D R A F T Guidelines for B.A.T Stores I July 1959 General I. B.A.T Stores I primary responsibility is to manage and develop the Group's retail activities in the UX. 2. The central objective should be the continued development of Argot to achieve sustained rapid rates of growth. long term, in both sales and profits. 3. Subject to the performance and development of Argos not being endangered, consideration should also be given to extending the Group's retailing activities by launching or acquiring businesses or concepts offering prospects for sustained, profitable growth in either the UK or Continental Europe. 'Where suitable prospects are identified, appropriate proposals for investment should be prepared. Financial Guidelines 4. Returns : Argos should aim to achieve a minima 30% return on average not trading assets on an 'historic cost basis of accounting (equivalent to a 15% return an a CC& basis). 5. Dividends: The minimum dividends expected from Argos are:- 1989 1990 1991 1992 1993 1994 La 32 39 49 60 72 86 6. Debt/ZquLty : Argos should seek to maxiaLse its year-end cash deposits with RATTP- Peak borrowings during the year should not exceed 5OZ of equity. Specific Priorities 7. The first priority should be to continue to improve the positioning and competitiveness of Argos to enable the Company to achieve a rapid and sustained expansion La sales turnover and profits, through stora-for-store growth, further geographic expansion in the UK and accelerated development of the Superstares and Best Sellers showrooms. S. Plans should also be formulated for a rapid introduction of the now-style conventional showrooms, subject to the concept &&Loving satisfactory levels of performance. 9. Argos should continue to seek improvements La the performance and profitability of Superstarse and Bost Sellers outlets. In addition, the Viability of out-of-town locations for Superstores in smaller catchwat araas shou3A be =Uttered vUh a vim to naliaiaLng opportunities for expansion. 10. Plans should also be developed for accelerating the expansion of Argos rQ through a mare active participation Lu the property market, L=Iudlug the possible acquisition of properties by takeover. In particular the attractiveness and feasibility of acquiring either of the too retail businesses previously identified should be reviewed with the CPC. BAT Industries document for Province of British Columbia 23 April 1999 11. Argos should complete its review of opportunities to Improve productivity and seek to Implement improvements in the areas of distribution, HIS, Read Office costs, stock control and the possible use of Incentive schemes. Efforts to affect Improvements in the use of system and Information technology should be continued, aimed at both securing improvements La performance and at establishing positions of competitive advantage. 12. A high priority should be given to ensuring that sufficient senior management capacity will be available both to manage the proposed expansion of the existing business and to identify, evaluate and develop new business opportunities. In particular, the planned recruitment of two Deputy Managing Directors for Argos should be completed before proceeding to the testing of pilot stores for the CALA project; an independent management team should be established for the ?re=ier Incentives initiative; and a B.A.T Stores 'holding' structure should be implamenced over time to develop the Group's U-K retailing incerests. 13. Argos should continue to develop plans, to be agreed with the CPC, for testing the attractiveness and viability of the furniture/furnisbings recall concept (GALA), with a view to launching two pilot stores in late 1990. 14. With regard to Premier Incentives, the plans for the expansion of Argos Achievement Awards should be implemented and specific proposals developed for the introduction of the Premier Points coucdpt. 15. The feasibility of establishing a second, freestanding lawollary brand should be critically reviewed and discussed with the CPC. 16. The potential impact of the European Single Harket on Argos' business should also be reviewed, taking into account both investment in the UK by overseas retailers and also opportunities for investment by B.A.T Stores, particularly through a geographic expansion of the Argos concept. MWWA 14th July 1989 C) BAT Industries document for Province of British Columbia 23 April 1999