POL00362131 - POL Mutualisation subcommittee terms of references

Evidence on official site

MUTUALISATION SUB-COMMITTEE

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PURPOSE The Mutualisation Sub-Committee is responsible to the Board for ensuring that the work to develop proposals
for the mutualisation of Post Office Limited is provided with strategic direction, involves the appropriate level of
stakeholder involvement and has adequate support, and that mutualisation proposals are presented to the Post
Office Board and Government in line with agreed requirements.
ROLE JOB TITLE CURRENT INCUMBENT
CHAIR Chairman Alice Perkins
MEMBERS Chief Executive Paula Vennells
Chief Finance Officer Chris Day
Non-executive Director Alasdair Marnoch
OTHER ATTENDEES Legal & Compliance Director (pro tem) Susan Crichton
Strategy Director (when in post) Susan Barton
Consultant support (as required) Belinda Crowe
Mutualisation Programme Manager Simon Baker
ShEx representative (as required) Will Gibson
SECRETARIAT ‘Company Secretary (or Assistant Company Secretary) I Alwen Lyons (Helen Perkins)
FREQUENCY [Monthly initially, moving to quarterly once the mutualisation programme is fully established. I
(QUORUM [Two Directors I

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AREAS OF CONTROL

. Providing strategic direction for the POL mutualisation programme and its workstreams

. Ensuring that plans are in place for engagement with all key stakeholders including, but not limited to, Government,
sub-postmasters and mistresses, independent agents and POL employees.

. Ensuring appropriate resources have been provided for the programme and workstreams, with due consideration for the,
balance between costs and benefits

. Reporting to the Board of POL, and liaising between the Board, Government and external advisers on progress towards
mutualisation.

: Recommending to the Board and Government the framework and optimal arrangements for mutualisation.

SPECIFIC POWERS & AUTHORITIES

[The Committee shall have access to any executive director or employee of the Company to obtain information or support in order to
ulfil its objectives.

The Committee may request reports from the Executive Committee or from any sub-committee of that body involved in operational
decisions which could have an impact on proposed mutualisation.

Decisions with Cash or P&L impact will be in line with existing delegated authorities: decisions with an impact of up to £0.5 million)
jon a cumulative basis in each financial year will reside with the Committee; those with an impact over £0.5 million in any financial
ear will require POL Board approval. Examples of decisions with an impact of less than £0.5 million may include:

Approval of Consultancy spend
Approval of amendments to incentive arrangements

(Commitments which may have an impact of a non-cash or non P&L nature may be entered into by the Committee, again in line with’

existing delegated authorities, up to an estimated value of £10 million. Commitments above this level and all final decisionsI

concerning a structural change of the business to permit greater stakeholder involvement will require POL Board approval and,
here relevant, notification to and consent from the Shareholder Executive, as set out in the Articles of Association.

REPORTING ARRANGEMENTS

The Mutualisation Sub-Committee shall report regularly to the full POL Board on progress towards mutualisation.

Minutes of meetings of the Committee will be provided to the Board for information.

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