(Approved by the BT Chief Executive with effect from 15 June 2018)
The BT Investment Board provides recommendations and input to support the BT Chief Executive with his decision-making on investment (capex and opex) budgets and cases.
Terms of reference
1. Purpose and authority
The purpose of the BT Investment Board (the ‘Investment Board’) is to provide the BT Chief Executive with advice on his decision-making on major capex and opex investment, in particular on:
- the annual and Medium Term Plan capex and investment opex budget;
- the allocation of capex and investment opex to major investments;
- the allocation of capex and investment opex to Customer Facing Unit1 (‘CFU’), TSO and Corporate Unit (‘CU’) envelopes;
- investment cases exceeding DoA for both capex and major investment opex cases;
- cases within DoA but materially deviating from budget or strategy, plus major contracts and procurement decisions at the Investment Board’s discretion;
- status and spend on major projects; and
- investment reviews – both inflight and post investment.
In discussions, the Investment Board shall take into account specialist functional inputs and recommendations.
The members of the Investment Board are:
- the BT CFO;
- the Chief Strategy and Transformation Officer; and
- the Chief Technology and Information Officer.
The CFU and TSO CFOs, CEO Openreach, Group Portfolio Strategy Director, Chief Architect and sponsors of individual investment cases may attend those parts of meetings by invitation only, as appropriate and subject to the relevant provisions of the BT Undertakings and/or the DCR arrangements2, as in effect and applied at the relevant time.
The BT CFO shall chair the Investment Board. In the absence of the chairman, the chairman will nominate another Investment Board member to act as chair.
The Director FP&A will support the Investment Board and they or their nominee shall act as the secretary to the Investment Board.
The Investment Board will meet six times a year, bi-monthly, with two distinct formats:
- An annual meeting in November or December synchronised with the annual planning cycle, i.e. after the strategy formulation but before finalisation of detailed budgets. In the annual meeting:
- the BT CFO recommends overall budget and CFU/TSO/CU allocation;
- the Chief Strategy and Transformation Officer recommends allocation to major investment programmes (e.g. All IP, 5G, fibre);
- the CFUs, TSO and CUs set out constituent elements of their allocation, prioritisation and exclusions; and
- the Investment Board provides recommendations to the BT Chief Executive on the capex and investment opex budget for the year, CFU, TSO and CU allocation, and key programmes and prioritisation within the respective budgets.
- Five bi-monthly Investment Boards then follow to review:
- investment capex and opex spend (month, YTD and outlook);
- detailed investment cases in line with DoA;
- major project status/dashboard and spend against milestones; and
- post-investment review summaries.
At each following Executive Committee meeting the Executive Committee members will receive a summary of the Investment Board meeting discussions and recommendations subject to any necessary redactions to comply with the BT Undertakings or DCR arrangements, for BT Chief Executive approval.
The Investment Board will not meet outside the cycle set out above unless exceptional circumstances require it.
The Investment Board will operate at all times in line with the BT Undertakings and the DCR arrangements.
The Investment Board, following review, advises and provides recommendations to the BT Chief Executive on:
4.1 release of funds
a) the overall budget (and MTP) capex and major investment opex envelope and allocation of it to the CFUs/TSO/CUs (at the annual meeting);
b) the proposed utilisation by a CFU, TSO or CU of their allocated capex budget, the projects included (and excluded), prioritisation and the balance between the strategic, commercial priority, ‘keep the lights on’ and volume categories (at the annual meeting);
c) major opex investments (e.g. content);
d) detailed investment cases (both capex and investment opex e.g. content):
- >£50m – as defined in the DoA (subject to DoA review);
- investments of strategic or commercial significance (at the Investment Board’s discretion) including pan-BT projects, large multi-year projects and contracts, and significant opex investments;
- unbudgeted investments that do not transcend the CFU CEO DoA but (i) were not budgeted by the CFU; and (ii) exceed a certain threshold (e.g. 25% of CFU CEO DoA); and
- covering all investment types (categorisation defined by the Group FP&A team)
4.2 follow up
a) review monthly report from the Group Investment team covering:
- capex spend – by CFU, project (month, YTD, forecast for year);
- status and spend on significant CFU projects; and
- investment reviews
a) interventions (based on CFU, TSO or Group Investment team recommendations); and
b) reprioritisation of capital as necessary and allocation of contingency where appropriate.
1Openreach is a CFU
2 The new Openreach governance arrangements notified to Ofcom on 10 March 2017