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POST OFFICE LIMITED
NOMINATIONS COMMITTEE REPORT
Nominations Committee Evaluation
Title: Report 2022/23 Meeting Date: I 6 June 2023
Rachel Scarrabelotti, Company
Author: _ I Cordelia Hagan, Company Sponsor: Secretary
Secretariat Administrator Henry Staunton, Nominations
Committee Chair
Input Sought: Discussion/Approval
The Board is asked to:
. NOTE and DISCUSS the results of the Nominations Committee (NomCo) Evaluation
for 2022/23 (please see Appendix 1).
. APPROVE the recommended actions to address points raised and areas which may
require development.
Points raised/ areas for development:
1. Succession planning across Board, the Group Executive (GE) and the Senior Leadership
Group (SLG) is still a key area for development.
Recommendations:
1. It is recommended that the Committee focus more on Post Office’s development and
succession plans for Board, GE and SLG members, taking into account the Company’s
strategic needs.
2. The Committee should also consider using external advisers to assist with succession
planning.
Executive Summary
The 2018 UK Corporate Governance Code and the Corporate Governance Code for Central
Government Departments? both stipulate that there should be an annual evaluation of the
Board and its Committees which should be externally facilitated at least once every three
years.
The Nominations Committee questionnaire mirrored that for 2021/22 to allow comparison
across years.
The Board Directors and Angela Williams, former Interim Group Chief People Officer, who was
a regular attendee at Nomination Committee meetings was invited to participate in the
Committee Evaluation which she did. The questions, average scores and a summary of the
findings are at Appendix 1.
Report
2 Provision 21 of the UK Corporate Governance Code 2018 and paragraph 4.12 of the Corporate Governance Code for Central
Government Departments.
Strictly Confidential
1. Find
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lings 2022/23
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The results of the evaluation were mostly positive, with almost all of the questions the
achieving an average score higher than 3 (3 = “good/at the required standard”).
The highest scoring questions were:
Qi. How appropriate is the composition of the Committee for the 4.0
requirements of the business? .
Q2. How would you rate the Committee’s knowledge of the following
issues: 4.0
b. Board recruitment and appointment processes (including PO .
Insurance)
Q2. Corporate governance requirements.
c.
The lowest scoring question was:
Qio. How effectively does the Nominations Committee assess the quality of I 2.8
the management team below Board level and manage succession
planning?
2. How do last year’s responses and this year’s compare?
Succession planning was highlighted as an issue last year and continues to be the key
area of improvement for the Committee. Nevertheless, the average score for question
10 w
ent up from 2.6 last year, to 2.8 this year.
Next Steps & Timelines
1. Sterassinn nlannina at Board and Senior Executive level will be added to the Nominations
Committee forward agenda.
Strictly Confidential
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Appendix 1
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Nominations Committee Evaluation Questionnaire 2022/23
Question 2021/22 2022/23
Average Average
Skills, experience, diversity, knowledge
1. How appropriate is the composition of the Committee 3.60 4.0
for the requirements of the business?
2. How would you rate the Committee’s knowledge of the
following issues:
a. Succession planning 3.20 3.0
b. Board recruitment and appointment processes 4.00 4.0
(including PO Insurance)
c. Corporate governance requirements. 4,20 4.0
Leadership, ways of working, time management
3. How would you assess the Chair's encouragement of 3.80 3.8
debate within the Committee, including ensuring that
all members are able to contribute to the discussion?
4, How effective is the Committee at focussing on the 3.80 3.5
right issues?
5. How effective is the Committee at providing both 4.00 3.5
challenge and support to management?
Information and Support
6. How effective is the Committee at testing the 4.00 3.0
information provided by its external advisers?
7. How would you rate the quality of papers and 4.00 3.0
presentations received by the Committee?
8. Are the frequency and length of Nominations Yes = 4 Yes = 4
Committee meetings appropriate? No=1 No =
9. How would you rate the access you have to any 3.60 3.3
additional information and support you need to fulfil the
requirements of your role (i.e. from management,
secretariat or from external advisers, where required?).
10. I How effectively does the Nominations Committee 2.60 2.8
assess the quality of the management team below
Board level and manage succession planning?
11. Please include any thoughts you have about the operation of the Committee and any
ideas for its future operation.
. We can do a better job at succession planning. Both at Board and at other
levels.
. Needs to focus on proper strategic nominations/talent strategy more and
less on pure process
Strictly Confidential