POL00448718 - Extract from Minutes of POL Board Meeting
POL00448718
POL00448718
POST OFFICE LIMITED BOARD MEETING
Strictly Confidential
© The metrics for the LTIP 23/26 had been considered and the shareholder was due
to be consulted on shareholder value, so elements could be reflected in the LTIP
23/26.
Nominations Committee
The Chairman advised that the Committee had met earlier in the day and the principal
item of business had been considering the recruitment process and timings for the
incoming Postmaster Non-Executive Directors. The Chairman noted the importance of
maintaining a level of continuity on the Board given the number of new Directors who had
recently joined, however advised that this needed to be balanced against the expectations
of Postmasters. The Chairman advised that the Nominations Committee had taken a
decision that one Postmaster Non-Executive Director would step down from the Board in
June 2024 and that the other Postmaster Non-Executive Director, subject to Shareholder
approval, would step down in June 2025. The process in relation to the recruitment of the
Postmaster Non-Executive Directors needed to be returned to the Nominations
Committee for consideration. EJ queried the criteria for which Postmaster Non-Executive
Director would stay on; the Chairman replied that this was being examined. AB noted the
knowledge the Postmaster Non-Executive Directors had built up and queried opportunities
for the Postmaster Non-Executive Director who stepped down from the Board in June
2024 to continue to contribute. The Chairman advised that K McEwan had raised the
provision of mentoring.
CEO Report
TABLED and NOTED was the CEO report. Key discussion points were as follows:
NR spoke of the need to establish operational stability given the difficulties over
the summer;
* NR advised that trading remained solid and that he was hopeful of strong
Christmas trading, especially in light of the level of operational preparedness.
Consumer confidence had improved; the relationship that customers had with
their local Post Offices as opposed to the Company continued to endure;
* NR noted the increase in employee sickness and absence and advised that stress
related absence was an issue;
NR spoke to the number of employees who could be required to give evidence in
some form to the Inquiry and detailed the work being undertaken in relation to
Project Phoenix;
*® NR advised that commercially it was a very significant time for the business with
the fulfilment of the mails strategy being worked through, the establishment of a
number of banking hubs and shortly entering into negotiations in respect of
Banking Framework Agreement 4. ACTION NR noted that Monzo had recently
joined the current Banking Framework. EJ saw this as very positive and queried
when Monzo would go live in branch. OW undertook to find out; ow
NR spoke to changes to the Group Executive and the appointment of the Chief of
Staff who was looking at the Company's operating model, governance fora and
RACI.
ACTION AB noted the impact of the Inquiry on employees and queried whether other
organisations who had been through statutory inquiries could be contacted to share their
learnings of the support they had provided to their employees. NR took the point however
advised that most statutory inquiries were not in operational businesses, however NR NR
would look to this approach and any learnings that could be extracted.
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STRICTLY CONFIDENTIAL
POL-BSFF-WITN-035-0000023
POL-BSFF-WITN-035-0000023