Committee for Sustainable and Responsible Business
Terms of reference
1.1 The Committee shall comprise at least seven, and not more than ten members, including;
The Chairman of the Board
At least one other non-executive Board member
At least two independent members, who are not directors or BT employees, representing other stakeholders
The Chief Sustainability Officer
The BT HR Director
The Chief Executive
2.1 The Committee shall meet at least twice a year and at such other times as the Committee Chairman shall require.
2.2 Any Director is entitled to receive on request papers and minutes of the Committee.
3.1 The quorum for the proceedings shall be three, such quorum to include one non-executive Board member, one executive member and one independent member.
4.0 Notice of meetings
4.1 Unless otherwise agreed, notice of each meeting confirming the venue, time and date, together with an agenda of items to be discussed, shall be forwarded to each member of the Committee and any other person required to attend before the date of the meeting. Supporting papers shall be sent to Committee members and to other attendees as appropriate, at the same time.
5.1 To provide strategic direction on BT’s purpose “to use the power of communication to make a better world”.
5.2 To optimise BT's positive impact on society and the environment, and ensure maximum long term business success in the interests of all stakeholders.
5.3 To ensure BT is on track to deliver on its 2020 goals and that sufficient resources are in place to deliver on these ambitions.
6.0 Specific duties
6.1 With input and recommendations from executive management, to agree and monitor the ‘Purposeful Business’ strategy for the BT Group globally (including wholly owned subsidiaries).
6.2 Review and agree the relevant delegations of authority for Committee investment cases to the Chief Sustainability Officer.
6.3 Annually to:
- consider, and if approved, ratify the Purposeful Business investment budget approved by the Operating Committee
- review and agree key Purposeful Business performance targets and plans, including appropriate balance across society and environment of the Committee’s investment budget (cash, time and in-kind) review BT’s performance against milestones and targets set for the 2020 North Star Goals of “Connected Society”, “Net Good” and “Improving Lives” and report on that performance to the Board
- evaluate BT’s performance against milestones and targets set for the Purposeful Business strategy in terms of societal, environmental and business impacts and specifically the: Supporting Charities and Communities; Creating a Connected Society; Building a culture of Tech Literacy and Delivering environmental benefits;
- review and agree, within the approved budget, the strategic programmes to implement the strategy.
6.4 To inspire a culture of continuous improvement and innovation through leadership to maximise BT’s social and environmental impact.
6.5 To define policies which establish and embed the Purposeful Business strategy across BT’s Lines of Business and service units and that support transparency and stakeholder accountability in BT’s business practices.
6.6 To help the business resolve and align conflicting responsible and sustainable business principles.
6.7 To maintain and grow world class corporate responsibility performance, to minimise any Corporate Responsibility and Sustainability (CR&S) risks to BT's operations and reputation, and to help maximise business opportunities from CR&S.
6.8 To ensure BT shares best practice in CR&S, and learns from best practice elsewhere.
7.0 Reporting responsibilities
7.1 To report annually on BT's 'Purposeful Business’ performance to the BT Board and in the Committee report of the Annual Report and Accounts or Delivering Our Purpose Report.