RMG00000299
RMG00000299
ME Pes
ANNEX B
MATTERS RESERVED TO THE CONSIGNIA pic BOARD
STATUTORY REQUIREMENTS
e Approval of half year, full year and regulated accounts
+ Approval of financial forecasts to the DTI
¢ Approval of any significant change in accounting policies or practices on the
recommendation of the Audit Committee
+ Appointment or removal of Directors and the Company Secretary
COMBINED CODE REQUIREMENTS
¢ Approval of major capital projects (with costs in excess of £20m)
¢ 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
¢ Approval of risk management strategy including internal control arrangements
MANAGEMENT
¢ Approval of the Group’s commercial strate;
y and annual operatir
© Approval of plans for senior management development and succession
© Approval of changes to the Group’s mana
gement and control structure, including major
restructurings
© Approval of main postal price changes
* Approval of pay policy for staff and agents
« Establishment of Board sub-committees, their terms of reference and membership
¢ Appointment to boards of ‘direct’ Consignia ple subsidiaries
* Approval of the health and safety policy
* Approval of the environmental policy
¢ Approval of the equal opportunities policy
MISCELLANEOUS
¢ Approval of amendments to trust deeds of Consignia pension schemes
© Appointment and remuneration of the chairman and trustees of main Consignia pension
schemes
© Appointment of specified individuals to authenticate the Consignia ple seal
* Adoption of a new Consignia ple seal
UOTE TLD LLU LULL LLU LU LU UT TT