POL00219395 - CEO’s Report - January 2015

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CEO’s Report — January 2015

1. Introduction to this month’s Board and overall strategic priorities

e We start the new calendar year on firm foundations as we accelerate our turnaround
plans. At the heart of this is the work to reshape the business and reduce our cost
base. Thanks to the efforts of staff across the organisation, we’re now only £13k from
our target to find £60m of in-year savings in 2014/15. We also secured agreement to
work together with Unite on Business Transformation. And over Christmas the team
reached an agreement with the CWU on Supply Chain pay — without prolonged
industrial action — and critically agreed a way forward to minimise compulsory
redundancy.

e 1am pleased to welcome our new CFO, Alisdair Cameron, and Jane MacLeod, General
Counsel, both of whom will be part of the new strategic Group Executive which I am
introducing from the 1% February. This will be complemented by the Executive Team to
help me lead the business with clearer accountabilities and to ensure effective decision
making at pace. I am also reviewing our executive governance arrangements to better
align with our focus on becoming a commercially sustainable business.

Key issues for discussion at this Board:
e We have three substantive topics for discussion at this Board meeting:

e Firstly, Al will lead an initial discussion on budget and targets for next year. Building
on the business transformation discussion at the Board in November, we have
developed next year’s budget with the goal of maintaining the headline operating profit
year-on-year, by improving profitability at the same rate at which subsidy is declining.
The paper highlights areas where we expect income growth and the expectations of a
continuing focus on cost reduction.

e The related paper on the three-year operating plan extends the discussion beyond
2015/16 and sets out a proposal to establish a stronger framework for medium-term
financial and strategic planning. This is intended to help the business manage its
flightpath to commercial sustainability through quarterly reviews by the Group
Executive, and to strengthen the culture of financial management across the business.
The paper provides an interim update on financial projections which will be further
refined ahead of the Board Away Day in June.

e Secondly, I have asked Lesley and Al to provide a paper updating the Board on
progress implementing our /T strategy. The Board has previously agreed a strategy to
transition the business away from its disparate legacy IT systems to a more secure
platform, which will meet the evolving needs of our customers and agents and,
critically, reduce and variabilise our IT cost base. The paper summarises progress to
date and the forward work plan, as well as the significant risks to delivery. Lesley will
describe how we are mitigating the risk specifically around exiting Fujitsu as an
incumbent supplier as we procure the new Front Office IT platform. The paper also
draws out the actions we are taking to improve governance of IT change and
integration with the wider business transformation programme.

e Finally, we will be discussing a draft risk appetite statement for the business. The
statement is an integral part of work to develop our risk management capability to
become compliant with the risk elements of the UK Corporate Governance Code by the

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end of this financial year. The various statements attempt to capture our risk
tolerances across a range of dimensions and have been refined following very helpful
discussions at both the ExCo and ARC. Work is now in hand to embed the statement
into business decision making. The ARC approved the statement for discussion and
formal adoption by the Board. If adopted, it is proposed that the Board review the
statement bi-annually in the first year, and subsequently on an annual basis as part of
our normal business cycle.

2. Commercial and business performance overview

Overall performance

e As the CFO’s Performance Report sets out in detail, December trading was below
forecast but showed an improvement on the same period last year. Net income was
adverse to budget across all pillars but the focus on cost reduction meant operating
profit in the month was favourable to budget, reducing the overall shortfall for the year
to date.

¢ Our focus is now on securing the EBITDAS target of £99m over the next ten weeks.
We held a Teamtalk event with the SLT on the 13" January to brief them on the latest
financial performance and galvanise them and their teams to rise to this challenge.

Mails initiatives

e Mails income in Period 9 was £1m ahead of last year, driven by the extra day’s trading
in Christmas week and supported by the Christmas marketing campaign and Christmas
Makers out in branches. In the same period, our Home Shopping Returns grew by
21% over the previous year, reflecting the general growth in on-line sales. It is worth
noting that for the same period average on-line retail sales grew by 13%‘ showing that
Post Office (with Royal Mail) is gaining a higher share of the returns market than its
competitors.

e The focus is now in growing income through Q4. This includes more targeted training
for Post Offices who are a part of the guiding coalition by identifying and training
poorer performing colleagues in the bottom 1,000 branches. We are also evaluating
options for a Q4 Mails campaign to maximise the impact of the small parcel price
promotion.

FS initiatives

e Banking services continue to perform well and the ongoing positive publicity is helping
raising awareness of our services. Another round table with Vince Cable and the
banking community has been scheduled at the end of January, providing a further
opportunity to discuss how we might expand our partner banking offer on a basis which
is commercially sustainable for the Post Office.

¢ All preparations to launch the Post Office Money Brand have now been successfully
completed. Branch literature is using the new brand and the Post Office Money website
has gone live (www.postofficemoney.co.uk). At the end of January the nationwide PR
campaign will ramp up and the first TV ad will air on February 1st. The new brand is
being supported in the business with a renewed focus on learning and development
through the launch of the Post Office Money Academy in mid-January.

* Source: IMRG, allalysis of UK online retail?

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e Savings negotiations have now been successfully completed with the Bank of Ireland,
which is a helpful underpin for the next financial year.

e POMS, the wholly owned Post Office subsidiary focussing on the sourcing and
administration of insurance products was launched on January 1st and started trading

successfully

3. Other issues and updates

Industrial Relations

e¢ The CWU’s Postal Executive endorsed the ‘negotiators’ agreement’ struck on the 23rd
December and put the deal to a ballot of its members in early January. The result of
the ballot was a resounding 93.3% ‘YES’ vote, on a turnout of 64.4%.

e This means that the long-running dispute is now formally settled and we will not need
to negotiate on pay in Supply Chain & Admin until shortly before April 2017. More
importantly, this confirms the CWU’s co-operation on Business Transformation, which
has continued apace since the New Year.

e The deal which was agreed with the CWU remained within the mandate agreed with
the Board even with the final minor concessions. Four small changes were made in the
discussions:

o anenhancement for short service to VR terms for this exercise only;

o alump sum payment of £1,500 paid to staff in Supply Chain after headcount
reductions and roster pattern/staffing changes in place;

o Temporary restitution of RMG reps onto Supply Chain until the end of March
(Neil had withdrawn their access from 18" Dec) on the basis they help
implant the changes and that CWU now enters into a proper and full review of
the working relationship we have with them and funding we provide by April;

othe consultation process has been adjusted to allow for a further 28 days to
consider any surplus staff that still exist at the end of a 90 day period if this is
required (may be the case in a few cases). But it is acknowledged that we will
make staff redundant at the end of that further 28 days i.e. no non-time bound
surplus.

e Neil Hayward and the IR team have now started a review of the CWU’s union Facility
Time, in line with the IR Strategy approved by the Board last year. The aim is to
improve relations between our two organisations and to reduce the cost of facility time
to the business. The team presented their proposals to CWU Representatives in
Bournemouth on 14" January and aim to have a new framework agreed by April 2015.
Ideally this will be agreed, but we reserve the right to introduce a new framework
unilaterally if we cannot get co-operation. Our parallel review with Unite is on track to
conclude with an agreement by the end of January.

Office move to Finsbury Dials

e Significant work has been undertaken over the last 6 months as we prepare to move
out of 148 Old Street. The project remains on track to complete to agreed timescales
within the agreed budget, with savings being made on furniture and fit-out costs.

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The Network Transformation team moves to its new site in Clapham with the first
official operational day scheduled to be 23 February. The remainder of our colleagues
will move from 148 Old Street to Finsbury Dials in a phased sequence between 9
March and 27 March 2015.

The focus is now shifting from logistics to staff engagement, and we will begin weekly
communication to ensure colleagues are prepared for the move and ready to embrace
new ways of working to help us become more agile, collaborative and ultimately more
effective. The new ways of working include hot-desking, remote working and greater
use of technology and we will draw from lessons built up from the trials over the last 6
months.

Government Services

PayPoint have challenged DWP on the use of the Front Office Counter Services
(FOCS) Framework Agreement. They have claimed it is an inappropriate contracting
vehicle for POca, on the basis that FOCS does not cater for Banking Services.
PayPoint have not challenged the award itself. This has led to a delay in DWP signing
the new POca contract with POL.

DWP have made a “robust” response to the PayPoint challenge and assured us this
presents a delay to the process rather than a serious challenge. BIS colleagues share
this view and have shared advice from the EU Commission confirming they regard
FOCS as a suitable contract vehicle for POca. This risk from a delay is that the £9.8m
additional POca revenue negotiated as part of the BAFO for 2014-15 may be at risk.
Currently we regard this risk as low but are monitoring the situation daily.

DWP officials have indicated they expect to enter into formal discussions on the Call-
Off Agreement later in January, confirming their intention to continue using the FOCS
Call Off Agreement process.

Sparrow [DN: checking this with Belinda]

We have now completed investigations for all of the 106 cases which remain in the
Scheme. To date, we have found no evidence, nor has any been provided by either an
Applicant or Second Sight, of either faults with the Horizon system or unsafe
convictions, and no convictions have been appealed.

Since last summer we have followed the strategy, agreed with the Board, of operating
within the Working Group Terms of Reference whilst taking a less submissive
approach. This has, not unexpectedly, resulted in a concerted attempt by JFSA to
apply pressure to Post Office to mediate all cases where Second Sight so recommend.
Having failed to persuade the Chair of the Working Group that Second Sight alone
should determine whether a case should be submitted for mediation, JFSA has enlisted
the support of MPs and the media in an attempt to pressurise Post Office into
mediating all cases.

Media interest to date has been limited and is only being closely followed by a very
limited number of journalists. Similarly, the story has failed to find any depth of traction
with the majority of MPs. We will maintain our communications strategy focussing on
providing a measured and proportionate response to key audiences on the central
allegation of faults within the Horizon system.

The Board sub-committee met on the 12th and agreed KXX (more Submissive
approach, as well as work to consider wider options?)

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e We have been invited to a hearing of the BIS Select Committee on the 3rd February,
which will be an opportunity to state our case for the formal record. Chris Aujard will
provide a verbal update on Sparrow at the Board meeting.

4. Update on key change programmes

We have started to transition to the new roadmap, with some additional programmes now
reporting through to the Transformation Committee. This is in order to ensure clear,
integrated governance of all Transformational change activity.

a) Crown Transformation Programme

Status overview: Most programme targets are being met. 14 to 19 branches will not be
franchised under CTP as no suitable partners can be secured. The P&L run rate at March
2015 is forecast to be £2M - £3M loss with a commitment provided to the Board that P&L
break even run rate will be achieved by September 2015. The range of mitigating actions
to address current P&L income shortfall of £7M are being progressed and are due to
mitigate majority of shortfall.

Programme KPIs: YTD 2014/15 FY
Target Actual Period Target Forecast

-£2m to -£3m

P&L run rate -£11.7m Q2

Number of branches transformed. 287 Q3 302

Number of branches franchised 45 Q3 51-56

Customer satisfaction in transformed

branches 82% Q3 85%

Queue time satisfaction 85% Q3 85%
Key milestones ahead:

Milestone Target date Current status

All retained branches transformed _I By end March 15 _I On schedule (currently ahead of plan)

70 franchises live By end July 15 On track to deliver 56. 14 will be retained and not

franchised under CTP
518 Self Service Kiosks rolled out By end Mar 15 On schedule

b) Network Transformation Programme

Status overview: The programme remains ahead of target for both contracts signed
(+396) and branch openings (+330) which gives confidence of achieving the year-end
target. In year status is therefore green but overall the programme remains amber due to
challenges finding replacements for leavers. Agreeing and communicating a coherent
strategy for managing the cliff is a critical activity to be finalised in the spring, with
implementation in June 2015. Operator satisfaction, customer satisfaction, opening times
and cost reduction targets are all ahead of target and forecast to over achieve year end

targets.

Programme KPIs. YTD (P9) 2014/15 FY
Target Actual Target Forecast
Contract signed (cumulative) 4,622 4,800
Branches Open (cumulative) 3,579 3,850
Customer Satisfaction (all branches) 98% 96%
Operator Satisfaction 78% 75%
‘Average increase in opening hours 70% 66%

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Cost reduction (in-year cumulative) Se SE oe
Key milestones ahead:

Milestone Target date I Current status

4,800 contracts signed End March 15 I At risk, but mitigations in
place

3,708 converted branches open End March 15 I On schedule (currently ahead
of plan)

Complete first evaluation of guided leavers process_I End Sept 14 Complete

Start cliff preparation work End Oct 14 Discussions started

Updated Business Case End of Feb 15_I On track

Transitional locals — Final Tranche End of Feb 15 I On track

Cliff management — POL Board paper End of Jan 15_I On track

Cliff communications to Postmasters. End of May 15 I On track

c) ‘Win in Mails’

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Status overview: Royal Mail negotiations remain a critical dependency, and RMG are
currently unwilling to make any additional investment in access points over and above the

current value of the MDA.

Ivy volumes remain extremely low despite the marketing and communications efforts. This
is due to the dispersed nature of the access points, difficulties in including communications

in parcels from upstream retail clients and the limited product range. Full details are
provided to the Board in the separate Winning in Mails update paper.

Programme KPIs End December 2014/15 FY

Target Actual Target Forecast
New a0cess pots GREE se paw sr
Average transaction volume per site 10 30

Key milestones ahead:

Milestone Target date Current status

135 access points live End Sep 14 Completed

400 access points live End Mar 15 At risk. Recommendation not to
proceed with IVY 400 submitted to
transformation committee.

Technical solution agreed with PO and RMG Oct 14 Completed

RMG agreement on final solution and End Mar 15 At risk

commercials

NFSP Full agreement on ND & Cliff / proceed May 15 At risk

with no agreement (post-election)

Mails Trials Partner Contracts Signed Mar 15 On track

Mails Trials (e.g. regional flood) Independents April 15 On track

Contracts signed

Begin Mails Trials Roll-out May 15 On track

McColl's Full contract signed Sep 15 On track

Begin Roll-out BillPay/ePos Nov 15 On track

d) Business Transformation (Transition to Delivery)

Status overview: The programme is in a transition phase to establish the foundations and
governance to commence delivery from April 2015. TMO Design and operation, Change
Resourcing Strategy and Partner Sourcing Strategy are all due to complete by the end of

January. An update on the actions raised at the November Board is presented in the
parallel paper.

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Transition Phase Key milestones ahead:

Milestone Target date Current status
Current state assessment complete_I End July 14 Complete

Draft Target Operating Model End Sep 14 Complete
Complete Transformation Blueprint_I End Nov 14 Complete

End design phase End Nov 14 Complete
Governance bodies operational End Feb 15 On track
Transformation Management Office I End Mar 15 On track

(TMO) operational

Delivery programmes operational End Mar 15 On track

Assess Success Criteria End Mar 15 On track

e) Separation

Status overview: The programme is on track to deliver against the revised MSA deadlines.
As at the end of Dec 145 (of 352) sites have now been fully separated from Royal Mail onto
the Post Office IT Network. The remaining sites are planned to migrate through Q1 2015.
The Contact Centre is separated and work is continuing to provide operational support.

Programme KPIs YTD (P9) Full programme

Target __Actual__ Target _ Forecast
Separation of IT systems 143 256
Separation of Business Services 120 131
Finance — headcount reduction 27.5 27.5

NB The team will also be monitoring the number of post-launch incidents for the newly separated systems such as Finance and HR.

Key milestones ahead:

Milestone Target date Current status
Facilities Management separation 1 Oct 14 Completed

Grapevine separation 1 Oct 14 Completed

eBusiness Migration En of Feb On track

HR Common Components separated End Apr 15 Slipped by two months
BT on boarding to ATOS helpdesk End Mar 15 Slipped by a month
complete

Networks site migration end ‘Apr 15 ‘On track

f) IT Transformation

Status overview: The Back Office tower procurement is currently paused whilst we test the
plan for accelerating the outsourcing of back office functions, as part of wider business
transformation activity. There is a high risk that Fujitsu performance will deteriorate as they
are in exit mode, and mitigating actions are being deployed. Key procurement milestones
for both the Front Office and Network Towers are due over the next month.

Programme KPIs. YTD Full programme
Target Actual Target Forecast

Towers Contracts Awarded 2 5

3" parties transitioned to Service Integrator (Sl) 90 96

Sl operating model processes accepted 23 23

Financial savings £0 £25m

Key milestones ahead:

Milestone Target date Current status
Mid-term opportunities kicked off End Nov 14 On track
B/O contract awarded Paused pending alignment with Business Transformation

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F/O ISFT. End Feb 15 On track
Network ISFT End Feb 15 On track
F/O Contract awarded End May 15 On track
Network contract awarded End May 15 On track
EUC service commences End Mar 15 On track
Network services commences, End Aug 15 On track
F/O service commences End Jun 16 On track

g) People & Engagement

Status overview: Wave 1 activity for managers is progressing in line with the plan. A
pensions consultation reviewing DC benefits is up and running.

Work is underway to develop a vision for the transformed business which is compelling for
our staff, agents and customers. ExCo and SLT interviews are being conducted in
January, and an ExCo workshop will be held on January 26th. The project will also form
part of an SLT development day on January 30th, and the outcome of this work will be
presented to the Board in March ahead of a business-wide launch.

Key milestones ahead:

Milestone Target date Current status
Making it easy crowd sourcing in place Complete Complete
P&E toolkit in place for supporting change ‘Complete ‘Complete
Union agreement for new collective framework End Jan 15 On track
NFSP new org in place End Mar 15 On track
Serve notice on current IR framework End Dec 14 On track
Existing IR framework ends End April 15 On track
Revised incentives & colleague offers in place End March 15 At risk
Revised performance management process in End Apr 15 On track
place
Sales capability plans agreed / presented to End Jan 15 At risk
Board
Wave 1 complete End March 15 On track
h) Titan

Status overview: a soft launch for renewals started from the 19" December, with the full
POMS launch taking place on the 1st January. There were no significant issues. Some
minor issues were identified relating to the average length of handling times and
abandonment rates, and extra staff were recruited to mitigate this.

Programme KPIs YTD (P7 cum.) Full programme
Target Actual Target Forecast
Contractual relationships in place 1 13
Systems in place 4 6
Staff in place 5 6

Key milestones ahead:

Milestone Target date Current status
POL Board approve POMS plan Complete Done
POL Board approve POMS to trade Complete Done
FCA authorisation received Complete Done
Initial trading (renewals) Complete Done
Live for new business Complete Done
Strategic system implemented End Aug 15 Done
i) Hawk

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Status overview: We are in the final stages of appointing an Independent Expert to
progress the negotiation on the Bank’s insurance business (Hawk). We remain confident of
achieving the year-end deadline

Milestone Target date Current status

Conclude IE valuation Jan 15 Subject to delay

Seek PO Board approval to proceed Feb 15 Contingent on valuation being in POL
Sign transaction agreements Mar 15 range.

Hawk Implementation programme Dec 15

i) Financial Services Investments and Savings Negotiations

Status overview: Negotiations with the Bank of Ireland continue with Bol rejecting Post
Office’s proposal on investments. The key points under discussion are: the need for market
soundings (going to RFP before any commercial arrangements between both parties);
agreeing a delivery model; assessing an alternative structure (linked to Hawk) to
exclusivity; and contractual control over Investments.

Savings negotiations for 15/16 have been concluded.

Programme KPIs. a0ts16

Target Actual
Incremental increase in net Savings revenues £0 - £12M £9m
Investments Negotiations £0.25m n/a

Key milestones ahead:

Milestone Target date Current status
Savings negotiation End of Q3 Complete
Investments negotiation End of Q4 On track

k) Financial Services Sales Effectiveness

Status overview: The Post Office Money Academy launched on the 19 January supporting
the wider launch of the Post Office Money Brand. This builds on positive initial results
received from the hub and spoke pilots.

Key milestones ahead:

Milestone Target date Current status
POM Academy Phase 1 launch Jan 15 On track

POM Academy Phase 2 launch End Aug 15 TBC

Salesforce Development Web leads Mid Feb 15 On track
Salesforce Development release 3 End May 15 TBC

Salesforce Development release 3.2 Mid Sept 15 TBC

Technology for Frontline End March 15 At risk

Hub and Spoke Mid Feb 15 TBC

Data enablement — PID approved End Feb 15 On track

Data Enablement — Mortgage Income End April 15 At risk

Data enablement — FAD codes TBC Feasibility stage

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5. Market, political and external developments

e Retail — Christmas Trading Reports. In 2014 customers spent £104bn on e-retail, a
14% growth on the previous year. During the Christmas Trading period (2/11 - 27/12)
customers spent £21.6bn, an increase of 13% on last year. These rates of growth are
being translated into the Home Shopping Returns market which has grown by c8% on
last year. Online e-retail now accounts for 24% of retail sales and next year is expected
to grow by 12% to £116bn. However, within these numbers are some interesting
emerging trends.

co Whilst the overall Christmas performance is in line with expectation,
December trading was only 5% up on last year. This is being linked to the
rise of Black Friday which saw 17% of Christmas sales happen in the w/c 23
November, with an estimated £810m being spent on Black Friday (alone the
biggest ever day for on line sales).

o Sales via smartphones and tablet devices recorded a 55% growth on the
same period in 2013. £8bn was spent via mobiles this Christmas, compared
to £5.1bn last year. 37% of online sales are now made on a mobile device; an
estimated 8.9% of total retail sales.

e City Link entered administration. The parcel delivery firm, entered administration on
Christmas Eve. Administrator Hunter Kelly, of Ernst and Young, said, "City Link
Limited has incurred substantial losses over several years. These losses reflect a
combination of intense competition in the sector, changing customer and parcel
recipient preferences, and difficulties for the company in reducing its cost base.”

e Tesco announces new retail strategy and cost reduction plans to deal with
declining sales. Overall, Tesco sales in Q3 were down 2.9%, a slight improvement on
Q2 when sales dropped by 5.4%. Online clothing sales grew by +50% and grocery
sales went up 13% over the six weeks leading to Christmas. In response Tesco's new
CEO announced the business will close 43 of its unprofitable stores across the UK.
Tesco also plans to reduce overheads by 30%, make cuts of £250m, close its final
salary staff pension scheme and move its headquarters from Cheshunt, Hertfordshire
to Welwyn Garden City. It will further 'remove the fat’ by selling Tesco Broadband and
Blinkbox to TalkTalk and Dunhumby, the data business behind Tesco Clubcard.

e BT signals intent for mobile market with exclusive negotiations to buy EE. BT has
decided to pursue negotiations to buy EE for £12.5bn. The sale of the acquisition has
raised concerns about the potential control BT will have of Britain's airwaves. Barclay's
analysts estimated synergies would be worth £5bn. It is thought BT will use Wi-Fi
hotspots, new miniature masts and whole sale deals to use the EE 4G network to
undercut rival mobile operators. BT sees negotiations to buy EE as an accelerator for
its ambitions in the mobile market and ultimately its quad-play offering.

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Annex A: Forward Board meetings: overview of the sequencing of discussions on

key business strategy issues

Key agenda items

Description

28" January:

15/16 Budget

Initial discussions on budget, operating plan and targets
for next financial year

IT strategy including Fujitsu

Progress update on the IT strategy progress and the
relationship with Fujitsu

Cyber Security Lunch with Tony Smith from the Centre for Protection of
National Infrastructure

Risk Appetite Agree the risk appetite statements and risk rating scores
as recommended by the ARC.

25" March:

3 year Business plan

Approval of a 3 year business plan

1 year plan and budget

Approval of 1 year operating plan and budget

Scorecard

Approval of 2015/16 scorecard

Business Transformation

Progress update on Business Transformation, cost
reduction and run rate for 2015/16

Telephony Strategy

Board update on progress to date and strategic options
going forward

21% May:

Annual Report and Accounts

Performance payments

Approval of STIP and LTIP payments and performance
conditions

People and engagement

Roadmap for people and engagement activity for the next
12-18 months

Network update

Network and Channels update including sales capability

Working capital

Win in Mails

Update on the programme to date and next steps

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