SECRET CAC VZ - ZVEDS CASTLE CONFERENCE NOTES Chsjz=jn11s opening Address The Chairmen welcomed all delegates ujd particularly those who were not at Leeds Castle In 1978. He expressed regrets that this would be the last C&C to be attended by Dr Stiltz@Z, whom he thanked for his contributions since the Smoking and Health Conferences began, before CACs. He congratulated xr Sheehy on his appointment as Vice Chairman and Mr Bruell on his appointment to the Board of B.A.T Industries. The Chairman highlighted the principal events which had occurred since 1978 and the changes which have, basically, altered the shape of the Group. He said that, although the Group results for 1980 were creditable con- sidering the difficult economic climate world-wide, there Is no Z-(X= for complacency. Exchange rate fluctuations have a direct and somtImes significant effect on Group profits expressed In sterling, but the Important factor Is operating performance on the spot and It Is here that gains =at be seen, not only In volume and market share, but also In profit term. There Is a continuing need for the careful us& and profitable deployment of money In the numerous businesses throughout: the Group, particularly as economic conditions show little sign of Improving before the middle of next year. FlImIly, Om Chairman stressed the Importance of having the right people In the right: places. Succession plans and promotion policies should reflect the fact that a vast majority of people do respond to the challenge of early pxonotion and responsibility. Xtem A - Outline of Present Activities Fresentations we" made as follows z Mr McCarty BATUS Mr F"4 Zmasco Mr Widdup Ametil Mr Long Sousa Cruz Dr Stftzer Xneervorsa Mr Stewart Lockhart B.A.T Co Xr Jest Wiggins Toape xr Ricketts B.A. 21 Stores Jar Denals B.A.C Mr Marl I d9o MPX Tbopswentations highlighted significant changes over the past year, d$WZIW tht C=Ont 51tutIGA And SUMAXIS64 the min current problem am opportImItIes. C) Ztem B - Report on Audit Committee Co Lord GreenM12 reported on the purpose, scope and achievements of the C) PO lCont .....2 '-4 BAT Industries document for Province of British Columbia 22 April 1999 2 Audit Committee since Its inception. 2'he chairmanship of the Committee will be taken over by Sir Jasper Hallom on Ist August, 1981. Item C - Unitary Tax - Progress Report Mr Symms reported an the current situation and possible future develop- Monts concoxnIAg Unitary Tax. Prospects for a successful outcom are uncertain. Xtem D - Smoking Xszues Mr Sheehy presented the It*=. Three main issues were discussed. Messrs McCarty, Wi ddup, Pari and Long and Drs StDtzer and Eri chosen contributed to the discussion of each issue by reporting the current situation in their respective countries and suggesting how matters might develop in the future. Messrs Stewart Lockhart and Druell made similar contributions for the UK. The three Issues and the =&In conclusions drawn for each were as follows 1. Restrictions on our right to do business Restrictions have proliferated and have become more onerous since last year. rhis trend will Itensify unless the industry takes steps to raslse further encz,oachawmt on Its zight to do business. Such steps should Include (a) The Industry should talk to, and wherever possible work with, governments at national and local level and officials of bodies such as the WHO and-REC. Even sympathetic government doWtments and ministers might be under considerable political pressure to be seen to be taking Soso Positive action. The Industry should accept this and try to reconcII& the respective objectives. Sporadic discussions have not proved effective. A continuing programme of visits and metings with appropriate authorities is essential. (b) rho Industry needs as many allies as possible. Attempts should be =mde to obtain concerted support fromm pressure groups such as retailing associations, bodies such as FOASS21 In the UX, trade unions, etc. 1c) Support for ZNM?AB and national manufacturers' associations should be maintained. rffoz-ts should be ande to strengthen any national associations which are currently Ineffective. (6) rho" Is growing evidence that our opponents are organising an an International basis (*V NNO) and that their communications between countries are Improving. We should, therefore, encourage better communication between countries and particularly between ZNF07AB and the national assocations. (a) Research and studies should be continued on matters which might assist the Industry's arguments, such as 00 /Cont.....3 co BAT Industries document for Province of British Columbia 22 April 1999 3 the captive smoker theory and benefits of smoking. 2. Social acceptability of smoking There was general agreement that the increase In social un- acceptability is the greatest danger and challenge to the Industry. AS the trend is largely based on fashion, it will be particularly difficult to reverse. However, everything possible should be done, for example : (a) Passive smoking Is the major platform of most critics. Sidestreas reduction or *I-imination will be helpful and research should continue In this lb) :rd*v`artisIng should, wherever possible, emphasis* the acceptability of a pleasurable habit as a normal part of a civilised life-style. W while care needs to be taken If refuting evident and blatant arrors In anti-smoking propaganda, wider publicity should be given to the results of studies which assist or reinforce the arguments of the Industry. 3. The credibility of the Industry The degree and, therefore, the seriousness of the credJhilitV problem varies from country to country. However, certain overall strategies for establishing and maintaining the credibility of the Industry were Identified. Some appear similar to those proposed for the first Issue discussed, (Restrictions on our right to do business), but they are, In fact, complementary and In a different context. Th* main strategies agreed were : la) There is a whole range of publics. Xndustry actions and communications should be geared to identified target groupings. 21he Industry shoul become used to talking to foes as well as to friends. lb) Efforts should be made to got the Industry viewpoint across to the man In the street. For example, emphasis could be placed an the oxaggoration by critics of any risks associated with smoking, rather than on the nw-existence of such risks. (c) Further efforts should be made throughout the Group to Involve and communicate with employees, both In tobacco conpanies and non-tobacco companies. (d) Whenever possible, Independent third parties, rather than the Industry Itself, should be the authors 61 arguments or evidence which support the Industry's PQ position. co lCont .....4 C) PQ BAT Industries document for Province of British Columbia 22 April 1999 4 (a) Research efforts should be continued (the industry's opponents allege that no further research is needed). Such research, which should Include the benefits of smoking, should be less defensive and more constructive. Ztem Z - CoEporate Relations Sir Peter Macadam reported an activities In Group headquarters In the following areas (1) Relations with the City, Whitehall, Westminster and the EEC. (2) Internal communications. (3) Corporate Identity. (4) Social responsibility. (5) Multinational Issues. rh* video film 'The World of B.A. Xndustrios" was shown. Ztein F - Report an external Affairs Advisory Comdtte* Mr Rlc*etts reported an the role and composition of the Lrxtern@l Affairs Advisory Committee. He described the Committee's main activities over the past year and outlined Its current programme of work. Item G - Energy Management Reports Reports an energy management were presented as follows Mr Stewart Lockhart D.A.r Co Mr Best Wiggins ftape Mr JkCarty BATUS Mr Ricketts B.A.T Stores Mr Dennis B.A.C My Nbrltdg& MPZ A great deal of wozt has already been done and significant savings are being made. rho two main Issues are cost effectiveness and vulnerability to Interruptions of supply. It was noted that In those units where general management has shown & high commitment to effective energy management, very significant savings have been made. Wdle 41C was evident that, using their own resources, operating Groups have achieved a large measure of success In energy conservation and consequent cost reduction, Group headquarters Vill consider If anything furtbar needs to be done to ensure that the Operating Groups have all the relevant Information they need. Item K - Group Financial Objectives Mr Symons explained how the Group financial objectives w*re originally PO defined and subsequently dev*lopod. The financial objective& include C) dividend growth, dividend Cover, attributable profits, returns an assets Co and debt/equity ratios. C) /Cont.....s 00 BAT Industries document for Province of British Columbia 22 April 1999 5 Mr Parif and Mr widdup described the financial objectives for their respective companies. .Ttem N - Gzoyz Profit and Cash Forecast Mr Garraway presented the Group profit and cash forecast. He said that operating Group forecasts tended to understate capital requirements for the later years and experience has shown that profit performance also tends to be forecast optimistically for the later years. Ztem, .7 - Group 10 Year View six Peter Macadam presented the Group 10 year view, which had been circulated In advance. ' He said that CM paper outlined the probable shape of the Group In con years' time, If current policies and strategies are not changed. Zn highlighting the main points raised in the paper, he stressed that there was heavy reliance an the achievement of forecast improvements In profit margins and on recoveries in certain businesses. Ztem Z - Group Znvestment Strat2& Six Peter Macadam presented the Item which led straight on from discussion of the previous it*=. go outlined some of the issues which arose from the 10 year view and which would be included in the Group Investment strategy paper to be presented to the Board of B.A.T Industries in September. A broad consensus was reached on some of these issues, as follows : 12) We should be In, or got Into, businesses with the rigbt. characteristics of profit margins, growth pr6spects, market leadership, *to. No should look at our existing businesses closely to ensure that they match these criteria. Xf they do not, we should consider divestment. (2) Mile continuing to support and Invest In existing non-tobacco businesses, subject to (1) above, there Is not - and should not be - a policy of curtailment of Investment In tobacco businesses. (3) rho min thrust of invest t for growth should be in extensions of existing businesses rather than In now 'sunrise' businesses. There are many opportunities for such extensions, both in technological development and in product/concept innovation. Optimal use of assets, such as r*development of pzoperty, should also be considered. (4) Zn continuance of the Group policy for Investment in selected developing countries, we sbould alm to maintain or establish successful businesses rather than merely sell technology. Za addition, there was som discussion on the question of keeping in touch with now technological developments and how development possibilities In now business areas could best be identified. Ztes M - Summary of Future Plans Sumarles of future plans were presented as follows Mr McCarty DATUS 00 Mr 1cont.....6 N.) co BAT Industries document for Province of British Columbia 22 April 1999 6 Mr widdup Amat.il Mr Long Souza Cruz Dr Stbtzer Interversa Mr Stewart Lockhart B.A.T Co Mr Best Wiggins Teape Mr Ricketts B.A.T Stores Mr Dennis B.A.C Mr worlidge MPX The presentations Included opportunities for new investment, acquisitions and mergers, as well as divestments and disposals which were being con- sidered. Xtem N - EEC Directives Sir Peter Macadam described the current situation and suggested likely future developments of proposed Directives and initiatives in the EEC which could impinge on our business. Be also referred to related developments In the UN and to the Brandt Report. 1. EEC (a) The vradeling Proposals are unlikely to become a Directive In their present form and even an amended version Is unlikely to become a Directive isforo the latter half of 1982. (b) Xt Is expected that the Caborn Report will be debated by the European Parliament, possibly this nKuji*. The Immediate significance of the Report lies In its possible Influence an the climate of opinion on both the Vrodeling Proposals and other draft legislation. (c) Xt is likely to be some time before anything final materiallses for the Draft Fifth Directive, which Is concerned with the structure of companies and employs* partla4pation. 2. UN rho drafting of a Co" of Conduct for Transnationals Is con- tinuing at a slow pace and there a" signs of a lessening of enthusiasm for the Cod* on the part of the Group of 77. Prospects for an agreed cod* are diminishing. 3. Brandt Report TJ* Brandt Report will be the subject of a high level conference In Mexico In October. Sir Peter felt that the Report was a stop In the right dlrectlon, but that there war* apparent ~knesses, such as the emphasis on the transfer rather than the creation of wealth and undue emphasis an the role of governments and now International Institutions, while therole and contributions of the private sector were Ignored. Lord Greenhill suggested that, In spite of Its weaknesses, the N) Report did point to the Interdependence and mutual interests of developed and developing countries and he thought It would have a considerable political effect. OD lCont .....7 CD BAT Industries document for Province of British Columbia 22 April 1999 7 Item P - Productivity In presenting the !tam, Mr Sheehy said that improvement In productivity of people and assets had become a more and more Important element In the improvement of profitability. rim Is not on our side and productivity Improvement Is particularly important in relation to competition Inter- nationally. rn 70bacco, Mr Sheehy demonstrated how over-optimistic forecasting can and does prevent productivity performance from matching potential. In people productivity, there is a reasonably good record In the production function, but there are still areas for significant Improvements in administration. He outlined the order of magnitude of potential gains In asset productivity and described the opportunities and problem In achieving them. mr Best said that for Paper the main factor Is the combination of market demand and mill capacity. He compared productivity performance for carbanless paper In UX, Europe and USA. He noted that In Belgium, who" legislation had necessitated a five shift system Instead of the previous four shift system, there had been an Increase in production with a slight reduction In people, due to lower absenteeism. ,Nr McCarty and Dr Erichsen spoke on productivity in Retailing in the US and Germany respectively. The main problems in Improvement are the cyclical nature of the work load and the difficulty of substituting capital for labour. It was agreed that there should be further liaison and co-operation between the Group's retailing interests on the subject of productivity and particularly on a Comm= approach to the m6st effective methods of measurement. In sumndng up, Hz Sheehy said that the presentations had shown what has already bean achieved and that they Indicate what further IWzovemnts can be achieved over the next two or throw years If current efforts and cowl I t are maintained.- Item 0 - Staffing the Centres. ur J)@nnIs prosented the item. He described the Problems and constraints which need to be over, In order-to onsure that Group headquarters Is staffed by the best people availab2ein spite of there being, very littlo natural career progression within the functional departments of the headquarters Itself. He also reviewed the approaches adopted by the various Operating Groups to their own central staffing. Resulting from tM discussion which followed, It was agrrood that (1) Ideally, the Boards of B.A.T Industries, and of Operating Groups where appropriate, should consist of people of different nationalities, based In the UK. However, there have bean, and still &re, real problem In achieving this &In, ArInce people cannot be forced to move to another country for the last few years of their career. Movertheloss, B.A.T Co expect*d to see sow non-British nationals an Its Board In the next decade who might move through to the B.A. Industries Board. (2) Xntozchmg* of staff between operating Groups and the contra co Is in the best long-term Interests of the Group as a whole and lCont .....8 co LJQ BAT Industries document for Province of British Columbia 22 April 1999 should be encouraged. Operating Groups will need to plan for a small not loss of their very best people. (3) Rotation of managers between Operating Groups and between different industrial activities should be encouraged, although it was accepted that the ease of transferability would vary with the departmental function. ztem A - Report on Share option scheme Mr Dennis reported on the B.A.T Industries Employee Share Option Schemes, which are open, subject to eligibility rules, to Group employees in the LFK. lream S - Organisation Structure Sir Peter Macadam presented the Item. He described the present Group Organisation and said that the cantre would be considering this year the Implications of there now being nine directly reporting units, five of which are Industrial and four of which are geographic groupings. Sub- groupings could be considered. No outlined the principal acquislUons since 1962 and the key structural changes since 2973. He also dem=strated on graphs the effect of the change In the Industrial shape of the Group an turnover and trading profit, which is quite dramatic In the last decade. Xten 7 - Special Ztems 2. rho RothmanslPhillp Morris association was discussed, with ;articular reference to the current situation and likely future developments In Canada, Australia, Germany and the LTC. 2. Mr Ricketts reported on litigation with Philip Harris In various countries. 3. Six Peter Macadam confirmed that CAC VXZ would be hold In Australia from lath to 16th July, 2982. wives would be Inv4tod on that occasion. Mr VIddup &mid that the location would be at Hayman Island, off the coast of North Queensland. Chairi"n's Sunning UP The Chairman said that the Conference had bean useful and be thanked delegates for all the work they had done In preparing their presentations and In havingr contributed so constructively to the discussions. No noted that this year there was more empbaslo an Improving performance In current Industries and their potential ortensions, rather than "Wang, entirely now industrial activities, as the main strategy for profitable growth. him* fully supporting this strategy and the need for continued concentration on better utilisatdan of assets and cash, he said that we should still be thinking of what businesses we should be In, and where, In ton and twenty years' time. He outline some changes which he proposed for the content and emphasis of the pr4ravine for CAC V.TZ next year and said that further consideration 00 would be given to these before delegates to CAC VZZ were asked for their 00 oomments. N.) /coat .....9 co BAT Industries document for Province of British Columbia 22 April 1999 Finally,, he again thanked Dr StUtzer for the contributions he had made to all the CACs and to the Smoking and K"Ith Conferences which preceded then and extended to him his best wishes for the future when he retires next year. 16th July, 1981 3 C31 co UN BAT Industries document for Province of British Columbia 22 April 1999