illness levels have created operational issues. In the case
of Supply Chain they are under increased pressure for
collections as a result of higher cash levels in the network.
* Cash losses have been a concern however additional audits
1) are being undertaken and the number of material losses
seem to be reducing. The resourcing model for branch
oversight is being reviewed to ensure that branch losses can
be monitored effectively and losses identified before they
become material. There have been 80 agency branches
shut since the beginning of the financial year of which 50
were due to suspensions (usually involving a loss > £10k).
The position has improved recently and the rate of large
losses seems to be declining. As part of the rollout of the
new branch equipment, cash audits are being undertaken
on a random basis of ¢ 10% of branches. To date none of I
these random audits have identified cash losses. The CFOO I
also commented that compliance with the cash declaration
process was improving.
POLB, 26 September 2017 3
POL00021550
POL00021550
Strictly Confidential
(g) On this point the Board stressed the importance of Post
Office being seen by the agency network to take action
proactively in relation to cash shortfalls.
(h) « The 5+ 7 reforecast was underway. There are a number of
challenges including benefits expected in the Retail BU
which will now be delayed until 2018-19. Nevertheless the
CFOO expected that the £28 million EBITDAS target would
still be achieved, although the factors contributing to that
outcome may change.
POLB 17/70 POMS PERFORMANCE AGAINST STRATEGY
(a) The Chairman welcomed the POMS Chairman, Steve Ashton
and the POMS Managing Director Rob Clarkson to the meeting
to present their report on the performance of Post Office
Management Services Limited (POMS) for full year 2016/17,.
(b) The Board noted the report and Mr Ashton and Mr Clarkson
made the following additional points:
(c) « POMS is broadly on track with delivery of its longer term
strategy, however there are challenges including:
o Overspend and delay on implementation of the Zeus
(travel insurance) platform has caused slippage on
delivery of certain plans, however overall, the project }
had delivered he planned benefits. i
o There is increased regulatory attention on oversight
of Appointed Representatives by regulated entities
such as POMS which poses an increased pressure
for branch sales;
o The restructure of the marketing function has
impacted adversely;
o Changes to the branch distribution network through I
Project Finch have also impacted adversely.
(4) * POMS is responding to these challenges by reviewing its
strategy — particularly around the car/van/home/ markets,
and the POMS Board is reviewing the strategy at its
November meeting. Among other issues, is the need to
change and improve the distribution options.
¢ There have been a series of successes and the transition to }
(e) Royal London and better negotiated outcomes with }
Collinson have resulted in significantly increased margins.
« The consumer focussed strategy being developed by the
() wider Post Office financial services business will assist in
framing the POMS strategy, and there will be common
challenges for IT, compliance and technology support.
¢ There continue to be challenges between the strategic goal
(g) of building shareholder value, and the need to deliver in year
targets.
POLB, 26 September 2017 4
POL00021550
POL00021550
I
I
I
Strictly Confidential
During the subsequent discussion:
(h) e¢ The Chairman asked whether there was a clear enough
guidance from the shareholder as to how to balance long I
and short term objectives. It was noted that there is
investment available for longer term strategic development,
however this will require identification of an investable
proposition, which could include acquisitions or joint I
ventures. I
« It was noted that the Post Office brand was well suited to a
general insurance proposition and the POMS team should
ensure there was a sufficiently ambitious plan to develop I
that brand value. For example, there were opportunities for I
home insurance as a result of increasing home automation. I
¢ Digital channels need to become much stronger and the I
new marketing strategy would substantially aid this,
although there are challenges to ensure that digital channels
support customer retention measures. To this end better
customer platforms and improved claims handling
performance will be key to retaining customers. Innovation
was needed as much in the distribution strategy as in
manufacturing.
The Chairman thanked Mr Ashton and Mr Clarkson for their
report.
POLB 17/71 ANNUAL REPORT AND ACCOUNTS 2016/17
(a) The Committee received a report from the CFOO which included
a draft of the Annual Report and Accounts 2016/17 (‘ARA’). The
Board noted that the ARA had been considered by the Audit,
Risk and Compliance Committee on 25 September 2017 which
had recommended the ARA for onward submission and
approval to the Board. The Board recognised that given timing
the ARA was a living document and that changes continued to
be made.
(b) I The CFOO recognised that a significant amount of work had
gone into the preparation of the accounts to address changes I
during the year, and that due to the delays in finalisation of the I
funding, additional work had been required to address post
balance sheet events. In particular, since the last discussion of
the draft accounts in May:
e The pensions scheme having closed as at end March 2017, I
the Trustees had arranged and effected a buy in of the I
pensions liabilities with Rothesay Life;
« Agreement on the future funding from government was
necessary to establish the sustainability of Post Office;
« Significant work had been undertaken to establish that the
impairment of assets could be reversed and to undertake the
necessary work to validate the inclusion of those assets on
the balance sheet, as well as to determine that the future
approach to depreciation and amortisation was viable. I
The combination of these had meant that significant work had I
been undertaken on the subsequent events review.
POLB, 26 September 2017 5
(c)
(d)
)
(9)
Strictly Confidential
The timetable for finalisation was as follows:
* Signing of the accounts targeted by the end of the week
(29/9/2017)
« Announcement of the further funding could happen during
the week commencing 2/10/2017
e Publication of the accounts could not occur until they had
been laid before Parliament and the earliest date for this was
in the week commencing 9 October.
The Chair of the Audit & Risk Committee confirmed that at the
Committee meeting the previous day, EY had confirmed the
process that had been undertaken by them to prove that Post
Office was sustainable going forward.
The Board noted that the Chairman’s and CEO’s statements
remained outstanding and that further work was required to
ensure consistency between the various sections, and for EY to
finalise their technical and quality review.
The Board further noted that each director had been requested
to review and sign their respective Certificates of Director's
Remuneration and Interests in Shares, and that the details set
out in each certificate had been reviewed by both the Finance
and HR teams.
The Board approved the ARA subject to finalisation and
delegated authority to the Chairman, CEO and CFOO to finalise
all outstanding matters and the text of the front end, and once
done so to their satisfaction, to sign the accounts.
POLB 17/72 FUNDING DOCUMENTS
(a)
(b)
(c)
POLB, 26 September 2017
The Chairman welcomed ME to the meeting to provide an
update on the status of the funding documents.
ME advised that the funding documents were substantially
similar to those relating to the current funding period, and that
once executed would replace the interim documents signed in
March 2017.
ME noted that there were two documents currently under
negotiation:
a) the Entrustment Letter which set out the access criteria
(including Services of General Economic Interest ‘SGEI’s);
and
b) the Funding Agreement under which the Network Subsidy
Payments for 2018-19, 2019020 and 2020-21 (totalling £160
million) , and the ‘investment funding’ of £210 million, would
be paid.
Together the two documents required Post Office to:
e maintain a network of at least 11,500 branches, of which at
least 11,000 must provide the SGEls. These services, which
are defined in the Entrustment Letter, include mails, access
to cash (banking and POCA), bill payments and access to
POL00021550
POL00021550
POL00021550
POL00021550
Strictly Confidential
specific government services.
« meet the Access Criteria (as set out in the Entrustment Letter
and which have not changed) which are designed to ensure
a reasonable geographic spread of branches across the UK,
based on population and post code districts.
¢ prepare and deliver a 3 year Strategic Plan for the 2018-
2021 funding period by end November 2017;
* prepare and provide annual strategic plans in an agreed
form before 31 March in each year during the funding period;
and
¢ provide quarterly reporting of progress against the annual
and 3 year Strategic plans.
(4d) The key changes between the current funding documents and
those under discussion relate to:
* payment mechanics as BEIS has indicated that it would
prefer quarterly drawdowns;
e _ ifthe number of branches falls below 11,500 then Post Office
would be required to develop a remediation plan for approval
by the Secretary of State and if Post Office wished to
withdraw SGEI services from the 11,000 branches Post
Office would need to seek the Secretary of State’s consent;
and
« Post Office’s quarterly reporting obligations to the Secretary
of State.
In addition ME advised that he had been discussing with BEIS I
(e) whether it would be possible to amend the terms of the Post I
Office Credit Facility to review the commitment fee and rates,
rates, move from weekly to monthly reporting and potentially
introduce greater flexibility under the ‘event of default’ provisions
in certain scenarios relating to the security headroom.
ME advised that the State Aid process had begun and although
) the timeframes were tight, BEIS had advised that they believed
it would be possible for the approval process to be completed in
time to allow drawdown of the first tranche of the Investment
Funding and the Network Subsidy Payment for 2018-19 in early
April 2018, subject to delivery of the 3 year Strategy by the end
of November 2017 and the Annual Strategic Plan by end March
2018.
RC confirmed that this summary was consistent with BEIS’
(9) expectations.
RC left the meeting during the further discussion due to his I
conflict as a representative of Post Office’s shareholder. I
In response to a question ME confirmed that BEIS had
(h) withdrawn their earlier proposals which would have given the
Secretary of State additional approval rights over the application I
of funds.
0) The Board noted that should a Labour Government be elected,
then it was Labour party policy to nationalise Royal Mail Group,
POLB, 26 September 2017 7
Action:
Martin Edwards
(k)
Strictly Confidential
and it was likely that fundamental changes would be required to
the Post Office Board and operating strategy. The Board
requested management to develop plans to address the
possible scenario of an election and Labour victory.
The Board:
e noted the timetable for agreeing the revised funding
documents;
* approved the terms of, and the transactions contemplated
by, the following draft documents:
o Funding Agreement between the Secretary of State
and Post Office Limited contemplating a total of £160
million network subsidy payments for 2018/19,
2019/20 and 2020/21 and £210 million ‘investment
funding (the ‘Funding Agreement’);
o Entrustment Letter being a letter from the Secretary
of State for the Department of Business, Energy and
Industrial Strategy addressed to Paula Vennells as
Chief Executive Officer of Post Office Limited and
headed ‘Entrustment of Post Office Limited with the
Delivery of Certain Public Services’ (the ‘Entrustment
Letter’ as further described below);
(together: the ‘Funding Documents’)
« resolved to execute and perform each of the Funding
Documents;
« authorised any director or Authorised Signatory to execute
each of the Funding Documents on behalf of Post Office
Limited; and
e authorised any director, Authorised Signatory or the
Company Secretary to sign and/or dispatch all documents
and notices to be signed and/or dispatched by it under or in
connection with each of the Funding Documents.
« authorised the CEO and CFOO to negotiate and agree any
amendments to the POL Credit Facility which have the
purpose of improving pricing or giving POL greater
operational flexibility in the management of cash in its
operations, reviewing the interest rates, switching from
weekly to monthly reporting and introduce greater flexibility
around the use of proceeds and/or the authorised
investments and the segregation undertakings and
corresponding events of default , and
e authorised any director or Authorised Signatory to execute
any amendments to the POL Credit Facility for this purpose.
ME left the meeting.
POLB 17/73 PROJECT PEREGRINE UPDATE
(a)
(b)
POLB, 26 September 2017
The Chairman welcomed Paul Willmott and Megha Kansal of
McKinsey & Co, Nick Kennett and Owen Woodley.
Mr Kennett noted that at the July Board management had been
requested to update the Board on the Bank of Ireland (‘Bol’)
proposal once received, and that in addition the Board had
POL00021550
POL00021550
POL00021550
POL00021550
Strictly Confidential
requested that management consider what other opportunities
might be available. To that end management had worked with
McKinsey to consider options, and with KPMG to consider the
impacts if the Bol contract was allowed to expire.
(c) Mr Wilmott made the following points:
e the banking landscape was changing with the introduction of
open banking; particularly as manufacture and distribution of
banking products could now be separated with the
availability of low cost banking platforms, as was being seen
in Asia. Equally the barriers to entry were coming down and
the speed to market for new entrants was increasing;
« Post Office has a number of strengths including brand and
its extensive branch network. These suggested three
possible options as outlined in the paper, all of which would I
offer Post Office significantly increased revenues and ahead I
of remaining with Bol::
o customer interface providing access to both 3“ party and
Post Office branded products;
o provision of Post Office branded products only but
sourced from a range of manufacturers , and/or I
o investment in a challenger bank. I
¢ Critically, given the constraints under the current Bol
contract, Post Office will be able to explore options through I
till c 2020, and should focus on ‘no regrets’ initiatives. These I
could include the development of the customer hub and
expansion of the digital customer base through on-line travel
insurance and similar products.
(d) The Board discussed the contribution that Post Office makes to
Bol’s profits (both on a UK and group basis), and the residual
risks to Bol should Post Office withdraw from the relationship.
In light of this, Mr Willmott was asked what advice would
McKinsey give to Bol if it was advising the bank? Mr Wilmott
suggested that Bol should lock in the current benefits and seek
to stimulate growth going forward. However he also recognised
that the objectives of the UK management and the perspective
of the Irish based Group management may be quite different —
particularly given the imminent arrival of the new Bol Chief
Executive.
(©) The Board then discussed the Bol proposal and the options set
out in the paper, the considerations relevant to each of them
including the impact on FRES; the level of investment that would
need to be made to deliver the possible alternative options; the
development of the customer hub; the balance between short
term profits and longer term investment; our understanding of
Bol drivers of behaviour, and the best means of engagement.
(f) The Board noted that the recommendations were not mutually
exclusive, and that it was possible to implement one or more of
them sequentially, and that we would have greater clarity on
Bol’s objectives as 2020 approached. Further, although Post }
Office needed to respond to the offer made by Bol, there was no
immediate urgency to take any particular course of action. Mr
POLB, 26 September 2017 9
POL00021550
POL00021550
wee Strictly Confidential
Woodley noted that we need to maintain a constructive working
relationship but that we could put more pressure on Bol to
deliver the contractual obligatioris such as delivery of viable
propositions for a current account, investment products and
credit cards.
(g) The Board therefore recommended that:
*. Bol’s offer should be rejected and management should I
follow the negotiating path set out in the paper; I
e ‘business as usual’ needed to continue, and
*« .management should continue to develop options in the
background as a contingency. I
The Board thanked the team for their work.
Carla Stent also left the meeting at this point.
POLB 17/74... ° CHIEF EXECUTIVE RETAIL PERFORMANCE REPORT
(a) The Chairman welcomed Kevin Gilliland to the meeting to
introduce the commercial performance report for the Retail BU
for period 5 and noted the paper.
(b) KG reported:
ara : @» Retail had had 5 positive months trading which offset delays
5 in the implementation of DMB franchising and product
5 neal : simplification. In branch footfall remained stable and
volumes and margins in mails continued to show good
performance;
e ‘Competitor activity continues to be of concern however the
*.. trial between Rymans and: Doddle had ended after 3
months, and Rymans were now back in discussions with
Post Office;
« ‘Launch of the eBay shipping platform had been delayed to I
after Christmas and we were working with RMG to ensure
that both parties were able to participate; this work is helpful
fey on in positioning future joint strategy work with RMG;
« Threatened industrial action at RMG remained of concern.
17 October was the likely earliest date for a strike. We are
« «working closely with the RMG team to develop contingency
, , «plans. At this stage we believe that 24 hour rolling strikes
wy wl ‘are most likely affecting collections and deliveries
alternatively.
e Product Simplification was launched this week which will be oe I
ist ft worth £11 million to the bottom line once fully rolled out. At I
Tei .the time of reporting over 5 million transactions have
occurred using the simplified product processes, with only I
22 emails received mainly regarding requests for support or
complaints. Meetings have been held with multiples who
were supportive of the rationale for simplification but were
concerned about loss of remuneration. Transitional
payments are being offered to all postmasters and we will
work with postmasters — and particularly multiples, to
consider cost savings measures.
* ‘No Queues at Christmas ‘is underway with a range of
POLB, 26 September 2017 10
POL00021550
POL00021550
I
I
I
I
I
Strictly Confidential = i:
initiatives including increasing:ithe. number of Drop & Go
accounts; remote diagnostic: and fixing of SSKs; social !
media videos for customers;. extra Christmas makers and
staff (including a new lower.paid back office role), all of
which should have a positive impact on queues.
Action: I
KG (c) KG was requested to consider: - I
« the economics of products — both for Post Office and agents , I
given the declining volumes and-margins, and have a view i
as to which products were genuinely necessary to support I
footfall; I
« the implications of increasing: ‘use of Post Office supplied I
cash.
The Board noted the report.
POLB 17/75 TECHNOLOGY STRATEGY UPDATE ° I
(a) The Chairman welcomed RH..to ihe meeting to present his
report. ,
(b) RH noted that this was the third in a series of presentations to
update the Board on the development and implementation of the
technology strategy. Focus at present was on: I
« Roll out of the branch technology upgrade which is
challenging both in terms of the number and scale of the
network, and the fact that was being delivered into third party
sites which creates unexpected issues. The target is to have I
completed the hardware roll out by March 2018, and the I
upgrade to HNGA by June 2018, in each case to avoid
increased costs arising from among other issues, failure
demand. Already we are seeing positive reports from agents
due to faster transaction processing. This will further
improve as we move to. HNGT. which can be accessed via
third party point of sale systems and which is particularly of
benefit to the large multiples.
e Upgrade of the communications. network from BT to Verizon
and upgrade of ISDN lines. In branch routers are being
replaced in every branch; while we are trying to coordinate
engineer visits with the technology upgrade this is not
always possible.
(c) In discussion, the Board noted that the combination of the
upgrades currently underway, and. in planning will result in
simpler processes, faster transaction times, and as a
consequence reduced in branch training time as the system is
more intuitive. This would assist in.the discussions on agents’
remuneration as well as improve compliance.
(d) RH also advised that his leadership team was now in place
although attracting and retaining IT architects was currently an
issue. ‘
(e) RH further commented on the work underway to develop the
POLB, 26 September 2017 1
f)
(9)
(h)
(i)
@
Strictly Confidential
Digital Roadmap. FS was being “prioritised although the
outcome of the discussions with Bol needed to be factored in.
the current focus was the customer journey for Travel Insurance
and this was a joint effort between POMS and the IT team. The
‘customer hub’ is a platform for products which will be accessed
through it, and therefore products and the platform needed to be
developed in parallel. The investment return of launching the
products on this platform will be carefully assessed.
RH noted that discussions with Fujitsu were ongoing and that he
would be reporting more specifically on these negotiations in
October. He noted that the shape of the deal is now broadly
agreed with a shift to a variable costs base, with savings
invested in change. There are opportunities to develop greater
digital capability and Fujitsu are keen to leverage their growing
cloud, security and retail capabilities, of which we will seek to
take advantage of cloud and retail technologies. Improved
personal relationships at a senior level have proved helpful in
moving the discussions forward.
RH then update on the discussions with Atos which he described
as ‘testing’; there is a revised deal under discussion and
although the revised position is not as good as he had hoped to
achieve, it is better than the current model.
Overall RH felt that as each of the programmes were developed
and rolled out, both operational risk and cost were being
reduced, Overall there was a better engagement between the
business and IT, however there was still a cultural challenge in
developing the mindset of ‘digital by design’.
The presentation concluded with a demonstration of the
changes resulting from the redesigned branch software.
The Board commented positively on the progress to date; noted
that there was significant amount at stake and were sympathetic
to temporary setbacks. They recognised the cultural challenge
(digital thinking/approach to business) and asked to be kept up
to date.
RH left the meeting.
POLB 17/76 BACK OFFICE TRANSFORMATION
(a)
(b)
POLB, 26 September 2017
The Board noted the paper and the CFOO commented on the
following:
e The replacement and transformation of POLSAP and
HRSAP was challenging. As had been previously discussed
with the Board, the systems were complicated and the
supporting infrastructure was fragile, and as a result and as
discussed at previous meetings, the overall cost of the
programme had increased. There was still further work to be
done to finalise the strategy - for example regarding Swindon
where the benefits case remained outstanding.
« While the plan was to continue with the current plans, there
was a risk that POLSAP would need to be stabilised on short
12
POL00021550
POL00021550
POL00021550
POL00021550
Strictly Confidential
notice by way of upgrade. This is being monitored closely as
the cost of the upgrade would be c£6 million and the CFOO
noted that he was seeking delegated authority to incur this
expenditure if it proved unavoidable.
(c) The CFOO also noted that he was seeking approval for
drawdown of £7.3 million to deliver the next phase of work which
would increase the cumulative investment in the Back Office
Transformation to £16.2m for the period to end February 2018
which a total expected cost of Phase 1 of £20.9 million (including
the contingency). Phase 2 will now include the changes to
procurement and the Swindon stock ordering systems. A
separate business case is under development in relation to
these, and the site strategy for Swindon is being reviewed.
The Board noted that the total project could therefore cost up to
£31.3 million and that further approvals would be sought once a
more detailed view of the Phase 2 costs had been obtained.
The Board approved the drawdown of £7.3 million as requested.
(d) The Board noted that the potential stabilisation of POLSAP at a
cost of c £6 million was effectively an insurance policy and that
the objective was to get off the current infrastructure,
The Board therefore delegated authority to the CEO, CFOO and
CIO to approve and incur the additional costs to upgrade
POLSAP should that be required due to material increase in
operational risk, at a cost of up to £6m.
Irrelevant.
POLB 17/78 ITEMS FOR NOTING
POLB 17/77
Register of Sealings
(a) _ The Directors resolved that the affixing of the Common Seal of
the Company to documents numbered 1544 to 1575 inclusive in
the seal register was confirmed.
‘Irrelevant
POLB, 26 September 2017 13
(b)
Action:
Company
Secretary
Strictly Confidential
“Meeting Dates and Forward Agenda for September 2017
The Board noted the future meeting dates and proposed forward
agenda. Ms Holmes note that she had a conflict on 1 February,
2018 and the Chairman requested that the Secretary see if
an alternate date could be identified.
POLB 17/79 ANY OTHER BUSINESS
(a)
(b)
(c)
Chairman
POLB, 26 September 2017
GRO
The Company Secretary advised the Board that at its meeting
ARC that morning, the ARC had reviewed the proposed
insurance renewal for Post Office Limited and summarised the
changes to the policy cover including:
e Aligned renewal dates across all policies
e Extended cyber insurance across Post Office, and
« No change to the other coverage including Directors &
Officers Insurance.
« The Company Secretary noted that the renewal was within
the CEO’s delegated authority and therefore would be
renewed, effective 1 October 2017.
Tim Franklin noted that he had been requested to join the Board
of Topaz Finance Limited which was an FCA regulated provider
of mortgage services and part of the wider Computershare
Group. He also noted that he expected to step down from the
Land Registry Board in January.
There being no further business the Chairman closed the
meeting at 3.00pm.
Bille
POL00021550
POL00021550