The Technology Committee is a Committee of the Board of Directors of BT Group plc (the Board), from which it derives its authority and to which it regularly reports.
Terms of reference
1. Membership & Attendance
1.1 The Company Secretary or his nominee shall act as Secretary of the Committee.
2. Quorum & proceedings of meetings
1.1 The quorum for Committee meetings shall be two members, such quorum to include one non-executive Board member.
1.2 The Committee shall meet at least three times a year.
1.3 Any Committee member or the Secretary may call additional meetings as necessary.
1.4 Any Director is entitled to receive on request papers and minutes of the Committee.
2. Quorum and proceedings of meetings
2.1 The quorum for Committee meetings shall be two members, such quorum to include one non-executive Board member.
2.2 The Committee shall meet at least three times a year.
2.3 Any Committee member or the secretary may call additional meetings as necessary.
2.4 Any director is entitled to receive on request papers and minutes of the Committee.
3. Notice of meetings
3.1 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.
4. Principal duties
4.1 Technology strategy
- Agreeing the development and implementation of BT’s major technology innovation strategies to provide assurance regarding ongoing business growth.
- Receive reports and presentations from the Design Council, as and when appropriate, on technology strategy and significant technology investments (Note: creating a dual reporting line into the Operating and Technology Committees from the Design Council).
- The Committee will review BT’s overarching technology and process strategy, architecture and roadmaps (including core technology and vendor choices and delivery roadmaps) approved by the Design Council.
- Consider, and as appropriate, make recommendations to the Board regarding significant and/or strategic technology investments which support the company’s technology strategy.
- Endorse the company’s approach to research and innovation and technology patents.
- Receive reports on future technologies and in particular direction, opportunities and threats.
- Consider BT’s future service trends and demands on technology.
4.2 Oversight of risk management
- Review the major operations and technology risk exposures of the Company and the steps management has taken to monitor and control such exposures (Note: overlap with ARC) • Review with management, the company’s risk management and risk assessment guidelines and policies regarding technology risk.
5. Reporting responsibilities
5.1 After each meeting, the Committee Chairman shall report formally to the Board on its proceedings.
5.2 The Committee shall make whatever recommendations to the Board it deems appropriate on any area within its remit where action or improvement is needed.
The terms of reference and the effectiveness of the Committee shall be kept under review annually and the necessary recommendations made to the Board for its approval.