POL00025794 - Post Office Limited Board subcommittee-project sparrow Terms of reference
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POL00025794
POL00025794
POST OFFICE LIMITED
BOARD SUBCOMMITTEE -PROJECT SPARROW
TERMS OF REFERENCE
PURPOSE
The purpose of the Committee is to make recommendations to the Board in respect of Project Sparrow
and provide strategic oversight of the delivery of the project and the development of the Initial Complaints
Review and Mediation Scheme (the Scheme).
A. COMPOSITION AND GOVERNANCE
1. The Committee is constituted as a sub-committee of the Board.
2. The Chairman and members of the Committee shall be appointed by the Board.
3. The Committee shall be made up of three members, including at least one independent non-executive
director and the Chairman.
4. In the absence of the Chairman of the Committee at any meeting, the Committee members present
shall determine who shall chair the meeting
5. Only members of the committee have the right to attend Committee meetings. The Post Office
General Counsel and the nominated member of the Project Sparrow Team shall be informed of the
date of each meeting and may be invited by the Committee Chairman to attend all or part of any
meeting, as and when appropriate.
6. The Company Secretary shall not be a member of the Committee but shall act as Secretary to the
Committee (or shall nominate an appropriate substitute) and shall keep minutes and records of each
meeting and ensure regular reporting by the Committee to the full Board.
7. Minutes of each meeting will be circulated to all members of the Committee and, once agreed, to
members of the Board.
8. Members of the Committee shall conduct an annual review of the Committee's performance.
B. MEETINGS
1. The Committee shall meet as often as required. The Committee may meet in person, by telephone or
by other electronic means, so long as each member can contribute to the business of the meeting
simultaneously.
2. The quorum necessary for the transaction of business shall be 2 members.
3. Meetings may be convened by the Secretary to the Committee, at the request of the Committee
Chairman, or by any member of the Committee, at any time.
4. Notice of each meeting shall be given to all members of the Committee and any other person
required to attend, at least 3 working days before each meeting
POL00025794
POL00025794
C. DUTIES AND RESPONSIBILITIES
The main duties and responsibilities of the Committee are to:
1
Keep under review the progress of Project Sparrow, in particular the development of plans to
restructure the Scheme.
Undertake any other oversight function delegated to the Committee by the full Board.
QUARTERLY REVIEW
The Committee will undertake a quarterly review of the Terms of Reference and recommend to the
Board any necessary changes.