Board responsibilities

The BT Group plc board is ultimately responsible for the strategy and overseeing the performance of the BT Group. Its focus is:

  • Strategic

  • Developmental

  • International

  • Growing shareholder value

  • Oversight and control

  • Corporate governance

In support of this focus the following matters are reserved for the board to approve or monitor:

Setting Direction

  • Vision, Mission, Values, Ethics and Business Practice


  • Strategic Plans, as proposed by the Operating Committee

  • Group Annual Budget

  • Capital Expenditure and Investments budgets and any changes that result in aggregate expenditure or aggregate outstanding commitments being exceeded

  • Capital expenditure projects exceeding £100m

  • Investments (i.e. acquisitions, disposals including assets or business activities, outsourcing arrangements) with a consideration/value over £100m (together with additional funding if such additional funding would result in the revised aggregate additional funding being over £100m since the previous funding authority from the Board) or where of major strategic importance or on the request of the chief executive or finance director

  • Customer contracts, bids and tenders of major strategic importance or which are referred at the discretion of the chief executive

  • Proposals involving another company acquiring any interest in BT Group plc

  • Any issues of major strategic importance to the Group

  • Dividends

  • Financing Policy and Annual Financing Programme

  • External financing by issue of equity or rights to equity including quoted debt securities by BT Group plc or any subsidiary

  • Pensions policy, funding and material matters in relation to accounting reporting and industrial/employee relations

  • Appointment of the Pension Fund Trustees and of Hermes

  • Appointment, removal and remuneration of external auditors for BT Group plc

  • Appointment or removal of directors and the secretary

Oversight and Control

  • Operating and financial performance

  • Major changes to accounting practices

  • Internal controls

  • Compliance (securities, legal and regulatory)

  • Major public policy issues including matters which would have a significant impact on the Group's reputation

  • Share Dealing Code compliance

  • Policy for Directors' & Officers' insurance and indemnity

  • Political donations policy

  • Powers reserved to senior management

  • Composition and terms of reference of board committees

Stakeholder relationships

  • Necessary shareholder communications, including for example the Annual Report

  • New employee share schemes and major changes to existing schemes other than those which do not require shareholder approval

  • Major changes to pension provision and pensions funding

  • Community Support policy