RMG00000290
RMG00000290
ROYAL MAIL GROUP LTD BOARD
Matters reserved to the Board
STATUTORY REQUIREMENTS
e Approval of half year and full year accounts
e Approval of any significant change in accounting policies or practices on the
recommendation of the Audit Committee
¢ Appointment or removal of the Company Secretary
¢ Appointment or removal of auditors on the recommendation of the Audit Committee
MANAGEMENT MATTERS
e Approval of major capital projects (with costs in excess of £20m)
e Approval of material contracts of the company in the ordinary course of business (the
acquisition and disposal of assets in excess of £20m)
« Approval of contracts of the company not in the ordinary course of business (including all
strategic acquisitions or joint ventures where the transaction total is in excess of £10m)
¢ Approval of major investments, including the acquisition or disposal of interests of more
than 5% in the voting shares of any company or the making of any takeover bid (except
where the value of such a disposal or acquisition is worth less than £5m)
« Approval of risk management strategy including internal control arrangements
e Approval of the Company’s commercial strategy
« Approval of the Company’s strategic plan and annual operating plan and any major
planned deviation
¢ Approval of plans for CEC members’ development and succession
« Approval of changes to the Group’s management and control structure, including major
restructurings
« Approval of overall pay policy for staff and negotiating remit for CWU operative
employees
Establishment of Board committees, their terms of reference and membership
Approval of any dividend policy
Approval of the health and safety policy
Approval of the environmental policy
Approval of the equal opportunities policy
MISCELLANEOUS
¢ Appointment of specified individuals to authenticate the Royal Mail Group seal
¢ Approval of fees for non-executive directors on the recommendation of the executive
directors
¢ Adoption of a new company seal
20 May 2013