D I A F T Guidelines for UTUS. - July, 1987 General 1. BATUS is responsible for managing the Group's Tobacco, Retail and Paper subsidiaries in the USA aa for optimising the growth of these activities. 2. UTUS is also charged with identifying and assessing opportunities for investing in Financial Services in the USA and for assisting in the implementation, and subsequent management of any investment which is agreed. Financial Guidelines 3. Returns : BATUS should achieve a ROXk of 25Z, calculated before taking Into account the sale of receivables. In addition, no individual business should'achi4vot a return below 202, calculated on a similar basis. 4. Dividends : Divideals expected from BMS (gross of Withholding Tax) Ara:- 1987 19" 1989 1990 1991 1992 USSR 220 250 280 3L5 345 380 S. Debt/tcmity : for the time being, UTUS should work to a debt/equity target of 5OZ. Zwever, this will need to be revised In the light of any major acquisition and/or change La financing arrangements. Specific Priorities 6. For Tobacco, the first priority must be to achieve sustained real growth in profits and cash flow, year by year. 7. There should be particular emphasis an Improving market shares In the full-price, higher margin segments of the market, giving priority to halting the slide in the market share for K*ol. to building on the initial success achieved by Capri and to pursuing other developments such as 131 Cutter and Improved versions of Barclay. S. In addition, the pi&= for Richland and Generics should indicate the action being taken to Improve their profitability to a stage where they are able to make a net contribution to the profits of R=S as a whole, after -kg-* appropriate allowances for comma ct"us" and overboads - 9. There should be a specific plan to maintain a capability (charged to 3roWtL & WillLauson) which == be deployod qutcUr to mast anT adverse developments La product liability actions. 10. For the International Division, the plans should ohm what action Is beinS taken to build an the success that has been achieved in 1987. maintaining and, if possible, further improving the volumes and profitability for this activity. C-1) BAT Industries document for Province of British Columbia 23 April 1999 2 11. For Retailing. the first requirement for Sake is to concentrate on scare for store growth. Gtographical expansion should also be pursued but subject to the umitation that the Saks image should not be diluted. 12. For Marshall Fields and Ivey's the first priority should be to achieve satisfactory levels of performance* throughout each store chain. At the same time, chore should be an attempt to define more clearly the respect-ive concepts and the war In which the star" seek to gain a competitive advantage In their markets - These should then be used - as a basis for upgraded expansion plane for the two chains. 13. For Braun4rs Retail; tremors Rental and Thimbles. the priority &La should be to improve the performance and to establish the vlabilfty of the respective store chains by and 1987, la order to provide a basis for future PU-4-0. 14. Particular emphasis should be given to establishing a cash flow plan for Retailing, demonstrating bow the operations can be as" sal-f-funding at real growth rates of 6Z p-a- and outlining the key C requirements for tbls to be achieved. .13. Tor Paper, Appleton should continue with the strategy of maintaining their at-rang position In the Carboulass market. 16. There should be particular emphasis as the plans to meet the capacity requirements and to obtain a satisfactory return on the facilities at West Carrolton. 17. Looking longer tern, UTUS should Siva further consideration to establishing by early L988 tba options for the time when the growth rate and profitability of the carboulass operation is expected to begin to fall of f - 1.8- Plasacia.1 Services : Working with B.A.T Industries, BATUS should continue to assass possible opportunities for a major entry to 74"ancial Services In the USA. Assuming that a suitable opportunity La Identified, the Operating Group should then be prepared to assist in the implementation and subsequent management of the investment. RS/DJA 20ch July 1987 BAT Industries document for Province of British Columbia 23 April 1999