0001562762-21-000041.txt : 20210218 0001562762-21-000041.hdr.sgml : 20210218 20210218122627 ACCESSION NUMBER: 0001562762-21-000041 CONFORMED SUBMISSION TYPE: 20-F PUBLIC DOCUMENT COUNT: 279 CONFORMED PERIOD OF REPORT: 20201231 FILED AS OF DATE: 20210218 DATE AS OF CHANGE: 20210218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BARCLAYS BANK PLC CENTRAL INDEX KEY: 0000312070 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 000000000 STATE OF INCORPORATION: X0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 20-F SEC ACT: 1934 Act SEC FILE NUMBER: 001-10257 FILM NUMBER: 21648597 BUSINESS ADDRESS: STREET 1: 1 CHURCHILL PLACE STREET 2: CANARY WHARF CITY: LONDON STATE: X0 ZIP: E14 5HP BUSINESS PHONE: 0044-20-3555-4619 MAIL ADDRESS: STREET 1: 1 CHURCHILL PLACE STREET 2: CANARY WHARF CITY: LONDON STATE: X0 ZIP: E14 5HP FORMER COMPANY: FORMER CONFORMED NAME: BARCLAYS BANK PLC /ENG/ DATE OF NAME CHANGE: 19990402 FORMER COMPANY: FORMER CONFORMED NAME: BARCLAYS BANK INTERNATIONAL LTD DATE OF NAME CHANGE: 19850313 20-F 1 fy2020arbbplc.htm 20-F fy2020arbbplc
 
 
 
 
 
UNITED
 
STATES
SECURITIES
 
AND
 
EXCHANGE
 
COMMISSION
WASHINGTON,
 
DC
 
20549
FORM
 
20-F
(Mark
 
One)
 
 
REGISTRATION
 
STATEMENT
 
PURSUANT
 
TO
 
SECTION
 
12(b)
 
OR
 
12(g)
 
OF
 
THE
 
SECURITIES
 
EXCHANGE
 
ACT
 
OF
 
1934
OR
 
 
ANNUAL
 
REPORT
 
PURSUANT
 
TO
 
SECTION
 
13
 
OR
 
15(d)
 
OF
 
THE
 
SECURITIES
 
EXCHANGE
 
ACT
 
OF
 
1934
For
 
the
 
fiscal
 
year
 
ended
 
December
 
31,
 
2020
 
OR
 
 
TRANSITION
 
REPORT
 
PURSUANT
 
TO
 
SECTION
 
13
 
OR
 
15(d)
 
OF
 
THE
 
SECURITIES
 
EXCHANGE
 
ACT
 
OF
 
1934
For
 
the
 
transition
 
period
 
from
 
to
 
OR
 
 
SHELL
 
COMPANY
 
REPORT
 
PURSUANT
 
TO
 
SECTION
 
13
 
OR
 
15(d)
 
OF
 
THE
 
SECURITIES
 
EXCHANGE
 
ACT
 
OF
 
1934
Date
 
of
 
event
 
requiring
 
this
 
shell
 
company
 
report
 
 
Commission
 
file
 
number
Barclays
 
Bank
 
PLC
1-10257
 
BARCLAYS
 
BANK
 
PLC
 
(Exact
 
Name
 
of
 
Registrant
 
as
 
Specified
 
in
 
its
 
Charter)
 
ENGLAND
 
(Jurisdiction
 
of
 
Incorporation
 
or
 
Organization)
 
1
 
CHURCHILL
 
PLACE,
 
LONDON
 
E14
 
5HP,
 
ENGLAND
 
(Address
 
of
 
Principal
 
Executive
 
Offices)
 
GARTH
 
WRIGHT,
 
+44
 
(0)20
 
7116
 
3170,
 
GARTH.WRIGHT@BARCLAYS.COM
1
 
CHURCHILL
 
PLACE,
 
LONDON
 
E14
 
5HP,
 
ENGLAND
(Name,
 
Telephone,
 
E-mail
 
and/or
 
Facsimile
 
number
 
and
 
Address
 
of
 
Company
 
Contact
 
Person)
 
As
 
a
 
wholly-owned
 
subsidiary
 
of
 
Barclays
 
PLC,
 
which
 
is
 
a
 
reporting
 
company
 
under
 
the
 
Securities
 
Exchange
 
Act
 
of
 
1934,
 
Barclays
 
Bank
 
PLC
meets
 
the
 
conditions
 
set
 
forth
 
in
 
General
 
Instruction
 
I(1)(a)
 
and
 
(b)
 
of
 
Form
 
10-K,
 
as
 
applied
 
to
 
annual
 
reports
 
on
 
Form
 
20-F,
 
and
 
is
 
therefore
filing
 
this
 
Form
 
20-F
 
with
 
a
 
reduced
 
disclosure
 
format.
Securities
 
registered
 
or
 
to
 
be
 
registered
 
pursuant
 
to
 
Section
 
12(b)
 
of
 
the
 
Act:
 
 
 
 
Title
 
of
 
Each
 
Class
 
Trading
 
Symbol(s)
 
Name
 
of
 
Each
 
Exchange
On
 
Which
 
Registered
 
1.700%
 
Fixed
 
Rate
 
Senior
 
Notes
 
due
 
2022
BCS22A
New
 
York
 
Stock
 
Exchange
iPath
®
 
Bloomberg
 
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Total
 
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SM
 
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DJP
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iPath
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SM
 
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iPath
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SM
 
ETN
JJU
NYSE
 
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iPath
®
 
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SM
 
ETN
NIB
NYSE
 
Arca
iPath
®
 
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B
 
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Coffee
 
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SM
 
ETN
JO
NYSE
 
Arca
iPath
®
 
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B
 
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SM
 
ETN
JJC
NYSE
 
Arca
iPath
®
 
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B
 
Bloomberg
 
Cotton
 
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SM
 
ETN
BAL
NYSE
 
Arca
iPath
®
 
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B
 
Bloomberg
 
Energy
 
Subindex
 
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Return
SM
 
ETN
JJE
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Grains
 
Subindex
 
Total
 
Return
SM
 
ETN
JJG
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Industrial
 
Metals
 
Subindex
 
Total
 
Return
SM
 
ETN
JJM
NYSE
 
Arca
iPath
®
 
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Lead
 
Subindex
 
Total
 
Return
SM
 
ETN
LD
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Livestock
 
Subindex
 
Total
 
Return
SM
 
ETN
COW
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Nickel
 
Subindex
 
Total
 
Return
SM
 
ETN
JJN
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Platinum
 
Subindex
 
Total
 
Return
SM
 
ETN
PGM
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Precious
 
Metals
 
Subindex
 
Total
 
Return
SM
 
ETN
JJP
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Softs
 
Subindex
 
Total
 
Return
SM
 
ETN
JJS
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Sugar
 
Subindex
 
Total
 
Return
SM
 
ETN
SGG
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Tin
 
Subindex
 
Total
 
Return
SM
 
ETN
JJT
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Bloomberg
 
Natural
 
Gas
 
Subindex
 
Total
 
Return
SM
 
ETN
GAZ
NYSE
 
Arca
iPath
®
 
S&P
 
GSCI
®
 
Total
 
Return
 
Index
 
ETN
GSP
NYSE
 
Arca
iPath
®
 
Pure
 
Beta
 
Broad
 
Commodity
 
ETN
BCM
NYSE
 
Arca
iPath
®
 
Pure
 
Beta
 
Crude
 
Oil
 
ETN
OLEM
NYSE
 
Arca
iPath
®
 
Series
 
B
 
Carbon
 
ETN
GRN
NYSE
 
Arca
Pacer
®
 
iPath
®
 
Gold
 
ETN
GBUG
NYSE
 
Arca
iPath
®
 
Silver
 
ETN
SBUG
NYSE
 
Arca
Barclays
 
ETN+
 
Shiller
 
CAPE
TM
 
ETNs
CAPE
NYSE
 
Arca
iPath
®
 
Series
 
B
 
S&P
 
500
 
VIX
 
Short-Term
 
Futures
TM
 
ETNs
VXX
CBOE
 
BZX
 
Exchange
iPath
®
 
Series
 
B
 
S&P
 
500
 
VIX
 
Mid-Term
 
Futures
TM
 
ETNs
VXZ
CBOE
 
BZX
 
Exchange
iPath
®
 
S&P
 
MLP
 
ETN
IMLP
CBOE
 
BZX
 
Exchange
iPath
®
 
S&P
 
500
 
Dynamic
 
VIX
 
ETN
XVZ
CBOE
 
BZX
 
Exchange
Barclays
 
ETN+
 
Select
 
MLP
 
ETN
ATMP
CBOE
 
BZX
 
Exchange
Barclays
 
Women
 
in
 
Leadership
 
ETN
WIL
CBOE
 
BZX
 
Exchange
Barclays
 
Return
 
on
 
Disability
 
ETN
RODI
CBOE
 
BZX
 
Exchange
iPath
®
 
US
 
Treasury
 
5-year
 
Bull
 
ETN
DFVL
CBOE
 
BZX
 
Exchange
iPath
®
 
US
 
Treasury
 
5-year
 
Bear
 
ETN
DFVS
CBOE
 
BZX
 
Exchange
 
Securities
 
registered
 
or
 
to
 
be
 
registered
 
pursuant
 
to
 
Section
 
12(g)
 
of
 
the
 
Act:
 
None
 
Securities
 
for
 
which
 
there
 
is
 
a
 
reporting
 
obligation
 
pursuant
 
to
 
Section
 
15(d)
 
of
 
the
 
Act:
 
None
 
Indicate
 
the
 
number
 
of
 
outstanding
 
shares
 
of
 
each
 
of
 
the
 
issuer’s
 
classes
 
of
 
capital
 
or
 
common
 
stock
 
as
 
of
 
the
 
close
 
of
 
the
 
period
 
covered
 
by
the
 
annual
 
report.
 
 
£1
 
ordinary
 
shares
2,342,558,515
£1
 
preference
 
shares
1,000
€100
 
preference
 
shares
31,856
$100
 
preference
 
shares
58,133
Indicate
 
by
 
check
 
mark
 
if
 
the
 
registrant
 
is
 
a
 
well-known
 
seasoned
 
issuer,
 
as
 
defined
 
in
 
Rule
 
405
 
of
 
the
 
Securities
 
Act.
 
Yes
 
No
 
If
 
this
 
report
 
is
 
an
 
annual
 
or
 
transition
 
report,
 
indicate
 
by
 
check
 
mark
 
if
 
the
 
registrant
 
is
 
not
 
required
 
to
 
file
 
reports
 
pursuant
 
to
 
Section
 
13
 
or
 
15(d)
of
 
the
 
Securities
 
Exchange
 
Act
 
1934.
 
Yes
 
No
 
Note
 
 
Checking
 
the
 
box
 
above
 
will
 
not
 
relieve
 
any
 
registrant
 
required
 
to
 
file
 
reports
 
pursuant
 
to
 
Section
 
13
 
or
 
15(d)
 
of
 
the
 
Securities
 
Exchange
Act
 
of
 
1934
 
from
 
their
 
obligations
 
under
 
those
 
Sections.
 
Indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
(1)
 
has
 
filed
 
all
 
reports
 
required
 
to
 
be
 
filed
 
by
 
Section
 
13
 
or
 
15(d)
 
of
 
the
 
Securities
 
Exchange
 
Act
of
 
1934
 
during
 
the
 
preceding
 
12
 
months
 
(or
 
for
 
such
 
shorter
 
period
 
that
 
the
 
registrant
 
was
 
required
 
to
 
file
 
such
 
reports),
 
and
 
(2)
 
has
 
been
subject
 
to
 
such
 
filing
 
requirements
 
for
 
the
 
past
 
90
 
days.
 
Yes
 
 
No
 
Indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
has
 
submitted
 
electronically
 
every
 
Interactive
 
Data
 
File
 
required
 
to
 
be
 
submitted
 
pursuant
 
to
 
Rule
405
 
of
 
Regulation
 
S-T
 
 
232.405
 
of
 
this
 
chapter)
 
during
 
the
 
preceding
 
12
 
months
 
(or
 
for
 
such
 
shorter
 
period
 
that
 
the
 
registrant
 
was
 
required
 
to
submit
 
such
 
files).
Yes
 
No
 
Indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
is
 
a
 
large
 
accelerated
 
filer,
 
an
 
accelerated
 
filer,
 
a
 
non-accelerated
 
filer,
 
or
 
an
 
emerging
 
growth
company.
 
See
 
definition
 
of
 
“large
 
accelerated
 
filer”,
 
“accelerated
 
filer”
 
and
 
“emerging
 
growth
 
company”
 
in
 
Rule
 
12b-2
 
of
 
the
 
Exchange
 
Act:
 
 
Large
 
Accelerated
 
Filer
Accelerated
 
Filer
Non-Accelerated
 
Filer
Emerging
 
growth
 
company
If
 
an
 
emerging
 
growth
 
company
 
that
 
prepares
 
its
 
financial
 
statements
 
in
 
accordance
 
with
 
U.S.
 
GAAP,
 
indicate
 
by
 
check
 
mark
 
if
 
the
 
registrant
has
 
elected
 
not
 
to
 
use
 
the
 
extended
 
transition
 
period
 
for
 
complying
 
with
 
any
 
new
 
or
 
revised
 
financial
 
accounting
 
standards†
 
provided
 
pursuant
to
 
Section
 
13(a)
 
of
 
the
 
Exchange
 
Act.
 
The
 
term
 
“new
 
or
 
revised
 
financial
 
accounting
 
standard”
 
refers
 
to
 
any
 
update
 
issued
 
by
 
the
 
Financial
 
Accounting
 
Standards
 
Board
 
to
 
its
Accounting
 
Standards
 
Codification
 
after
 
April
 
5,
 
2012.
Indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
has
 
filed
 
a
 
report
 
on
 
and
 
attestation
 
to
 
its
 
management’s
 
assessment
 
of
 
the
 
effectiveness
 
of
 
its
internal
 
control
 
over
 
financial
 
reporting
 
under
 
Section
 
404(b)
 
of
 
the
 
Sarbanes-Oxley
 
Act
 
(15
 
U.S.C.
 
7262(b))
 
by
 
the
 
registered
 
public
 
accounting
firm
 
that
 
prepared
 
or
 
issued
 
its
 
audit
 
report.
 
 
*Indicate
 
by
 
check
 
mark
 
which
 
basis
 
of
 
accounting
 
the
 
registrant
 
has
 
used
 
to
 
prepare
 
the
 
financial
 
statements
 
included
 
in
 
this
 
filing:
 
U.S.
 
GAAP
 
International
 
Financial
 
Reporting
 
Standards
 
as
 
issued
 
by
 
the
 
International
 
Accounting
 
Standards
 
Board
 
 
Other
 
*If
 
“Other”
 
has
 
been
 
checked
 
in
 
response
 
to
 
the
 
previous
 
question,
 
indicate
 
by
 
check
 
mark
 
which
 
financial
 
statement
 
item
 
the
 
registrant
 
has
elected
 
to
 
follow:
 
Item
 
17
 
Item
 
18
 
If
 
this
 
is
 
an
 
annual
 
report,
 
indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
is
 
a
 
shell
 
company
 
(as
 
defined
 
in
 
Rule
 
12b-2
 
of
 
the
 
Exchange
 
Act).
 
Yes
 
No
 
(APPLICABLE
 
ONLY
 
TO
 
ISSUERS
 
INVOLVED
 
IN
 
BANKRUPTCY
 
PROCEEDINGS
 
DURING
 
THE
 
PAST
 
FIVE
 
YEARS)
 
Indicate
 
by
 
check
 
mark
 
whether
 
the
 
registrant
 
has
 
filed
 
all
 
documents
 
and
 
reports
 
required
 
to
 
be
 
filed
 
by
 
Section
 
12,
 
13
 
or
 
15(d)
 
of
 
the
 
Securities
Exchange
 
Act
 
of
 
1934
 
subsequent
 
to
 
the
 
distribution
 
of
 
securities
 
under
 
a
 
plan
 
confirmed
 
by
 
a
 
court.
 
Yes
 
No
SEC
 
Form
 
20-F
 
Cross
 
reference
 
information
Form
 
20-F
 
item
 
number
Page
 
and
 
caption
 
references
in
 
this
 
document*
1
Identity
 
of
 
Directors,
 
Senior
 
Management
 
and
 
Advisers
Not
 
applicable
2
Offer
 
Statistics
 
and
 
Expected
 
Timetable
Not
 
applicable
3
Key
 
Information
 
 
A.
 
Selected
 
financial
 
data
Omitted
 
B.
 
Capitalization
 
and
 
indebtedness
Not
 
applicable
 
C.
 
Reason
 
for
 
the
 
offer
 
and
 
use
 
of
 
proceeds
Not
 
applicable
 
D.
 
Risk
 
factors
24-38
4
Information
 
on
 
the
 
Company
 
 
A.
 
History
 
and
 
development
 
of
 
the
 
company
Omitted
 
B.
 
Business
 
overview
i
 
(Market
 
and
 
other
 
data),
 
94-99,
 
116
 
-117
(Note
 
2),
 
208
 
 
C.
 
Organizational
 
structure
181-185
 
(Notes
 
32
 
and
 
33),
 
205-207
 
D.
 
Property,
 
plants
 
and
 
equipment
153-156
 
(Note
 
20)
4A
Unresolved
 
staff
 
comments
Not
 
applicable
5
Operating
 
and
 
Financial
 
Review
 
and
 
Prospects
 
 
A.
 
Operating
 
results
27-38,
 
41-45,
 
85,
 
90-99,
 
131-139
 
(Note
 
13),
208
 
B.
 
Liquidity
 
and
 
capital
 
resources
Omitted
 
C.
 
Research
 
and
 
development,
 
patents
 
and
 
licenses,
 
etc.
Omitted
 
D.
 
Trend
 
information
27-38,
 
208
 
E.
 
Off
 
-balance
 
sheet
 
arrangements
Omitted
 
F.
 
Tabular
 
disclosure
 
of
 
contractual
 
obligations
Omitted
 
G.
 
Safe
 
harbor
i
 
(Forward-looking
 
statements)
6
Directors,
 
Senior
 
Management
 
and
 
Employees
 
 
A.
 
Directors
 
and
 
senior
 
management
Omitted
 
B.
 
Compensation
Omitted
 
C.
 
Board
 
practices
6-12
 
D.
 
Employees
Omitted
 
E.
 
Share
 
ownership
Omitted
7
Major
 
Shareholders
 
and
 
Related
 
Party
 
Transactions
 
 
A.
 
Major
 
shareholders
Omitted
 
B.
 
Related
 
party
 
transactions
C.
 
Interests
 
of
 
experts
 
and
 
counsel
Omitted
Not
 
applicable
8
Financial
 
Information
 
 
A.
 
Consolidated
 
statements
 
and
 
other
 
financial
 
information
101-196
 
B.
 
Significant
 
changes
Not
 
applicable
9
The
 
Offer
 
and
 
Listing
 
 
A.
 
Offer
 
and
 
listing
 
details
Not
 
applicable
 
B.
 
Plan
 
of
 
distribution
Not
 
applicable
 
C.
 
Markets
Not
 
applicable
 
D.
 
Selling
 
shareholders
Not
 
applicable
 
E.
 
Dilution
Not
 
applicable
 
F.
 
Expenses
 
of
 
the
 
issue
Not
 
applicable
10
Additional
 
Information
 
 
A.
 
Share
 
capital
Not
 
applicable
 
B.
 
Memorandum
 
and
 
Articles
 
of
 
Association
197-199
 
C.
 
Material
 
contracts
Not
 
applicable
 
D.
 
Exchange
 
controls
203
 
E.
 
Taxation
200-203
 
F.
 
Dividends
 
and
 
paying
 
assets
Not
 
applicable
 
G.
 
Statement
 
by
 
experts
Not
 
applicable
 
H.
 
Documents
 
on
 
display
203
 
I.
 
Subsidiary
 
information
181-182
 
(Note
 
32),
 
205-207
11
Quantitative
 
and
 
Qualitative
 
Disclosure
 
about
 
Market
 
Risk
21-99,
 
131-151
 
(Notes
 
13-16)
12
Description
 
of
 
Securities
 
Other
 
than
 
Equity
 
Securities
 
 
A.
 
Debt
 
Securities
Not
 
applicable
 
B.
 
Warrants
 
and
 
Rights
Not
 
applicable
 
C.
 
Other
 
Securities
Not
 
applicable
 
D.
 
American
 
Depositary
 
Shares
Not
 
applicable
13
Defaults,
 
Dividends
 
Arrearages
 
and
 
Delinquencies
Not
 
applicable
14
Material
 
Modifications
 
to
 
the
 
Rights
 
of
 
Security
 
Holders
 
and
 
Use
 
of
 
Proceeds
Not
 
applicable
15
Controls
 
and
 
Procedures
 
 
A.
 
Disclosure
 
controls
 
and
 
procedures
203
 
B.
 
Management’s
 
annual
 
report
 
on
 
internal
 
control
 
over
 
financial
 
reporting
13
 
C.
 
Attestation
 
report
 
of
 
the
 
registered
 
public
 
accounting
 
firm
Not
 
applicable
 
D.
 
Changes
 
in
 
internal
 
control
 
over
 
financial
 
reporting
14
16A
Audit
 
Committee
 
Financial
 
Expert
Omitted
16B
Code
 
of
 
Ethics
Omitted
16C
Principal
 
Accountant
 
Fees
 
and
 
Services
17,
 
192
 
(Note
 
39)
16D
Exemptions
 
from
 
the
 
Listing
 
Standards
 
for
 
Audit
 
Committees
Not
 
applicable
16E
Purchases
 
of
 
Equity
 
Securities
 
by
 
the
 
Issuer
 
and
 
Affiliated
 
Purchasers
15
16F
Change
 
in
 
Registrant’s
 
Certifying
 
Accountant
Not
 
applicable
16G
Corporate
 
Governance
3-14
17
Financial
 
Statements
Not
 
applicable
 
(See
 
Item
 
8)
18
Financial
 
Statements
Not
 
applicable
 
(See
 
Item
 
8)
19
Exhibits
Exhibit
 
Index
*
 
Certain
 
items
 
are
 
indicated
 
as
 
omitted
 
as
 
Barclays
 
Bank
 
PLC
 
is
 
a
 
wholly
 
owned
 
subsidiary
 
of
 
Barclays
 
PLC,
 
which
 
is
 
a
 
reporting
 
company
under
 
the
 
Securities
 
Exchange
 
Act
 
of
 
1934,
 
and
 
meets
 
the
 
conditions
 
set
 
forth
 
in
 
General
 
Instruction
 
I(1)(a)
 
and
 
(b)
 
of
 
Form
 
10-K,
 
as
 
applied
to
 
annual
 
reports
 
on
 
Form
 
20-F,
 
and
 
is
 
therefore
 
filing
 
this
 
Form
 
20-F
 
with
 
a
 
reduced
 
disclosure
 
format.
Notes
The
 
term
 
Barclays
 
Bank
 
Group
 
refers
 
to
 
Barclays
 
Bank
 
PLC
 
together
 
with
 
its
 
subsidiaries.
 
Unless
 
otherwise
 
stated,
 
the
 
income
 
statement
analysis
 
compares
 
the
 
year
 
ended
 
31
 
December
 
2020
 
to
 
the
 
corresponding
 
twelve
 
months
 
of
 
2019
 
and
 
balance
 
sheet
 
analysis
 
as
 
at
 
31
December
 
2020
 
with
 
comparatives
 
relating
 
to
 
31
 
December
 
2019.
 
The
 
abbreviations
 
‘£m’
 
and
 
‘£bn’
 
represent
 
millions
 
and
 
thousands
 
of
 
millions
of
 
Pounds
 
Sterling
 
respectively;
 
the
 
abbreviations
 
‘$m’
 
and
 
‘$bn’
 
represent
 
millions
 
and
 
thousands
 
of
 
millions
 
of
 
US
 
Dollars
 
respectively;
 
and
 
the
abbreviations
 
‘€m’
 
and
 
‘€bn’
 
represent
 
millions
 
and
 
thousands
 
of
 
millions
 
of
 
Euros
 
respectively.
Forward-looking
 
statements
This
 
document
 
contains
 
certain
 
forward-looking
 
statements
 
within
 
the
 
meaning
 
of
 
Section
 
21E
 
of
 
the
 
US
 
Securities
 
Exchange
 
Act
 
of
 
1934,
 
as
amended,
 
and
 
Section
 
27A
 
of
 
the
 
US
 
Securities
 
Act
 
of
 
1933,
 
as
 
amended,
 
with
 
respect
 
to
 
the
 
Barclays
 
Bank
 
Group.
 
Barclays
 
cautions
 
readers
that
 
no
 
forward-looking
 
statement
 
is
 
a
 
guarantee
 
of
 
future
 
performance
 
and
 
that
 
actual
 
results
 
or
 
other
 
financial
 
condition
 
or
 
performance
measures
 
could
 
differ
 
materially
 
from
 
those
 
contained
 
in
 
the
 
forward-looking
 
statements.
 
These
 
forward-looking
 
statements
 
can
 
be
 
identified
 
by
the
 
fact
 
that
 
they
 
do
 
not
 
relate
 
only
 
to
 
historical
 
or
 
current
 
facts.
 
Forward-looking
 
statements
 
sometimes
 
use
 
words
 
such
 
as
 
‘may’,
 
‘will’,
 
‘seek’,
‘continue’,
 
‘aim’,
 
‘anticipate’,
 
‘target’,
 
‘projected’,
 
‘expect’,
 
‘estimate’,
 
‘intend’,
 
‘plan’,
 
‘goal’,
 
‘believe’,
 
‘achieve’
 
or
 
other
 
words
 
of
 
similar
 
meaning.
Forward-looking
 
statements
 
can
 
be
 
made
 
in
 
writing
 
but
 
also
 
may
 
be
 
made
 
verbally
 
by
 
members
 
of
 
the
 
management
 
of
 
the
 
Barclays
 
Bank
 
Group
(including,
 
without
 
limitation,
 
during
 
management
 
presentations
 
to
 
financial
 
analysts)
 
in
 
connection
 
with
 
this
 
document.
 
Examples
 
of
 
forward-
looking
 
statements
 
include,
 
among
 
others,
 
statements
 
or
 
guidance
 
regarding
 
or
 
relating
 
to
 
the
 
Barclays
 
Bank
 
Group’s
 
future
 
financial
 
position,
income
 
growth,
 
assets,
 
impairment
 
charges,
 
provisions,
 
business
 
strategy,
 
capital,
 
leverage
 
and
 
other
 
regulatory
 
ratios,
 
capital
 
distributions
(including
 
dividend
 
payout
 
ratios
 
and
 
expected
 
payment
 
strategies),
 
projected
 
levels
 
of
 
growth
 
in
 
the
 
banking
 
and
 
financial
 
markets,
 
projected
costs
 
or
 
savings,
 
any
 
commitments
 
and
 
targets,
 
estimates
 
of
 
capital
 
expenditures,
 
plans
 
and
 
objectives
 
for
 
future
 
operations,
 
projected
employee
 
numbers,
 
IFRS
 
impacts
 
and
 
other
 
statements
 
that
 
are
 
not
 
historical
 
fact.
 
By
 
their
 
nature,
 
forward-looking
 
statements
 
involve
 
risk
 
and
uncertainty
 
because
 
they
 
relate
 
to
 
future
 
events
 
and
 
circumstances.
 
The
 
forward-looking
 
statements
 
speak
 
only
 
as
 
at
 
the
 
date
 
on
 
which
 
they
 
are
made.
 
Forward-looking
 
statements
 
may
 
be
 
affected
 
by
 
changes
 
in
 
legislation,
 
the
 
development
 
of
 
standards
 
and
 
interpretations
 
under
 
IFRS,
including
 
evolving
 
practices
 
with
 
regard
 
to
 
the
 
interpretation
 
and
 
application
 
of
 
accounting
 
and
 
regulatory
 
standards,
 
the
 
outcome
 
of
 
current
 
and
future
 
legal
 
proceedings
 
and
 
regulatory
 
investigations,
 
future
 
levels
 
of
 
conduct
 
provisions,
 
the
 
policies
 
and
 
actions
 
of
 
governmental
 
and
regulatory
 
authorities,
 
the
 
Group's
 
ability
 
along
 
with
 
government
 
and
 
other
 
stakeholders
 
to
 
manage
 
and
 
mitigate
 
the
 
impacts
 
of
 
climate
 
change
effectively,
 
geopolitical
 
risks
 
and
 
the
 
impact
 
of
 
competition.
 
In
 
addition,
 
factors
 
including
 
(but
 
not
 
limited
 
to)
 
the
 
following
 
may
 
have
 
an
 
effect:
capital,
 
leverage
 
and
 
other
 
regulatory
 
rules
 
applicable
 
to
 
past,
 
current
 
and
 
future
 
periods;
 
UK,
 
US,
 
Eurozone
 
and
 
global
 
macroeconomic
 
and
business
 
conditions;
 
the
 
effects
 
of
 
any
 
volatility
 
in
 
credit
 
markets;
 
market
 
related
 
risks
 
such
 
as
 
changes
 
in
 
interest
 
rates
 
and
 
foreign
 
exchange
rates;
 
effects
 
of
 
changes
 
in
 
valuation
 
of
 
credit
 
market
 
exposures;
 
changes
 
in
 
valuation
 
of
 
issued
 
securities;
 
volatility
 
in
 
capital
 
markets;
 
changes
in
 
credit
 
ratings
 
of
 
any
 
entity
 
within
 
the
 
Barclays
 
Bank
 
Group
 
or
 
any
 
securities
 
issued
 
by
 
such
 
entities;
 
direct
 
and
 
indirect
 
impacts
 
of
 
the
coronavirus
 
(COVID-19)
 
pandemic;
 
instability
 
as
 
a
 
result
 
of
 
the
 
exit
 
by
 
the
 
UK
 
from
 
the
 
European
 
Union
 
(EU),
 
the
 
effects
 
of
 
the
 
EU-UK
 
Trade
and
 
Cooperation
 
Agreement
 
and
 
the
 
disruption
 
that
 
may
 
subsequently
 
result
 
in
 
the
 
UK
 
and
 
globally;
 
the
 
risk
 
of
 
cyber-attacks,
 
information
 
or
security
 
breaches
 
or
 
technology
 
failures
 
on
 
the
 
Group's
 
business
 
or
 
operations;
 
and
 
the
 
success
 
of
 
future
 
acquisitions,
 
disposals
 
and
 
other
strategic
 
transactions.
 
A
 
number
 
of
 
these
 
influences
 
and
 
factors
 
are
 
beyond
 
the
 
Barclays
 
Bank
 
Group’s
 
control.
 
As
 
a
 
result,
 
the
 
Barclays
 
Bank
Group’s
 
actual
 
financial
 
position,
 
future
 
results,
 
capital
 
distributions,
 
capital,
 
leverage
 
or
 
other
 
regulatory
 
ratios
 
or
 
other
 
financial
 
and
 
non-
financial
 
metrics
 
or
 
performance
 
measures
 
may
 
differ
 
materially
 
from
 
the
 
statements
 
or
 
guidance
 
set
 
forth
 
in
 
the
 
Barclays
 
Bank
 
Group’s
 
forward-
looking
 
statements.
Subject
 
to
 
our
 
obligations
 
under
 
the
 
applicable
 
laws
 
and
 
regulations
 
of
 
any
 
relevant
 
jurisdiction,
 
(including,
 
without
 
limitation,
 
the
 
UK
 
and
 
the
US),
 
in
 
relation
 
to
 
disclosure
 
and
 
ongoing
 
information,
 
we
 
undertake
 
no
 
obligation
 
to
 
update
 
publicly
 
or
 
revise
 
any
 
forward-looking
 
statements,
whether
 
as
 
a
 
result
 
of
 
new
 
information,
 
future
 
events
 
or
 
otherwise.
Market
 
and
 
other
 
data
This
 
document
 
contains
 
information,
 
including
 
statistical
 
data,
 
about
 
certain
 
Barclays
 
markets
 
and
 
its
 
competitive
 
position.
 
Except
 
as
 
otherwise
indicated,
 
this
 
information
 
is
 
taken
 
or
 
derived
 
from
 
Datastream
 
and
 
other
 
external
 
sources.
 
Barclays
 
cannot
 
guarantee
 
the
 
accuracy
 
of
information
 
taken
 
from
 
external
 
sources,
 
or
 
that,
 
in
 
respect
 
of
 
internal
 
estimates,
 
a
 
third
 
party
 
using
 
different
 
methods
 
would
 
obtain
 
the
 
same
estimates
 
as
 
Barclays.
Uses
 
of
 
Internet
 
addresses
This
 
document
 
contains
 
inactive
 
textual
 
addresses
 
to
 
internet
 
websites
 
operated
 
by
 
us
 
and
 
third
 
parties.
 
Reference
 
to
 
such
 
websites
 
is
 
made
 
for
information
 
purposes
 
only,
 
and
 
information
 
found
 
at
 
such
 
websites
 
is
 
not
 
incorporated
 
by
 
reference
 
into
 
this
 
document.
 
 
 
 
Governance
Contents
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
1
Our
 
corporate
 
governance
 
processes
 
and
 
the
 
role
 
they
 
play
 
in
 
supporting
 
the
 
delivery
 
of
 
our
 
strategy.
Governance
Page
 
Chairman’s
 
introduction
2
 
Corporate
 
Governance
 
Statement
3
 
Directors’
 
report
15
 
Our
 
people
 
and
 
culture
19
 
Governance
Chairman’s
 
introduction
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
2
The
 
2020
 
corporate
 
governance
 
report
 
(Governance
 
Report)
 
for
 
Barclays
 
Bank
 
PLC
 
(BBPLC
 
or
 
the
 
Company)
 
provides
 
an
 
overview
 
of
 
how
 
the
BBPLC
 
governance
 
framework
 
operates
 
and
 
of
 
the
 
Board’s
 
key
 
areas
 
of
 
focus
 
during
 
the
 
year.
Strategy
 
and
 
performance
Barclays
 
Bank
 
PLC
 
is
 
the
 
non
 
ring-fenced
 
bank
 
within
 
the
 
Barclays
 
Group
 
(Barclays
 
PLC
 
together
 
with
 
its
 
subsidiaries).
 
The
 
Barclays
 
Bank
Group
 
(Barclays
 
Bank
 
PLC
 
together
 
with
 
its
 
subsidiaries)
 
contains
 
the
 
majority
 
of
 
the
 
Barclays
 
Group’s
 
Barclays
 
International
 
division,
 
which
 
is
comprised
 
of
 
the
 
CIB
 
and
 
CC&P
 
businesses.
 
The
 
Board
 
of
 
BBPLC
 
comprises
 
a
 
subset
 
of
 
the
 
BPLC
 
Board,
 
with
 
all
 
members
 
of
 
the
 
BPLC
board,
 
except
 
the
 
Senior
 
Independent
 
Director,
 
the
 
Chairman
 
of
 
Barclays
 
Bank
 
UK
 
PLC
 
and
 
one
 
other
 
Non-Executive
 
Director,
 
serving
 
on
 
the
Board
 
of
 
BBPLC.
During
 
a
 
challenging
 
year
 
due
 
to
 
the
 
COVID-19
 
pandemic,
 
the
 
businesses
 
in
 
our
 
CIB
 
have
 
seen
 
heightened
 
activity
 
from
 
our
 
clients
 
and
customers
 
during
 
2020,
 
with
 
our
 
Markets
 
business
 
in
 
particular
 
benefitting
 
from
 
increased
 
trading
 
volumes
 
and
 
wider
 
margins.
 
At
 
the
 
same
 
time,
our
 
CC&P
 
businesses
 
have
 
faced
 
challenges
 
as
 
a
 
result
 
of
 
the
 
economic
 
shock
 
and
 
long-term
 
low
 
interest
 
rate
 
environment.
Looking
 
ahead,
 
across
 
our
 
CIB
 
we
 
will
 
remain
 
focused
 
on
 
maintaining
 
our
 
client-centric
 
approach
 
and,
 
in
 
doing
 
so,
 
developing
 
opportunities
 
to
grow
 
our
 
business
 
and
 
increase
 
returns.
 
Within
 
our
 
CC&P
 
businesses,
 
we
 
intend
 
to
 
accelerate
 
our
 
strategy
 
to
 
invest
 
in
 
and
 
build
 
world-class
technology
 
and
 
digital
 
capabilities.
The
 
Board
I
 
am
 
very
 
grateful
 
for
 
the
 
support
 
and
 
hard
 
work
 
of
 
all
 
my
 
Board
 
colleagues
 
during
 
2020,
 
not
 
least
 
for
 
the
 
additional
 
commitment
 
required
 
of
each
 
of
 
them
 
in
 
order
 
to
 
oversee
 
our
 
response
 
to
 
the
 
COVID-19
 
pandemic.
 
During
 
the
 
course
 
of
 
the
 
year,
 
scheduled
 
Board
 
meetings
 
were
supplemented
 
by
 
additional
 
Board
 
meetings
 
(including
 
a
 
number
 
scheduled
 
at
 
short
 
notice)
 
in
 
order
 
to
 
discuss
 
key
 
issues
 
arising
 
throughout
 
the
pandemic.
We
 
were
 
fortunate
 
to
 
welcome
 
Mohamed
 
El-Erian
 
to
 
the
 
Board
 
in
 
January
 
2020
 
who
 
brought
 
with
 
him
 
a
 
wealth
 
of
 
valuable
 
insight
 
and
experience,
 
relevant
 
to
 
the
 
markets
 
and
 
geographies
 
in
 
which
 
we
 
operate.
 
Matthew
 
Lester
 
stepped
 
down
 
from
 
the
 
Board
 
on
 
1
 
January
 
2020
 
and
Mary
 
Anne
 
Citrino
 
stepped
 
down
 
from
 
the
 
Board
 
on
 
30
 
September
 
2020
 
and
 
I
 
would
 
like
 
to
 
extend
 
my
 
personal
 
thanks
 
and
 
those
 
of
 
the
 
Board
to
 
Matthew
 
and
 
Mary
 
Anne
 
for
 
their
 
service
 
to
 
the
 
Company.
The
 
future
With
 
positive
 
progress
 
being
 
made
 
on
 
the
 
rollout
 
of
 
COVID-19
 
vaccines,
 
there
 
is
 
cause
 
for
 
optimism.
 
Whilst
 
undoubtedly
 
the
 
ongoing
 
pandemic
will
 
continue
 
to
 
weaken
 
the
 
global
 
economy
 
for
 
some
 
time
 
to
 
come
 
and
 
impact
 
our
 
businesses,
 
I
 
believe
 
that
 
we
 
are
 
well
 
placed
 
to
 
respond
 
to
any
 
challenges
 
that
 
lie
 
ahead.
My
 
thanks
 
to
 
all
 
those
 
with
 
whom
 
we
 
have
 
worked
 
alongside
 
this
 
year
 
-
 
our
 
clients,
 
customers,
 
regulators
 
and
 
governments.
 
But
 
let
 
me
 
finish
 
by
thanking,
 
most
 
wholeheartedly,
 
all
 
our
 
colleagues
 
around
 
the
 
globe
 
who
 
have
 
responded
 
so
 
magnificently
 
to
 
the
 
challenges
 
we
 
have
 
faced.
Nigel
 
Higgins
Chairman
 
 
Barclays
 
Bank
 
Group
17
 
February
 
2021
 
 
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
3
Introduction
 
Following
 
the
 
structural
 
reform
 
programme
 
to
 
realign
 
the
 
Barclays
 
Group
 
and
 
ring-fence
 
the
 
Barclays
 
Group's
 
UK
 
consumer
 
banking
 
business
 
in
April
 
2018,
 
and
 
a
 
further
 
review
 
(post
 
structural
 
reform
 
programme)
 
of
 
the
 
corporate
 
governance
 
structure
 
of
 
BBPLC
 
and
 
Barclays
 
PLC
(Barclays
 
or
 
BPLC)
 
(reflecting
 
outcomes
 
of
 
discussions
 
with
 
the
 
Barclays
 
Group's
 
regulators)
 
in
 
2019,
 
the
 
membership
 
of
 
the
 
BBPLC
 
and
 
BPLC
boards
 
was
 
consolidated,
 
such
 
that
 
membership
 
of
 
the
 
BBPLC
 
Board
 
now
 
comprises
 
a
 
subset
 
of
 
the
 
BPLC
 
Board,
 
with
 
all
 
members
 
of
 
the
BPLC
 
board,
 
except
 
the
 
Senior
 
Independent
 
Director,
 
the
 
Chairman
 
of
 
BBUKPLC
 
and
 
one
 
other
 
Non-Executive
 
Director,
 
also
 
serving
 
on
 
the
board
 
of
 
BBPLC.
 
This
 
has
 
helped
 
improve
 
coordination
 
and
 
efficiency
 
between
 
the
 
two
 
boards
 
and
 
reduced
 
complexity
 
and
 
unnecessary
duplication.
 
This
 
structure
 
vests
 
oversight
 
over
 
the
 
activities
 
of
 
BBPLC
 
in
 
a
 
board
 
the
 
members
 
of
 
which
 
also
 
have
 
direct
 
accountability
 
to
BPLC’s
 
shareholders
 
through
 
their
 
separate
 
responsibilities
 
as
 
members
 
of
 
the
 
BPLC
 
board.
 
The
 
Board
 
aspires
 
to
 
have
 
high
 
standards
 
of
corporate
 
governance
 
and,
 
in
 
accordance
 
with
 
the
 
Companies
 
(Miscellaneous
 
Reporting)
 
Regulations
 
2018
 
(the
 
2018
 
Regulations),
 
has
adopted
 
its
 
own
 
corporate
 
governance
 
arrangements,
 
which
 
it
 
believes
 
are
 
appropriate
 
to
 
apply
 
and
 
are
 
designed
 
to
 
ensure
 
effective
 
decision-
making
 
to
 
promote
 
the
 
Company’s
 
success
 
for
 
the
 
long
 
term.
The
 
Board
 
chose
 
not
 
to
 
adopt
 
and
 
report
 
against
 
the
 
2018
 
UK
 
Corporate
 
Governance
 
Code,
 
which
 
is
 
designed
 
for
 
premium
 
listed
 
companies
and,
 
whilst
 
fully
 
supportive
 
of
 
the
 
Wates
 
Corporate
 
Governance
 
Principles
 
for
 
Large
 
Private
 
Companies
 
(in
 
particular
 
the
 
focus
 
on
 
purpose,
culture
 
and
 
employee
 
and
 
stakeholder
 
engagement),
 
the
 
Board
 
considers
 
that
 
those
 
Principles
 
are
 
less
 
appropriate
 
for
 
a
 
wholly-owned
subsidiary
 
of
 
a
 
premium
 
listed
 
company,
 
which
 
is
 
also
 
a
 
complex
 
financial
 
institution
 
subject
 
to
 
a
 
comprehensive
 
regulatory
 
regime.
 
This
approach
 
is
 
consistent
 
with
 
the
 
approach
 
of
 
other
 
significant
 
subsidiaries
 
within
 
the
 
Barclays
 
Group,
 
which
 
are
 
subject
 
to
 
the
 
2018
 
Regulations.
The
 
Board’s
 
primary
 
aim
 
is
 
that
 
its
 
governance
 
arrangements:
 
are
 
effective
 
in
 
providing
 
advice
 
and
 
support
 
to
 
management;
 
provide
 
checks
 
and
 
balances
 
and
 
encourage
 
constructive
 
challenge;
 
drive
 
informed,
 
collaborative
 
and
 
accountable
 
decision-making;
 
create
 
long-term
 
sustainable
 
value
 
for
 
the
 
Company’s
 
shareholder,
 
the
 
ultimate
 
shareholders
 
of
 
BPLC
 
and
 
our
 
wider
 
stakeholders.
Set
 
out
 
below
 
are
 
the
 
principles
 
which
 
underpin
 
our
 
corporate
 
governance
 
arrangements
 
and
 
how
 
these
 
principles
 
have
 
been
 
applied
 
during
2020.
Our
 
Group-wide
 
governance
 
framework
 
is
 
set
 
by
 
Barclays
 
and
 
has
 
been
 
designed
 
to
 
facilitate
 
the
 
effective
 
management
 
of
 
the
 
Barclays
 
Group.
This
 
includes
 
the
 
setting
 
of
 
Barclays
 
Bank
 
Group
 
policies
 
and
 
approach
 
in
 
relation
 
to
 
matters
 
such
 
as
 
Barclays’
 
purpose
 
and
 
values,
 
Barclays’
Remuneration
 
Policy
 
and
 
the
 
Barclays’
 
Charter
 
of
 
Expectations.
 
Where
 
appropriate,
 
this
 
corporate
 
governance
 
statement
 
makes
 
reference
 
to
those
 
Group
 
policies,
 
which
 
are
 
relevant
 
to
 
the
 
way
 
in
 
which
 
the
 
Company
 
is
 
governed.
The
 
Company’s
 
corporate
 
governance
 
principles
 
and
 
how
 
the
 
Company
 
has
 
applied
 
them
 
during
 
2020
 
and
 
to
 
the
 
date
 
of
 
this
 
report
Principle
 
One:
 
Board
 
leadership
 
and
 
company
 
purpose
A
 
successful
 
company
 
is
 
led
 
by
 
an
 
effective
 
and
 
entrepreneurial
 
board,
 
whose
 
role
 
is
 
to
 
establish
 
the
 
company’s
 
purpose,
 
values
 
and
 
strategy,
aligned
 
to
 
its
 
culture
 
and
 
make
 
decisions
 
to
 
promote
 
its
 
success
 
for
 
the
 
long
 
term
 
benefit
 
of
 
its
 
shareholder,
 
having
 
regard
 
to
 
the
 
interests
 
of
other
 
relevant
 
stakeholders
 
and
 
factors.
 
Through
 
the
 
leadership
 
of
 
the
 
Board,
 
a
 
clear
 
vision
 
for
 
the
 
Company’s
 
purpose
 
and
 
overall
 
values
 
is
 
articulated,
 
underpinning
 
and
 
defining
 
the
strategy
 
and
 
culture
 
of
 
the
 
organisation.
 
This
 
is
 
embedded
 
at
 
every
 
level
 
of
 
management.
 
The
 
challenges
 
presented
 
by
 
the
 
COVID-19
 
pandemic
 
reinforced
 
the
 
importance
 
for
 
the
 
Board
 
of
 
our
 
purpose
 
in
 
everything
 
we
 
do,
 
in
particular,
 
embedding
 
it
 
in
 
our
 
response
 
to
 
the
 
pandemic.
 
We
 
want
 
to
 
reinforce
 
that
 
clarity
 
and
 
conviction
 
about
 
our
 
purpose
 
and
 
our
 
values,
and
 
stay
 
true
 
to
 
that
 
way
 
of
 
thinking
 
about
 
how
 
we
 
take
 
action
 
at
 
pace.
 
Accordingly,
 
during
 
2020,
 
the
 
Board
 
adopted
 
a
 
new,
 
extended
narrative
 
of
 
the
 
Barclays
 
Group’s
 
purpose
 
and
 
the
 
refreshed
 
descriptions
 
of
 
our
 
values
 
to
 
make
 
sure
 
they
 
are
 
still
 
relevant
 
for
 
the
 
challenges
ahead.
 
 
The
 
Board
 
believes
 
that
 
positive
 
culture,
 
supported
 
by
 
effective
 
leadership
 
and
 
a
 
consistent
 
‘tone
 
from
 
the
 
top’
 
is
 
crucial
 
to
 
our
 
success.
Culture
 
remains
 
a
 
core
 
area
 
of
 
focus
 
for
 
the
 
Board
 
and
 
is
 
reviewed
 
in
 
a
 
number
 
of
 
ways.
 
The
 
Board
 
supports
 
The
 
Barclays
 
Way
 
which
 
sets
the
 
framework
 
for
 
achieving
 
a
 
dynamic
 
and
 
positive
 
culture.
 
The
 
current
 
COVID-19-related
 
challenges
 
are
 
unprecedented
 
in
 
nature
 
and,
 
as
 
the
 
Board
 
has
 
discussed
 
at
 
length,
 
the
 
macro-economic
environment
 
brings
 
a
 
significant
 
degree
 
of
 
uncertainty.
 
This
 
has
 
far-reaching
 
impacts
 
across
 
our
 
business
 
and
 
raised
 
significant
 
matters
 
for
consideration
 
by
 
the
 
Board
 
in
 
the
 
context
 
of
 
the
 
Board’s
 
responsibility
 
for
 
the
 
Company’s
 
long-term
 
sustainable
 
success.
 
To
 
clearly
 
establish
and
 
implement
 
the
 
Company’s
 
strategy,
 
and
 
be
 
effective,
 
with
 
management,
 
in
 
addressing
 
the
 
challenges
 
arising
 
from
 
the
 
pandemic,
 
the
Board
 
has
 
continued
 
to
 
deepen
 
its
 
understanding
 
of
 
our
 
business
 
and
 
the
 
risks
 
and
 
opportunities
 
it
 
faces.
 
 
A
 
prioritised
 
series
 
of
 
‘deep
 
dives’
 
forms
 
an
 
important
 
part
 
of
 
each
 
Board
 
meeting,
 
enabling
 
the
 
Board
 
to
 
spend
 
a
 
good
 
proportion
 
of
 
its
 
time
considering
 
longer-term
 
and
 
strategic
 
issues
 
and
 
the
 
Company’s
 
operational
 
resilience,
 
with
 
strategy
 
considered
 
at
 
every
 
Board
 
meeting.
Deep
 
dive
 
topics
 
were
 
informed
 
by
 
discussions
 
with
 
our
 
shareholder
 
and
 
other
 
stakeholders,
 
as
 
well
 
as
 
formal
 
and
 
informal
 
Board
discussions.
 
In
 
response
 
to
 
the
 
growing
 
pandemic,
 
during
 
2020
 
our
 
deep
 
dives
 
programme
 
was
 
kept
 
under
 
review
 
to
 
give
 
time
 
to
 
the
discussion
 
of
 
new
 
topics
 
flowing
 
directly
 
from
 
the
 
COVID-19
 
pandemic.
 
 
Further
 
detail
 
on
 
the
 
Company’s
 
strategy
 
can
 
be
 
found
 
on
 
pages
 
11
 
to
 
13
 
of
 
the
 
BPLC
 
Annual
 
Report
 
2020
 
and
 
the
 
Board's
 
role
 
in
 
creation
 
of
the
 
Company’s
 
strategy
 
on
 
page
 
7
 
'What
 
The
 
Board
 
did
 
in
 
2020'
 
available
 
at
 
home.barclays/annualreport.
Principle
 
Two:
 
Division
 
of
 
responsibilities
 
 
 
 
 
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
4
An
 
effective
 
board
 
requires
 
a
 
clear
 
division
 
of
 
responsibilities
 
with
 
the
 
Chair
 
leading
 
the
 
board
 
and
 
being
 
responsible
 
for
 
its
 
overall
 
effectiveness,
and
 
the
 
executive
 
leadership
 
of
 
the
 
company’s
 
business
 
being
 
delegated
 
to
 
the
 
Chief
 
Executive
 
Officer.
 
The
 
board
 
should
 
consist
 
of
 
an
appropriate
 
combination
 
of
 
executive
 
and
 
independent
 
non-executive
 
directors,
 
each
 
with
 
a
 
clear
 
understanding
 
of
 
their
 
accountability
 
and
responsibilities.
 
The
 
board’s
 
policies
 
and
 
procedures
 
should
 
support
 
effective
 
decision-making
 
and
 
independent
 
challenge.
 
There
 
is
 
a
 
clear
 
division
 
of
 
responsibilities
 
between
 
the
 
Chairman
 
and
 
Chief
 
Executive
 
Officer.
 
Detail
 
on
 
the
 
role
 
of
 
each
 
can
 
be
 
found
 
on
 
page
6
of
 
this
 
report.
 
Page
 
6
 
sets
 
out
 
details
 
of
 
who
 
is
 
on
 
the
 
Board
 
with
 
a
 
majority
 
of
 
the
 
Board
 
comprised
 
of
 
independent
 
Non-Executive
 
Directors.
 
 
Policies
 
and
 
protocols
 
are
 
in
 
place
 
to
 
support
 
effective
 
decision-making
 
and
 
independent
 
challenge,
 
including
 
the
 
Company’s
 
Charter
 
of
Expectations,
 
setting
 
out
 
clearly
 
the
 
role
 
and
 
responsibilities
 
of
 
each
 
Director.
 
The
 
Chairman
 
meets
 
privately
 
with
 
the
 
Non-Executive
 
Directors
when
 
appropriate,
 
to
 
promote
 
required
 
independence.
 
The
 
Board’s
 
responsibilities
 
are
 
executed
 
in
 
part
 
through
 
Board
 
Committees,
 
which
 
provide
 
oversight
 
and
 
make
 
recommendations
 
on
 
the
matters
 
delegated
 
to
 
them
 
by
 
the
 
Board.
 
Detail
 
on
 
the
 
principal
 
Committees
 
and
 
their
 
core
 
responsibilities
 
and
 
activities
 
in
 
2020
 
is
 
set
 
out
 
on
pages
 
8
 
to
 
14
 
of
 
this
 
report.
 
Appropriate
 
information
 
and
 
support
 
is
 
provided
 
to
 
the
 
Board,
 
to
 
enable
 
it
 
to
 
undertake
 
its
 
work
 
with
 
due
 
care
 
and
 
discharge
 
its
responsibilities.
 
See
 
page
 
6
 
for
 
further
 
details.
 
The
 
Barclays
 
Group’s
 
Corporate
 
Governance
 
Manual
 
clearly
 
sets
 
out
 
guidelines
 
as
 
to
 
how
 
the
 
Barclays
 
Group
 
entities
 
and
 
their
 
respective
Boards
 
and
 
Board
 
committees
 
should
 
interact,
 
while
 
also
 
providing
 
guidance
 
and
 
clarity
 
for
 
management
 
and
 
directors
 
as
 
to
 
how
 
these
relationships
 
and
 
processes
 
should
 
work
 
in
 
practice.
 
It
 
is
 
a
 
dynamic
 
document
 
that
 
continues
 
to
 
evolve
 
with
 
the
 
changing
 
nature
 
of
 
the
Barclays
 
Group.
 
Principle
 
Three:
 
Composition,
 
succession
 
and
 
evaluation
A
 
board
 
with
 
the
 
right
 
balance
 
of
 
skills,
 
experience
 
and
 
diversity
 
is
 
critical
 
to
 
the
 
sustainable
 
delivery
 
of
 
value
 
to
 
the
 
company’s
 
shareholder
 
and
broader
 
stakeholders.
 
The
 
size
 
of
 
the
 
board
 
should
 
be
 
guided
 
by
 
the
 
scale
 
and
 
complexity
 
of
 
the
 
company
 
and
 
appointments
 
should
 
be
 
based
on
 
merit
 
and
 
objective
 
criteria,
 
with
 
a
 
view
 
to
 
promoting
 
diversity
 
and
 
subject
 
to
 
a
 
formal,
 
rigorous
 
and
 
transparent
 
procedure,
 
which
 
is
underpinned
 
by
 
an
 
effective
 
succession
 
plan
 
for
 
board
 
and
 
senior
 
management.
 
A
 
successful
 
board
 
is
 
a
 
cohesive
 
board
 
that
 
provides
 
informed
and
 
constructive
 
challenge
 
to
 
the
 
management
 
team
 
and
 
measures
 
its
 
effectiveness.
 
The
 
size
 
and
 
composition
 
of
 
the
 
Board
 
is
 
considered
 
appropriate
 
for
 
the
 
business
 
of
 
the
 
Barclays
 
Bank
 
Group.
 
There
 
is
 
a
 
good
 
balance
between
 
Executive
 
and
 
independent
 
Non-Executive
 
Directors,
 
with
 
the
 
Non-Executive
 
Directors
 
providing
 
independent
 
challenge.
 
The
 
Board
members
 
have
 
a
 
strong
 
combination
 
of
 
technical,
 
finance
 
(including
 
significant
 
financial
 
services
 
experience)
 
and
 
commercial
 
skills
 
and
 
have
broader
 
experience
 
in
 
culture
 
and
 
colleague
 
engagement.
 
 
The
 
membership
 
of
 
the
 
Board
 
is
 
drawn
 
exclusively
 
from
 
the
 
BPLC
 
Board.
 
All
 
appointments
 
to
 
the
 
Board
 
and
 
senior
 
management
 
are
 
based
 
on
 
merit
 
and
 
objective
 
criteria,
 
with
 
a
 
continued
 
strong
 
belief
 
in
 
the
 
benefits
of
 
diversity
 
(of
 
gender,
 
social
 
and
 
ethnic
 
backgrounds,
 
cognitive
 
and
 
personal
 
strengths)
 
for
 
an
 
effective
 
Board
 
and
 
organisation.
 
This
 
will
remain
 
a
 
key
 
area
 
of
 
focus
 
as
 
the
 
Company
 
continues
 
to
 
strive
 
to
 
build
 
a
 
workforce
 
that
 
reflects
 
the
 
diversity
 
of
 
its
 
customers
 
and
 
the
communities
 
it
 
serves.
 
 
There
 
is
 
regular
 
review
 
of
 
the
 
leadership
 
and
 
succession
 
needs
 
of
 
the
 
business
 
to
 
maintain
 
the
 
depth
 
and
 
diversity
 
of
 
the
 
talent
 
and
succession
 
pipeline
 
at
 
the
 
Board,
 
Executive
 
and
 
key
 
management
 
level.
 
This
 
remains
 
a
 
key
 
focus
 
to
 
maintain
 
the
 
quality
 
of
 
leadership
 
that
 
is
in
 
place
 
to
 
lead
 
the
 
business
 
in
 
the
 
delivery
 
of
 
the
 
strategy,
 
against
 
a
 
challenging
 
economic
 
and
 
operating
 
environment.
 
The
 
Board
 
approved
 
a
 
number
 
of
 
changes
 
to
 
our
 
Executive
 
management
 
team
 
during
 
2020.
 
You
 
can
 
read
 
more
 
about
 
these
 
on
 
page
 
7
 
of
 
this
report.
 
Effectiveness
 
is
 
supported
 
through
 
routine
 
evaluations
 
of
 
the
 
Board
 
and
 
Board
 
Committees.
 
Key
 
findings
 
are
 
included
 
for
 
each
 
Board
Committee
 
on
 
pages
 
8
 
to
 
14
 
of
 
this
 
report.
 
Ongoing
 
training
 
and
 
professional
 
development
 
is
 
a
 
key
 
focus
 
to
 
provide
 
Board
 
members
 
with
 
a
 
deeper
 
and
 
more
 
granular
 
understanding
 
of
the
 
business,
 
contributing
 
to
 
informed
 
and
 
sound
 
decision-making.
 
Further
 
detail
 
on
 
'training
 
and
 
induction'
 
can
 
be
 
found
 
on
 
page
 
14
 
of
 
this
report.
 
Diversity
 
across
 
the
 
Barclays
 
Group
 
remains
 
a
 
key
 
area
 
of
 
focus.
 
For
 
2020,
 
Barclays
 
will
 
publish
 
a
 
separate
 
Diversity
 
&
 
Inclusion
 
report
explaining
 
Barclays’
 
Diversity
 
&
 
Inclusion
 
strategy
 
and
 
progress
 
during
 
2020.
Principle
 
Four:
 
Audit,
 
Risk
 
and
 
Internal
 
Control
A
 
board
 
should
 
establish
 
formal
 
and
 
transparent
 
policies
 
and
 
procedures
 
to
 
(i)
 
identify
 
the
 
nature
 
and
 
extent
 
of
 
principal
 
risks
 
the
 
company
 
is
willing
 
to
 
take
 
in
 
order
 
to
 
achieve
 
its
 
long-term
 
strategic
 
objectives;
 
(ii)
 
manage
 
such
 
risks
 
effectively;
 
(iii)
 
oversee
 
the
 
internal
 
control
 
framework;
(iv)
 
promote
 
the
 
independence
 
and
 
effectiveness
 
of
 
internal
 
and
 
external
 
audit
 
functions;
 
and
 
(v)
 
satisfy
 
itself
 
on
 
the
 
integrity
 
of
 
financial
reporting.
 
Principal
 
risks
 
have
 
been
 
identified,
 
with
 
robust
 
processes
 
in
 
place
 
to
 
evaluate
 
and
 
manage
 
such
 
risks;
 
including
 
regular
 
reporting
 
to,
 
and
oversight
 
by
 
the
 
Risk
 
Committee
 
and
 
the
 
Board.
 
A
 
key
 
component
 
of
 
the
 
risk
 
management
 
framework
 
is
 
the
 
ERMF,
 
which
 
supports
 
the
business
 
in
 
its
 
aim
 
to
 
embed
 
effective
 
risk
 
management
 
and
 
a
 
strong
 
risk
 
management
 
culture.
 
The
 
ERMF
 
is
 
designed
 
to
 
identify
 
and
 
set
 
 
 
 
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
5
minimum
 
requirements,
 
in
 
respect
 
of
 
the
 
m
 
ain
 
risks,
 
to
 
achieve
 
the
 
Company’s
 
strategic
 
objectives
 
and
 
to
 
provide
 
reasonable
 
assurance
 
that
internal
 
controls
 
are
 
effective.
 
Further
 
detail
 
on
 
the
 
principal
 
risks
 
and
 
management
 
of
 
them
 
can
 
be
 
found
 
on
 
pages
 
39
 
to
 
45.
 
The
 
Board
 
approves
 
the
 
Company's
 
risk
 
appetite
 
(the
 
level
 
of
 
risk
 
the
 
Company
 
is
 
prepared
 
to
 
accept
 
across
 
different
 
risk
 
types)
 
within
 
the
parameters
 
set
 
by
 
the
 
BPLC
 
Risk
 
Committee.
 
Significant
 
steps
 
have
 
been
 
taken
 
in
 
recent
 
years
 
to
 
de-risk
 
the
 
business,
 
to
 
support
 
sustainable
growth
 
and
 
value
 
creation
 
in
 
the
 
future.
 
Effectiveness
 
of
 
risk
 
management
 
and
 
internal
 
controls
 
is
 
reviewed
 
regularly
 
by
 
the
 
Risk
 
Committee
 
(responsible
 
for
 
providing
 
oversight
 
on
current
 
and
 
potential
 
future
 
risk
 
exposures)
 
and
 
the
 
Audit
 
Committee
 
(responsible
 
for
 
controls,
 
including
 
reviewing
 
audit
 
reports,
 
internal
controls
 
and
 
risk
 
management
 
systems).
 
Please
 
see
 
pages
 
8
 
to
 
11
 
for
 
further
 
detail
 
on
 
the
 
role
 
of
 
these
 
Committees.
 
The
 
Audit
 
Committee
 
continues
 
to
 
provide
 
its
 
oversight
 
of
 
the
 
financial
 
reporting
 
processes
 
and
 
the
 
work
 
of
 
the
 
external
 
and
 
internal
 
auditors
(including
 
independence
 
and
 
effectiveness).
 
Further
 
detail
 
can
 
be
 
found
 
on
 
pages
 
8
 
to
 
9
 
of
 
this
 
report.
Principle
 
Five:
 
Remuneration
The
 
remuneration
 
policies
 
and
 
practices
 
should
 
support
 
strategy
 
and
 
promote
 
long-term
 
sustainable
 
success,
 
and
 
be
 
developed
 
in
 
accordance
with
 
formal
 
and
 
transparent
 
procedures,
 
ensuring
 
no
 
director
 
is
 
involved
 
in
 
deciding
 
their
 
own
 
remuneration
 
outcome.
 
Executive
 
remuneration
should
 
be
 
aligned
 
to
 
the
 
company’s
 
purpose
 
and
 
values
 
and
 
the
 
successful
 
delivery
 
of
 
the
 
strategy;
 
with
 
outcomes
 
taking
 
account
 
of
 
company
and
 
individual
 
performance,
 
and
 
wider
 
circumstances
 
such
 
as
 
pay
 
across
 
the
 
Company’s
 
workforce
 
and
 
Barclays’
 
Fair
 
Pay
 
agenda.
 
Barclays’
 
Remuneration
 
Policy
 
is
 
set
 
by
 
the
 
BPLC
 
Remuneration
 
Committee,
 
but
 
adopted
 
by
 
the
 
Company’s
 
independent
 
Remuneration
Committee.
 
Remuneration
 
is
 
aligned
 
to
 
the
 
Company’s
 
strategy
 
and
 
risk
 
management
 
approach
 
and
 
designed
 
to
 
promote
 
the
 
long-term
success
 
of
 
the
 
Company.
 
 
Executive
 
and
 
senior
 
management
 
remuneration
 
approaches
 
are
 
developed
 
in
 
accordance
 
with
 
the
 
Group’s
 
formal
 
procedures
 
(ensuring
 
no
Director
 
is
 
involved
 
in
 
deciding
 
their
 
own
 
remuneration
 
outcome)
 
and
 
having
 
regard
 
to
 
workforce
 
remuneration
 
policies
 
and
 
alignment
 
of
incentives
 
and
 
rewards
 
with
 
culture
 
and
 
performance
 
as
 
reviewed
 
annually
 
by
 
the
 
BPLC
 
Remuneration
 
Committee
 
and
 
shared
 
with
 
the
Company’s
 
Remuneration
 
Committee.
 
 
The
 
Remuneration
 
Committee
 
has
 
clearly
 
defined
 
terms
 
of
 
reference,
 
with
 
responsibility
 
for
 
the
 
development
 
of
 
a
 
remuneration
 
approval
framework
 
to
 
ensure
 
an
 
appropriate
 
level
 
of
 
oversight
 
of
 
senior
 
remuneration
 
decisions,
 
as
 
well
 
as
 
annual
 
consideration
 
of
 
the
 
Company
incentive
 
pool
 
to
 
ensure
 
alignment
 
with
 
delivery
 
of
 
the
 
Company’s
 
strategic
 
ambitions.
 
 
Barclays
 
remains
 
focussed
 
on
 
improving
 
its
 
gender
 
pay
 
gap
 
position.
 
The
 
2020
 
gender
 
pay
 
gap
 
statistics
 
are
 
due
 
to
 
be
 
published
 
on
 
the
Government’s
 
Gender
 
Pay
 
Gap
 
reporting
 
portal
 
before
 
the
 
end
 
of
 
February
 
2021,
 
along
 
with
 
the
 
voluntary
 
disclosure
 
of
 
Barclays’
 
Ethnicity
Pay
 
Gap
 
in
 
the
 
UK.
 
For
 
2020,
 
Barclays
 
will
 
also
 
publish
 
a
 
Fair
 
Pay
 
report
 
summarising
 
its
 
approach
 
to
 
pay
 
fairness.
Principle
 
Six:
 
Stakeholder
 
relationships
 
and
 
engagement
Directors
 
should
 
foster
 
effective
 
stakeholder
 
relationships
 
aligned
 
to
 
the
 
company’s
 
purpose.
 
The
 
board
 
should
 
recognise
 
the
 
importance
 
of
listening
 
to,
 
and
 
understanding
 
the
 
views
 
of
 
its
 
stakeholders,
 
including
 
the
 
workforce,
 
and
 
specifically
 
the
 
impact
 
of
 
the
 
company’s
 
behaviour
and
 
business
 
on
 
customers
 
and
 
clients,
 
colleagues,
 
suppliers,
 
communities
 
and
 
society
 
more
 
broadly;
 
having
 
regard
 
to
 
these
 
views
 
and
 
impact
when
 
taking
 
decisions.
 
Through
 
the
 
Company’s
 
defined
 
purpose
 
and
 
strategy,
 
key
 
stakeholders,
 
on
 
whom
 
the
 
success
 
of
 
the
 
Company
 
depends,
 
are
 
identified.
 
 
The
 
Board
 
seeks
 
to
 
understand
 
the
 
views
 
of
 
key
 
stakeholders
 
and
 
the
 
impact
 
of
 
the
 
Company’s
 
behaviour
 
and
 
business
 
on
 
customers
 
and
clients,
 
colleagues,
 
suppliers,
 
communities
 
and
 
society
 
more
 
broadly.
 
 
The
 
Board
 
and
 
management
 
engage
 
throughout
 
the
 
year
 
with
 
broader
 
stakeholders.
 
The
 
Company’s
 
long-standing
 
commitment
 
to
 
the
 
importance
 
and
 
value
 
of
 
colleague
 
engagement
 
continues;
 
the
 
Company’s
 
people
 
are
 
its
most
 
valued
 
asset.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
6
The
 
Board
The
 
Directors
 
who
 
served
 
during
 
the
 
period
 
ended
 
31
 
December
 
2020
 
are
 
set
 
out
 
in
 
the
 
table
 
below,
 
together
 
with
 
the
 
composition
 
of
 
each
 
of
the
 
Board’s
 
Committees.
 
Matthew
 
Lester
 
resigned
 
on
 
1
 
January
 
2020
 
and
 
is
 
not
 
reflected
 
in
 
the
 
table
 
below.
Board
Audit
 
Committee
Risk
 
Committee
Remuneration
Committee
Nominations
Committee
Nigel
 
Higgins
Chair
 
of
 
the
 
Board
 
C
C
Mike
 
Ashely
Independent
 
Non-Executive
 
Director
M
C
M
M
Tim
 
Breedon
Independent
 
Non-Executive
 
Director
 
M
M
C
C
M
Mary
 
Anne
 
Citrino*
Independent
 
Non-Executive
 
Director
M
M
Mohamed
 
El-Erian
Independent
 
Non-Executive
 
Director
M
M+
Dawn
 
Fitzpatrick
Independent
 
Non-Executive
 
Director
M
M
Mary
 
Francis
Independent
 
Non-Executive
 
Director
M
M
Diane
 
Schueneman
 
Independent
 
Non-Executive
 
Director
M
M
M
M
Jes
 
Staley
Chief
 
Executive
 
Officer
M
Tushar
 
Morzaria
 
Executive
 
Director
M
C
 
Chair
 
of
 
Board
 
or
 
Committee
M
Member
 
of
 
Board
 
or
 
Committee
*
 
Resigned
 
30
 
September
 
2020
+
 
Mohamed
 
El-Erian
 
joined
 
the
 
Risk
 
Committee
 
with
 
effect
 
from
 
1
 
July
 
2020
The
 
Board
Executive
 
and
 
Non-Executive
 
Directors
 
share
 
the
 
same
 
duties
 
and
 
are
 
subject
 
to
 
the
 
same
 
constraints.
 
However,
 
a
 
clear
 
division
 
of
responsibilities
 
has
 
been
 
established.
 
The
 
Chairman
 
is
 
responsible
 
for
 
leading
 
the
 
Board
 
and
 
its
 
overall
 
effectiveness,
 
demonstrating
 
objective
judgement
 
and
 
promoting
 
a
 
culture
 
of
 
openness
 
and
 
constructive
 
debate
 
between
 
all
 
Directors.
 
The
 
Chairman
 
facilitates
 
the
 
effective
contribution
 
of
 
all
 
Non-Executive
 
Directors
 
and
 
ensures
 
Directors
 
receive
 
accurate,
 
clear
 
and
 
timely
 
information.
 
It
 
is
 
the
 
Board’s
 
responsibility
 
to
ensure
 
that
 
management
 
deliver
 
on
 
short-term
 
objectives,
 
whilst
 
promoting
 
the
 
long-term
 
success
 
of
 
the
 
Company
 
and
 
the
 
Barclays
 
Group.
 
The
Board
 
is
 
also
 
responsible
 
for
 
ensuring
 
that
 
management
 
maintains
 
an
 
effective
 
system
 
of
 
internal
 
control
 
which
 
should
 
provide
 
assurance
 
of
effective
 
and
 
efficient
 
operations,
 
internal
 
financial
 
controls
 
and
 
compliance
 
with
 
law
 
and
 
regulation.
 
In
 
meeting
 
this
 
responsibility,
 
the
 
Board
considers
 
what
 
is
 
appropriate
 
for
 
the
 
Company’s
 
business
 
and
 
reputation,
 
the
 
materiality
 
of
 
financial
 
and
 
other
 
risks
 
and
 
the
 
relevant
 
costs
 
and
benefits
 
of
 
implementing
 
controls.
The
 
Board
 
is
 
responsible
 
for
 
the
 
Barclays
 
Bank
 
Group,
 
which
 
contains
 
the
 
majority
 
of
 
the
 
Barclays
 
Group’s
 
Barclays
 
International
 
division,
 
which
is
 
comprised
 
of
 
the
 
CIB
 
and
 
CC&P
 
businesses.
The
 
BBPLC
 
Schedule
 
of
 
Matters
 
Reserved
 
to
 
the
 
Board
 
ensures
 
that
 
appropriate
 
coordination
 
with
 
the
 
governance
 
of
 
the
 
consolidated
 
boards
is
 
in
 
place.
 
The
 
Schedule
 
of
 
Matters
 
Reserved
 
specifies
 
those
 
decisions
 
to
 
be
 
taken
 
by
 
the
 
Board,
 
including
 
but
 
not
 
limited
 
to
 
material
 
decisions
relating
 
to
 
strategy,
 
risk
 
appetite,
 
medium
 
term
 
plans,
 
capital
 
and
 
liquidity
 
plans,
 
risk
 
management
 
and
 
controls
 
frameworks,
 
approval
 
of
 
financial
statements,
 
approval
 
of
 
large
 
transactions,
 
approval
 
of
 
share
 
allotments
 
and
 
dividends.
 
The
 
Board
 
has
 
delegated
 
the
 
responsibility
 
for
 
making
and
 
implementing
 
operational
 
decisions
 
and
 
running
 
the
 
Company’s
 
business
 
on
 
a
 
day-to-day
 
basis
 
to
 
the
 
Chief
 
Executive
 
Officer
 
and
 
his
senior
 
management
 
team.
The
 
current
 
Board
 
comprises
 
a
 
Chairman,
 
who
 
was
 
independent
 
on
 
appointment,
 
two
 
Executive
 
Directors
 
and
 
six
 
independent
 
Non-Executive
Directors.
 
The
 
majority
 
of
 
the
 
Board
 
are
 
independent
 
Non-Executive
 
Directors
 
bringing
 
significant
 
expertise
 
(including
 
external
 
perspectives)
and
 
independent
 
challenge.
 
The
 
independence
 
of
 
the
 
Non-Executive
 
Directors
 
is
 
considered
 
annually.
 
 
 
 
 
 
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
7
Attendance
Directors
 
are
 
expected
 
to
 
attend
 
every
 
Board
 
meeting.
 
During
 
2020
 
there
 
were
 
a
 
number
 
of
 
additional
 
Board
 
meetings
 
convened
 
(often
 
at
 
short
notice)
 
due
 
to
 
the
 
COVID-19
 
pandemic
 
in
 
addition
 
to
 
the
 
usual
 
schedule
 
of
 
Board
 
meetings.
 
Attendance
 
was
 
very
 
strong
 
at
 
both
 
scheduled
 
and
ad
 
hoc
 
meetings,
 
as
 
reflected
 
in
 
the
 
table
 
below:
Director
 
Scheduled
 
eligible
 
meetings
attendance
Additional
 
eligible
meetings
 
attendance
Appointment/Resignation
 
Dates
Nigel
 
Higgins
7/7
6/6
Appointed
 
1
 
March
 
2019
Mike
 
Ashley
7/7
6/6
Appointed
 
25
 
September
 
2019
Tim
 
Breedon
7/7
5/6
Appointed
 
25
 
September
 
2019
Mohamed
 
El-Erian
7/7
6/6
Appointed
 
1
 
January
 
2020
Mary
 
Francis
7/7
6/6
Appointed
 
25
 
September
 
2019
Dawn
 
Fitzpatrick
7/7
6/6
Appointed
 
25
 
September
 
2019
Tushar
 
Morzaria*
7/7
4/4
Appointed
 
7
 
February
 
2020
Diane
 
Schueneman
7/7
6/6
Appointed
 
25
 
September
 
2019
Jes
 
Staley
7/7
4/4
Appointed
 
26
 
March
 
2019
Mary
 
Anne
 
Citrino
5/7
5/6
Appointed
 
25
 
September
 
2019;
 
resigned
 
30
September
 
2020
*
 
Tushar
 
Morzaria
 
was
 
appointed
 
as
 
an
 
Executive
 
Director,
 
pending
 
regulatory
 
approval,
 
on
 
25
 
September
 
2019.
 
Regulatory
 
approval
 
was
 
given
on
 
7
 
February
 
2020,
 
the
 
date
 
on
 
which
 
his
 
formal
 
appointment
 
became
 
effective.
What
 
the
 
Board
 
did
 
in
 
2020
During
 
2020,
 
the
 
Board
 
focused
 
on
 
the
 
following
 
specific
 
areas:
 
Strategy
 
and
 
operational
 
matters
 
As
 
part
 
of
 
the
 
Board’s
 
direct
 
oversight
 
of
 
matters
 
relating
 
to
 
reputation,
 
received
 
regular
 
updates
 
throughout
 
the
 
COVID-19
 
pandemic
 
on
 
a
range
 
of
 
stakeholder
 
interests
 
and
 
matters
 
key
 
to
 
reputation
 
and
 
considered
 
and
 
maintained
 
oversight
 
of
 
our
 
response
 
to
 
the
 
crisis.
 
Increased
 
oversight
 
and
 
received
 
regular
 
updates
 
in
 
respect
 
of
 
culture,
 
workforce
 
engagement
 
and
 
wellbeing
 
(particularly
 
in
 
supporting
colleagues’
 
needs
 
during
 
the
 
pandemic).
 
Received
 
updates
 
on
 
sustainability,
 
including
 
the
 
climate
 
change
 
agenda
 
and
 
initiatives
 
and
 
social
 
responsibility.
 
Discussed
 
regular
 
updates
 
from
 
the
 
Chief
 
Executive
 
Officer
 
and
 
BBPLC
 
Co-Presidents
 
on
 
the
 
progress
 
being
 
made
 
against
 
the
 
BBPLC
strategy
 
and
 
business
 
performance,
 
operational
 
and
 
technology
 
matters.
 
The
 
Board
 
received
 
increased
 
reporting
 
on
 
operational
 
matters
 
in
particular,
 
during
 
the
 
height
 
of
 
the
 
pandemic.
 
Adopted
 
a
 
new,
 
extended
 
narrative
 
of
 
the
 
Barclays
 
Group’s
 
purpose
 
and
 
the
 
refreshed
 
descriptions
 
of
 
our
 
values
 
to
 
make
 
sure
 
they
 
are
 
still
relevant
 
for
 
the
 
challenges
 
ahead.
 
Finance
 
and
 
liquidity
 
Regularly
 
assessed
 
the
 
financial
 
performance
 
of
 
the
 
various
 
businesses
 
and
 
the
 
Barclays
 
Bank
 
Group
 
results
 
through
 
reports
 
from
 
the
BBPLC
 
Chief
 
Financial
 
Officer
 
and
 
through
 
business
 
specific
 
updates
 
to
 
the
 
Board.
 
 
Reviewed
 
and
 
approved
 
BBPLC’s
 
financial
 
results
 
prior
 
to
 
publication.
 
 
Considered
 
and
 
approved
 
the
 
BBPLC
 
elements
 
of
 
the
 
Barclays
 
Group
 
Recovery
 
Plan.
 
 
Considered
 
and
 
approved
 
the
 
BBPLC
 
Medium
 
Term
 
Plan
 
(MTP)
 
in
 
which
 
strategy
 
is
 
embedded.
Governance
 
and
 
risk
 
(including
 
regulatory
 
issues)
 
Delegated
 
authority
 
to
 
the
 
Risk
 
Committee
 
to
 
consider
 
and
 
recommend,
 
on
 
behalf
 
of
 
the
 
Board,
 
the
 
adoption
 
by
 
the
 
Company
 
of
 
the
 
Internal
Capital
 
Adequacy
 
Assessment
 
Process
 
and
 
Internal
 
Liquidity
 
Adequacy
 
Assessment
 
Process.
 
Received
 
regular
 
updates
 
on
 
key
 
risk
 
themes,
 
including
 
the
 
impact
 
of
 
the
 
COVID-19
 
pandemic,
 
and
 
approved
 
the
 
Company’s
 
risk
 
appetite.
 
 
Received
 
reports
 
on
 
cyber
 
risk
 
capability
 
and
 
resilience
 
and
 
a
 
service
 
management
 
update
 
in
 
respect
 
of
 
services
 
provided
 
by
 
Barclays
Execution
 
Services
 
Limited,
 
the
 
Barclays
 
Group
 
service
 
company.
 
Considered
 
and
 
approved
 
appointments
 
of
 
senior
 
executives
 
following
 
recommendation
 
from
 
the
 
Nominations
 
Committee.
 
This
 
included
 
the
creation
 
of
 
the
 
roles
 
of
 
Co-President
 
of
 
the
 
Company
 
to
 
ensure
 
our
 
Corporate
 
Bank,
 
Banking
 
and
 
Markets
 
businesses
 
work
 
more
 
closely
together.
 
Mr
 
Venkatakrishnan
 
was
 
appointed
 
as
 
Co-President
 
alongside
 
Mr
 
Compton.
 
The
 
Board
 
also
 
approved
 
changes
 
to
 
the
 
BBPLC
Executive
 
Committee,
 
and
 
the
 
appointment
 
of
 
a
 
new
 
BBPLC
 
Chief
 
Risk
 
Officer.
 
Received
 
regular
 
reports
 
from
 
the
 
Chair
 
of
 
each
 
Board
 
Committee.
 
See
 
the
 
reports
 
from
 
the
 
Committee
 
Chairs
 
below
 
and
 
on
 
the
 
following
page.
 
Received
 
and
 
considered
 
the
 
feedback
 
from
 
the
 
Barclays
 
Group’s
 
principal
 
regulators.
 
 
Considered
 
the
 
results
 
of
 
the
 
internal
 
Board
 
effectiveness
 
evaluation.
 
Board
 
Committees
The
 
main
 
Board
 
Committees
 
are
 
the
 
Audit
 
Committee,
 
the
 
Nominations
 
Committee,
 
the
 
Remuneration
 
Committee
 
and
 
the
 
Risk
 
Committee.
Pursuant
 
to
 
authority
 
granted
 
under
 
the
 
Company’s
 
Articles
 
of
 
Association,
 
each
 
Board
 
Committee
 
has
 
had
 
specific
 
responsibilities
 
delegated
 
to
it
 
by
 
the
 
Board.
 
You
 
can
 
read
 
about
 
what
 
each
 
of
 
the
 
Committees
 
did
 
during
 
2020
 
on
 
the
 
following
 
pages.
The
 
Chair
 
of
 
each
 
Board
 
Committee
 
provides
 
a
 
report
 
on
 
Committee
 
business
 
at
 
each
 
Board
 
meeting,
 
including
 
any
 
matters
 
being
recommended
 
by
 
the
 
Committee
 
for
 
Board
 
approval.
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
8
Board
 
Audit
 
Committee
The
 
Audit
 
Committee
 
is
 
comprised
 
solely
 
of
 
independent
 
Non-Executive
 
Directors,
 
with
 
membership
 
of
 
the
 
Audit
 
Committee
 
aligned
 
with
 
the
BPLC
 
Audit
 
Committee
 
and
 
designed
 
to
 
provide
 
the
 
breadth
 
of
 
financial
 
expertise
 
and
 
commercial
 
acumen
 
it
 
needs
 
to
 
fulfil
 
its
 
responsibilities.
Its
 
members
 
as
 
a
 
whole
 
have
 
recent
 
and
 
relevant
 
experience
 
of
 
the
 
banking
 
and
 
financial
 
services
 
sector,
 
in
 
addition
 
to
 
general
 
management
and
 
commercial
 
experience,
 
and
 
are
 
financially
 
literate.
 
The
 
Audit
 
Committee
 
is
 
chaired
 
by
 
Mike
 
Ashley
 
who
 
has
 
over
 
20
 
years
 
accounting
 
and
audit
 
experience.
 
Diane
 
Schueneman
 
and
 
Tim
 
Breedon
 
are
 
members
 
of
 
the
 
Committee.
 
Audit
 
Committee
 
meetings
 
were
 
attended
 
by
representatives
 
from
 
Barclays
 
Group
 
and/or
 
BBPLC
 
management
 
in
 
respect
 
of
 
matters
 
relevant
 
to
 
their
 
function
 
or
 
business
 
area,
 
including
 
the
BBPLC
 
Chief
 
Financial
 
Officer,
 
Chief
 
Compliance
 
Officer,
 
Chief
 
Controls
 
Officer,
 
Chief
 
Operating
 
Officer,
 
Chief
 
Internal
 
Auditor,
 
and
 
General
Counsel,
 
as
 
appropriate,
 
and
 
the
 
Company’s
 
External
 
Auditors,
 
KPMG.
 
The
 
Audit
 
Committee
 
held
 
a
 
number
 
of
 
separate
 
private
 
sessions
 
with
each
 
of
 
the
 
Chief
 
Internal
 
Auditor
 
and
 
the
 
lead
 
audit
 
engagement
 
partner
 
of
 
the
 
external
 
auditor,
 
which
 
were
 
not
 
attended
 
by
 
management.
As
 
part
 
of
 
the
 
Company’s
 
commitment
 
to
 
effective
 
oversight
 
and
 
allocation
 
of
 
responsibilities
 
between
 
the
 
BPLC
 
Audit
 
Committee,
 
the
 
Barclays
Bank
 
UK
 
PLC
 
Audit
 
Committee
 
and
 
the
 
Committee,
 
Mike
 
Ashley
 
met
 
regularly
 
during
 
2020
 
with
 
the
 
Barclays
 
Bank
 
UK
 
PLC
 
Audit
 
Committee
Chair
 
to
 
share
 
relevant
 
information
 
and
 
to
 
ensure
 
embedment
 
of
 
information
 
flows
 
and
 
governance
 
practice.
 
In
 
addition,
 
regular
 
dialogue
 
has
been
 
held
 
with
 
the
 
Audit
 
Committee
 
Chairs
 
of
 
the
 
Company’s
 
major
 
subsidiaries,
 
Barclays
 
Bank
 
Ireland
 
PLC
 
and
 
Barclays
 
US
 
LLC.
Attendance
 
at
 
the
 
Audit
 
Committee
 
during
 
2020
 
was
 
as
 
follows:
Member
 
Meetings
 
attended/eligible
 
to
 
attend
Appointment
 
Dates
Mike
 
Ashley
 
(Chairman)
10/10
Appointed
 
25
 
September
 
2019
Tim
 
Breedon
10/10
Appointed
 
25
 
September
 
2019
Diane
 
Schueneman
10/10
Appointed
 
25
 
September
 
2019
The
 
principal
 
role
 
and
 
responsibilities
 
of
 
the
 
Audit
 
Committee,
 
pursuant
 
to
 
its
 
Terms
 
of
 
Reference,
 
are:
 
 
Assessing
 
the
 
integrity
 
of
 
the
 
Barclays
 
Bank
 
Group’s
 
financial
 
reporting
 
and
 
satisfying
 
itself
 
that
 
any
 
significant
 
financial
 
judgements
 
made
 
by
management
 
are
 
sound
 
Evaluating
 
the
 
effectiveness
 
of
 
the
 
Barclays
 
Bank
 
Group’s
 
internal
 
controls,
 
including
 
internal
 
financial
 
controls
 
Scrutinising
 
the
 
activities
 
and
 
performance
 
of
 
the
 
internal
 
and
 
external
 
auditors,
 
including
 
monitoring
 
their
 
independence
 
and
 
objectivity
 
 
Overseeing
 
the
 
relationship
 
with
 
the
 
Barclays
 
Bank
 
Group’s
 
external
 
auditor
 
Reviewing
 
and
 
monitoring
 
the
 
effectiveness
 
of
 
the
 
Barclays
 
Bank
 
Group’s
 
whistleblowing
 
procedures
 
Overseeing
 
significant
 
legal
 
and
 
regulatory
 
investigations,
 
including
 
the
 
proposed
 
litigation
 
statement
 
for
 
inclusion
 
in
 
the
 
Company’s
 
statutory
accounts.
During
 
2020,
 
the
 
principal
 
activities
 
of
 
the
 
Audit
 
Committee
 
included:
 
Financial
 
reporting:
 
assessing
 
the
 
appropriateness
 
of
 
key
 
accounting
 
themes,
 
disclosures,
 
issues
 
and
 
judgements,
 
including
 
in
 
respect
 
of
IFRS9
 
and
 
in
 
particular
 
Expected
 
Credit
 
Loss
 
(ECL)
 
judgements
 
and
 
disclosures
 
from
 
an
 
IFRS
 
perspective
 
in
 
light
 
of
 
guidance
 
issued
 
by
regulators
 
as
 
part
 
of
 
their
 
response
 
to
 
the
 
COVID-19
 
pandemic
 
Impairment:
 
assessing
 
the
 
appropriateness
 
of
 
impairment
 
experience
 
against
 
forecast
 
and
 
considering
 
whether
 
impairment
 
provisions
 
were
appropriate.
 
As
 
part
 
of
 
its
 
monitoring,
 
the
 
Committee
 
considered
 
a
 
number
 
of
 
reports
 
from
 
management
 
(among
 
others)
 
on
 
the
 
economic
impact
 
of
 
the
 
COVID-19
 
pandemic,
 
and
 
the
 
continued
 
development
 
and
 
embedding
 
of
 
controls
 
over
 
internal
 
processes
 
supporting
 
the
 
ECL
calculation
 
and
 
related
 
assessment
 
of
 
US
 
Sarbanes
 
Oxley
 
Act
 
(SOx)
 
compliance
 
 
Conduct
 
provisions:
 
analysing
 
the
 
judgements
 
and
 
estimates
 
made
 
with
 
regard
 
to
 
the
 
Barclays
 
Bank
 
Group’s
 
material
 
conduct
 
provisions
 
 
Legal,
 
competition
 
and
 
regulatory
 
provisions:
 
evaluating
 
advice
 
on
 
the
 
status
 
of
 
current
 
legal,
 
competition
 
and
 
regulatory
 
matters
 
and
considering
 
the
 
adequacy
 
of
 
disclosures;
 
assessing
 
management’s
 
judgements
 
and
 
estimates
 
regarding
 
provisions
 
Valuations:
 
monitoring
 
the
 
valuation
 
methods
 
applied
 
by
 
management
 
to
 
significant
 
valuation
 
items
 
and
 
areas
 
of
 
judgement
 
Tax:
 
overseeing
 
tax
 
matters
 
relating
 
to
 
the
 
Barclays
 
Bank
 
Group,
 
including
 
tax
 
risk
 
provisions
 
and
 
regulatory
 
matters
 
Internal
 
controls
 
and
 
business
 
control
 
environment:
 
evaluating
 
the
 
status
 
of
 
the
 
most
 
material
 
control
 
issues
 
identified
 
by
 
management,
including
 
the
 
Barclays
 
Group
 
Internal
 
Control
 
Enhancement
 
Programme
 
(which
 
was
 
substantially
 
concluded
 
in
 
March
 
2020);
 
monitored
 
and
evaluated
 
the
 
status
 
of
 
significant
 
control
 
issues
 
across
 
the
 
business
 
of
 
the
 
Barclays
 
Bank
 
Group
 
and
 
functions
 
through
 
regular
 
reports
 
from
the
 
Chief
 
Controls
 
Officer,
 
including
 
updates
 
on
 
progress
 
of
 
the
 
related
 
remediation
 
programmes
 
and
 
lessons
 
learned
 
from
 
critical
 
risk
 
events;
utilising
 
the
 
output
 
from
 
the
 
Risk
 
and
 
Control
 
Self
 
Assessments
 
to
 
review
 
and
 
monitor
 
the
 
control
 
environment
 
and
 
related
 
risks
 
 
Raising
 
concerns:
 
reviewing
 
the
 
annual
 
report
 
on
 
whistleblowing
 
matters,
 
including
 
reporting
 
and
 
training
 
and
 
key
 
areas
 
of
 
the
 
Barclays
 
Bank
Group’s
 
whistleblowing
 
procedures
 
and
 
controls.
 
Monitoring
 
whistleblowing
 
metrics
 
and
 
instances
 
of
 
retaliation
 
reports,
 
including
 
whether
 
any
instances
 
had
 
been
 
substantiated
 
 
Internal
 
audit:
 
receiving
 
thematic
 
control
 
and
 
operational
 
reporting
 
from
 
Barclays
 
Internal
 
Audit;
 
overseeing
 
issues
 
arising
 
from
 
unsatisfactory
audit
 
reports;
 
evaluating
 
reports
 
regarding
 
Barclays
 
Internal
 
Audit’s
 
assessment
 
of
 
the
 
management
 
control
 
approach
 
and
 
control
 
environment
in
 
the
 
Barclays
 
Bank
 
Group
 
 
External
 
audit:
 
reviewing
 
and
 
approving
 
the
 
annual
 
audit
 
plan
 
for
 
the
 
Barclays
 
Bank
 
Group,
 
including
 
the
 
main
 
areas
 
of
 
focus,
 
and
 
assessing
the
 
progress
 
of
 
the
 
2020
 
audit.
 
The
 
Audit
 
Committee
 
also
 
reviewed
 
audit
 
quality
 
and
 
discussed
 
KPMG’s
 
feedback
 
on
 
the
 
Company’s
 
critical
accounting
 
estimates
 
and
 
judgements.
An
 
internal
 
review
 
of
 
the
 
effectiveness
 
of
 
the
 
Audit
 
Committee
 
was
 
undertaken
 
in
 
respect
 
of
 
the
 
Committee’s
 
performance
 
in
 
2020.
 
The
 
results
confirm
 
that
 
the
 
Committee
 
is
 
operating
 
effectively.
 
It
 
is
 
considered
 
well-constituted
 
and
 
provides
 
an
 
effective
 
and
 
appropriately
 
broad
 
level
 
of
challenge
 
and
 
oversight
 
of
 
the
 
areas
 
within
 
its
 
remit.
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
9
Following
 
the
 
consolidation
 
of
 
the
 
membership
 
of
 
the
 
Committee
 
with
 
the
 
BPLC
 
Board
 
Audit
 
Committee
 
in
 
September
 
2019,
 
coverage
 
of
 
BBPLC
within
 
concurrent
 
meetings
 
was
 
considered
 
adequate.
 
Board
 
Nominations
 
Committee
The
 
Nominations
 
Committee
 
is
 
comprised
 
solely
 
of
 
independent
 
Non-Executive
 
Directors.
 
The
 
Nominations
 
Committee
 
members
 
are
 
Nigel
Higgins,
 
as
 
Chairman
 
of
 
the
 
BBPLC
 
Board
 
along
 
with
 
Mike
 
Ashley,
 
Tim
 
Breedon
 
and
 
Diane
 
Schueneman.
In
 
addition
 
to
 
scheduled
 
meetings,
 
the
 
Nominations
 
Committee
 
also
 
held
 
a
 
number
 
of
 
additional
 
meetings
 
during
 
2020.
 
Attendance
 
by
 
the
Nominations
 
Committee
 
members
 
is
 
shown
 
in
 
the
 
table
 
below.
 
Nominations
 
Committee
 
meetings
 
were
 
attended
 
during
 
the
 
year
 
by
 
the
 
Chief
Executive
 
Officer,
 
the
 
BPLC
 
HR
 
Director
 
and
 
the
 
BBPLC
 
HR
 
Director,
 
as
 
appropriate.
Attendance
 
at
 
the
 
Nominations
 
Committee
 
during
 
2020
 
was
 
as
 
follows:
Member
Meetings
 
attended/eligible
 
to
 
attend
Appointment
 
Dates
Nigel
 
Higgins
 
(Chairman)
6/6
Appointed
 
1
 
March
 
2019
Mike
 
Ashley
6/6
Appointed
 
25
 
September
 
2019
Tim
 
Breedon
6/6
Appointed
 
25
 
September
 
2019
Diane
 
Schueneman
6/6
Appointed
 
25
 
September
 
2019
The
 
principal
 
role
 
and
 
responsibilities
 
of
 
the
 
Nominations
 
Committee,
 
pursuant
 
to
 
its
 
Terms
 
of
 
Reference,
 
are:
 
Considering
 
appointments
 
to
 
the
 
Board,
 
its
 
Committees
 
and
 
BBPLC
 
significant
 
subsidiaries
 
Considering
 
the
 
composition
 
of
 
the
 
Board
 
and
 
its
 
Committees
 
Considering
 
succession
 
planning
 
and
 
talent
 
management
 
Evaluating
 
Board
 
effectiveness
 
Assessing
 
the
 
length
 
of
 
Directors’
 
tenure
 
Considering
 
Board
 
induction
 
and
 
training
 
Evaluating
 
conflicts
 
of
 
interest
 
Evaluating
 
governance
 
matters.
During
 
2020,
 
the
 
principal
 
activities
 
of
 
the
 
Committee
 
included:
 
Reviewing
 
the
 
Board
 
and
 
Board
 
Committee
 
composition,
 
taking
 
into
 
account
 
tenure,
 
time
 
commitment,
 
skills,
 
knowledge,
 
experience
 
and
diversity
 
of
 
the
 
Directors,
 
and
 
identifying
 
any
 
desirable
 
skills
 
to
 
aid
 
the
 
Company
 
in
 
operating
 
and
 
competing
 
effectively
 
Considering
 
the
 
effectiveness
 
of
 
the
 
Board
 
during
 
the
 
COVID-19
 
pandemic
 
as,
 
on
 
a
 
practical
 
level,
 
the
 
Board
 
was
 
required
 
to
 
convene
remotely
 
in
 
order
 
to
 
comply
 
with
 
Government
 
guidelines
 
Receiving
 
updates
 
on
 
the
 
Company’s
 
executive
 
governance
 
framework,
 
talent
 
and
 
succession
 
management
 
and
 
key
 
appointments
 
to
 
the
Executive
 
Committee,
 
the
 
succession
 
planning
 
review
 
process
 
for
 
the
 
Executive
 
Committee
 
and
 
the
 
global
 
Barclays
 
Group
 
campaigns
 
to
promote
 
a
 
diverse
 
and
 
inclusive
 
workforce.
 
 
Alongside
 
the
 
Board,
 
continuing
 
to
 
champion
 
Barclays’
 
Global
 
Race
 
at
 
Work
 
agenda,
 
designed
 
to
 
reinforce
 
Barclays
 
zero
 
tolerance
 
stance
 
on
racism
 
and
 
improve
 
opportunities
 
and
 
representation
 
for
 
ethnically
 
diverse
 
colleagues.
 
This
 
included
 
a
 
review
 
of
 
the
 
Race
 
at
 
Work
 
action
 
plan
focussed
 
on
 
opening
 
up
 
opportunities
 
to
 
attract,
 
develop
 
and
 
add
 
to
 
our
 
Black
 
talent,
 
which
 
was
 
implemented
 
during
 
the
 
year.
 
More
information
 
on
 
diversity
 
and
 
inclusion,
 
including
 
Barclays’
 
Global
 
Race
 
at
 
Work
 
agenda
 
and
 
latest
 
Ethnicity
 
data,
 
is
 
available
 
in
 
Barclays
Diversity
 
and
 
Inclusion
 
Report
 
published
 
on
 
18
 
February
 
2021
 
 
Considering
 
changes
 
to
 
the
 
composition
 
of
 
the
 
boards
 
of
 
a
 
number
 
of
 
the
 
Company’s
 
significant
 
subsidiaries,
 
including
 
but
 
not
 
limited
 
to
Barclays
 
US
 
LLC,
 
Barclays
 
Bank
 
Delaware
 
and
 
Barclays
 
Capital
 
Securities
 
Limited
 
Reviewing
 
emergency
 
cover
 
planning
 
for
 
key
 
executive
 
roles
 
in
 
the
 
context
 
of
 
the
 
COVID-19
 
pandemic
 
 
Considering
 
the
 
Board’s
 
director
 
training
 
and
 
development.
An
 
internal
 
review
 
of
 
the
 
effectiveness
 
of
 
the
 
Nominations
 
Committee
 
was
 
undertaken
 
in
 
respect
 
of
 
Committee
 
performance
 
in
 
2020.
 
The
 
results
confirm
 
that
 
the
 
Committee
 
is
 
operating
 
effectively.
 
This
 
year’s
 
review
 
highlights
 
that
 
the
 
Committee
 
continues
 
to
 
be
 
well
 
constituted
 
and
 
that
 
the
role
 
and
 
responsibilities
 
of
 
the
 
Committee
 
are
 
clear
 
and
 
well
 
understood.
 
The
 
Committee’s
 
interaction
 
with
 
the
 
Board,
 
Board
 
Committees
 
and
senior
 
management
 
is
 
considered
 
effective.
 
This
 
year’s
 
review
 
noted
 
that
 
the
 
Committee
 
continued
 
to
 
operate
 
effectively
 
in
 
the
 
context
 
of
 
the
COVID-19
 
pandemic.
 
The
 
review
 
noted
 
that
 
the
 
Committee
 
may
 
benefit
 
from
 
a
 
more
 
formalised
 
meeting
 
schedule.
 
Due
 
to
 
the
 
nature
 
of
 
the
Committee’s
 
roles
 
and
 
responsibilities
 
this
 
may
 
not
 
always
 
be
 
possible,
 
but
 
further
 
consideration
 
will
 
be
 
given
 
to
 
this
 
during
 
the
 
year.
 
Following
 
the
 
consolidation
 
of
 
the
 
membership
 
of
 
the
 
Committee
 
with
 
the
 
BPLC
 
Board
 
Nominations
 
Committee
 
in
 
September
 
2019,
 
coverage
 
of
BBPLC
 
within
 
concurrent
 
meetings
 
was
 
considered
 
effective.
Board
 
Remuneration
 
Committee
The
 
Remuneration
 
Committee
 
is
 
comprised
 
solely
 
of
 
independent
 
Non-Executive
 
Directors.
 
The
 
Remuneration
 
Committee
 
is
 
chaired
 
by
 
Tim
Breedon,
 
with
 
Mary
 
Francis
 
as
 
the
 
other
 
member.
 
The
 
principal
 
role
 
and
 
responsibilities
 
of
 
the
 
Remuneration
 
Committee,
 
pursuant
 
to
 
its
 
Terms
 
of
 
Reference,
 
are
 
to:
 
Adopt
 
the
 
over-arching
 
principles
 
of
 
remuneration
 
policy
 
for
 
the
 
Barclays
 
Bank
 
Group
 
within
 
the
 
parameters
 
set
 
by
 
the
 
BPLC
 
Remuneration
Committee
 
Consider
 
and
 
endorse
 
the
 
incentive
 
pool
 
for
 
the
 
Company
 
and
 
its
 
subsidiaries
 
and
 
the
 
remuneration
 
of
 
key
 
BBPLC
 
executives
 
and
 
other
specified
 
individuals
 
as
 
determined
 
by
 
the
 
Remuneration
 
Committee
 
from
 
time
 
to
 
time
 
Exercise
 
oversight
 
of
 
remuneration
 
issues
 
within
 
the
 
Barclays
 
Bank
 
Group.
 
 
 
 
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
10
 
Approve
 
the
 
remuneration
 
and
 
compensation
 
arrangement
 
of
 
employees
 
that
 
fall
 
within
 
the
 
remit
 
of
 
the
 
Remuneration
 
Committee.
In
 
addition
 
to
 
scheduled
 
meetings,
 
the
 
Remuneration
 
Committee
 
also
 
held
 
a
 
number
 
of
 
additional
 
meetings
 
during
 
2020.
 
Attendance
 
by
 
the
Remuneration
 
Committee
 
members
 
is
 
shown
 
in
 
the
 
table
 
below.
 
Remuneration
 
Committee
 
meetings
 
are
 
attended
 
by
 
management,
 
including
the
 
Chief
 
Executive
 
Officer
 
and
 
the
 
BPLC
 
HR
 
Director.
 
Attendance
 
at
 
the
 
Remuneration
 
Committee
 
during
 
2020
 
was
 
as
 
follows:
Member
Meetings
 
attended/eligible
 
to
 
attend
Appointment
 
Dates
Tim
 
Breedon
 
(Chairman)
6/6
Appointed
 
25
 
September
 
2019
Mary
 
Francis
6/6
Appointed
 
25
 
September
 
2019
During
 
2020,
 
the
 
principal
 
activities
 
of
 
the
 
Committee
 
included:
 
 
Reviewing
 
and
 
adopting
 
the
 
Barclays
 
Group
 
People
 
Risk
 
Reward
 
Policy,
 
Material
 
Risk
 
Taker
 
Identification
 
Methodology
 
and
 
2020
 
Incentive
Funding
 
Frameworks
 
Adopting
 
the
 
funding
 
ratio
 
 
Endorsing
 
the
 
2020
 
ex-ante
 
risk
 
adjustments
 
Considering
 
regular
 
updates
 
on
 
stakeholder,
 
regulatory
 
and
 
legal,
 
financial
 
and
 
risk
 
performance,
 
pay
 
round
 
timings
 
and
 
approach
 
 
Reviewing
 
specific
 
remuneration
 
arrangements
 
for
 
individuals
 
within
 
the
 
Remuneration
 
Committee’s
 
remit
 
Reviewing
 
Committee
 
effectiveness.
An
 
internal
 
review
 
of
 
the
 
effectiveness
 
of
 
the
 
Remuneration
 
Committee
 
was
 
undertaken
 
in
 
respect
 
of
 
Committee
 
performance
 
in
 
2020.
 
The
results
 
confirm
 
that
 
the
 
Committee
 
is
 
operating
 
effectively.
 
The
 
Committee
 
continues
 
to
 
provide
 
an
 
effective
 
level
 
of
 
challenge
 
and
 
oversight
 
of
the
 
areas
 
within
 
its
 
remit.
 
The
 
Committee’s
 
interaction
 
with
 
the
 
Board,
 
Board
 
Committees
 
and
 
senior
 
management
 
is
 
considered
 
effective,
 
with
continued
 
positive
 
engagement
 
and
 
dialogue
 
with
 
senior
 
management.
Following
 
the
 
consolidation
 
of
 
the
 
membership
 
of
 
the
 
Committee
 
with
 
the
 
BPLC
 
Board
 
Remuneration
 
Committee
 
in
 
September
 
2019,
 
coverage
of
 
BBPLC
 
matters
 
within
 
aligned
 
meetings
 
was
 
considered
 
adequate.
Board
 
Risk
 
Committee
The
 
Risk
 
Committee
 
is
 
comprised
 
solely
 
of
 
independent
 
Non-Executive
 
Directors
 
with
 
membership
 
of
 
the
 
Committee
 
broadly
 
aligned
 
with
 
the
BPLC
 
Risk
 
Committee.
 
The
 
Risk
 
Committee
 
is
 
chaired
 
by
 
Tim
 
Breedon.
 
Mike
 
Ashley,
 
Mohamed
 
El-Erian
 
(with
 
effect
 
from
 
1
 
July
 
2020),
 
Dawn
Fitzpatrick
 
and
 
Diane
 
Schueneman
 
are
 
the
 
other
 
members
 
of
 
the
 
Committee.
 
Mary
 
Anne
 
Citrino
 
was
 
a
 
member
 
of
 
the
 
Committee
 
until
 
she
stepped
 
down
 
from
 
the
 
Board
 
on
 
30
 
September
 
2020.
 
In
 
addition
 
to
 
scheduled
 
meetings,
 
the
 
Risk
 
Committee
 
also
 
held
 
a
 
number
 
of
 
additional
meetings
 
during
 
2020.
 
One
 
of
 
the
 
key
 
roles
 
of
 
the
 
Risk
 
Committee
 
is
 
to
 
review
 
and
 
challenge
 
the
 
risk
 
profile
 
and
 
risk
 
appetite
 
of
 
the
 
Barclays
Bank
 
Group
 
and
 
to
 
consider
 
key
 
risk
 
issues
 
and
 
internal
 
control
 
and
 
risk
 
policies
 
concerning
 
the
 
Barclays
 
Bank
 
Group.
 
Risk
 
Committee
meetings
 
are
 
attended
 
by
 
management,
 
including
 
the
 
Barclays
 
Group
 
Finance
 
Director
 
and
 
Barclays
 
Group
 
and/or
 
BBPLC
 
Chief
 
Risk
 
Officer,
Chief
 
Compliance
 
Officer,
 
Chief
 
Internal
 
Auditor,
 
General
 
Counsel,
 
as
 
appropriate,
 
and
 
the
 
Company’s
 
external
 
auditors,
 
KPMG.
 
Following
 
the
BPLC
 
and
 
BBPLC
 
consolidation,
 
the
 
Committee
 
continued
 
to
 
invite
 
the
 
relevant
 
BBPLC
 
Senior
 
management
 
to
 
attend
 
meetings
 
for
 
the
appropriate
 
agenda
 
items.
Attendance
 
at
 
the
 
Risk
 
Committee
 
during
 
2020
 
was
 
as
 
follows:
Member
 
Meetings
 
attended/eligible
 
to
 
attend
Appointment/Resignation
 
Dates
Tim
 
Breedon
 
(Chairman)
12/12
Appointed
 
25
 
September
 
2019
Mike
 
Ashley
12/12
Appointed
 
25
 
September
 
2019
Mohamed
 
El-Erian
5/5
Appointed
 
1
 
July
 
2020
Dawn
 
Fitzpatrick
10/12
Appointed
 
1
 
January
 
2020
Diane
 
Schueneman
9/12
Appointed
 
25
 
September
 
2019
Mary
 
Anne
 
Citrino
7/9
Appointed
 
25
 
September
 
2019;
 
resigned
 
30
September
 
2020
The
 
principal
 
role
 
and
 
responsibilities
 
of
 
the
 
Risk
 
Committee,
 
pursuant
 
to
 
its
 
Terms
 
of
 
Reference,
 
are:
 
Review,
 
on
 
behalf
 
of
 
the
 
Board,
 
the
 
management
 
of
 
the
 
principal
 
risks
 
as
 
set
 
out
 
in
 
the
 
ERMF
 
with
 
the
 
exception
 
of
 
Reputation
 
Risk
 
which
 
is
 
a
matter
 
reserved
 
to
 
the
 
Board
 
Consider
 
and
 
recommend
 
to
 
the
 
Board,
 
within
 
the
 
risk
 
parameters
 
set
 
by
 
the
 
BPLC
 
risk
 
committee,
 
the
 
Company’s
 
risk
 
appetite
 
and
 
tolerance
for
 
those
 
principal
 
risks
 
Review,
 
on
 
behalf
 
of
 
the
 
Board,
 
the
 
Barclays
 
Bank
 
Group’s
 
risk
 
profile
 
for
 
those
 
principal
 
risks
 
Commission,
 
receive
 
and
 
consider
 
reports
 
on
 
key
 
risk
 
issues.
During
 
2020,
 
the
 
principal
 
activities
 
of
 
the
 
Risk
 
Committee
 
included:
 
Advising
 
the
 
Board
 
on
 
the
 
appropriate
 
risk
 
appetite
 
and
 
risk
 
tolerance
 
for
 
the
 
principal
 
risks
 
in
 
the
 
ERMF
 
when
 
determining
 
strategy,
 
including
recommending
 
to
 
the
 
Board
 
for
 
approval
 
the
 
proposed
 
overall
 
risk
 
appetite
 
statement
 
and
 
risk
 
limits
 
for
 
the
 
Company.
 
The
 
Committee
continued,
 
periodically,
 
to
 
review
 
and
 
/or
 
approve
 
risk
 
appetite
 
and
 
risk
 
limits
 
throughout
 
the
 
year
 
Considering
 
and
 
approving
 
the
 
Company’s
 
internal
 
stress
 
test
 
themes
 
and
 
scenarios
 
and
 
the
 
results
 
of
 
different
 
stress
 
and
 
reverse
 
stress
assumptions,
 
including
 
both
 
internal
 
stress
 
tests
 
and
 
a
 
climate
 
change
 
stress
 
test
 
in
 
the
 
context
 
of
 
consideration
 
of
 
the
 
MTP
 
and
 
risk
 
appetite
for
 
2021
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
11
 
Reviewing
 
enhancements
 
to
 
the
 
stress
 
testing
 
process
 
and
 
models
 
Receiving
 
updates
 
on
 
the
 
positive
 
quantitative
 
and
 
qualitative
 
results
 
of
 
Barclays
 
US
 
LLC’s
 
submission
 
of
 
the
 
Comprehensive
 
Capital
 
Analysis
and
 
Review
 
following
 
submission
 
of
 
the
 
CCAR
 
stress
 
test
 
results
 
to
 
the
 
Federal
 
Reserve
 
Bank
 
(the
 
FRB).
 
The
 
FRB
 
also
 
required
 
US
 
banks,
including
 
Barclays
 
US
 
LLC,
 
to
 
resubmit
 
capital
 
plans
 
using
 
new
 
supervisory
 
and
 
internal
 
baseline
 
stress
 
scenarios,
 
which
 
were
 
reviewed
 
by
the
 
Committee
 
 
Ensuring
 
that
 
the
 
Company
 
has
 
enough
 
capital,
 
liquidity
 
and
 
financial
 
resources
 
to
 
meet
 
its
 
regulatory
 
requirements
 
and
 
obligations,
 
taking
into
 
account
 
potential
 
impacts
 
for
 
the
 
COVID-19
 
pandemic
 
and
 
other
 
macro-economic
 
factors
 
Reviewing
 
and
 
considering
 
the
 
operational
 
risks
 
arising
 
from
 
the
 
Company’s
 
procedures,
 
processes,
 
systems
 
and
 
policies,
 
and
 
annual
approval
 
of
 
the
 
operational
 
risk
 
tolerance
 
statement.
 
The
 
Committee
 
focussed
 
particular
 
attention
 
on
 
the
 
financial
 
and
 
capital
 
implications
 
of
operational
 
risk
 
throughout
 
the
 
year,
 
including
 
in
 
light
 
of
 
the
 
COVID-19
 
pandemic
 
as
 
the
 
workforce
 
largely
 
switched
 
to
 
remote
 
working
 
 
Evaluating
 
the
 
appropriateness
 
of
 
Barclays’
 
Model
 
Risk
 
Management
 
framework
 
and
 
receiving
 
and
 
considering
 
reports
 
from
 
management
 
in
relation
 
to
 
managing
 
model
 
risk
 
 
Overseeing
 
the
 
management
 
of
 
Conduct
 
risk
 
within
 
BBPLC,
 
and
 
the
 
performance
 
of
 
the
 
Compliance
 
function
 
Overseeing
 
the
 
Company’s
 
regulatory
 
requirements,
 
as
 
they
 
relate
 
to
 
risk
 
management,
 
including
 
regulatory
 
and
 
internal
 
capital
 
and
 
funding
requirements,
 
approving
 
the
 
Company’s
 
Internal
 
Capital
 
Adequacy
 
Assessment
 
Process
 
and
 
Individual
 
Liquidity
 
Adequacy
 
Assessment
Process,
 
including
 
reviewing
 
later
 
updates
 
to
 
reflect
 
the
 
impact
 
of
 
the
 
COVID-19
 
pandemic
 
 
Reviewing
 
the
 
frameworks,
 
policies
 
and
 
resources
 
in
 
place
 
to
 
support
 
effective
 
risk
 
management
 
and
 
oversight
 
of
 
the
 
Barclays
 
Bank
 
Group
 
 
Reviewing
 
performance
 
against
 
risk
 
metrics
 
and
 
advising
 
the
 
Remuneration
 
Committee
 
when
 
making
 
remuneration
 
decisions
 
for
 
2020
 
 
Reviewing
 
and,
 
as
 
appropriate,
 
endorsing
 
statements
 
in
 
relation
 
to
 
the
 
Company’s
 
principal
 
risks
 
and
 
the
 
effectiveness
 
of
 
the
 
Company’s
 
risk
management
 
systems
 
made
 
in
 
the
 
Company’s
 
Strategic
 
Report,
 
Annual
 
Report,
 
and
 
BBPLC
 
elements
 
of
 
the
 
BPLC
 
Pillar
 
3
 
reporting.
The
 
Risk
 
Committee
 
continually
 
considers
 
the
 
impact
 
of
 
issues
 
on
 
the
 
Barclays
 
Bank
 
Group
 
and
 
the
 
risk
 
environment
 
in
 
which
 
it
 
operates.
 
It
reviews
 
steps
 
taken
 
by
 
the
 
business
 
to
 
manage
 
exposures
 
in
 
this
 
context.
 
The
 
Risk
 
Committee
 
also
 
received
 
focused
 
presentations
 
on
 
a
number
 
of
 
areas
 
specific
 
to
 
the
 
business
 
and
 
activities
 
of
 
Barclays
 
Bank
 
Group
 
(including
 
through
 
joint
 
presentations
 
with
 
the
 
BPLC
 
Risk
Committee),
 
including:
 
Risk
 
appetite
 
and
 
risk
 
profile:
 
to
 
review
 
the
 
key
 
themes
 
arising
 
from
 
the
 
current
 
and
 
prospective
 
macro-economic,
 
geopolitical,
 
macro-
prudential
 
and
 
financial
 
environment
 
and
 
their
 
impact
 
on
 
the
 
Company’s
 
risk
 
appetite
 
and
 
risk
 
profile.
 
This
 
included
 
responses
 
to
 
the
 
COVID
 
19
 
pandemic
 
and
 
management
 
actions
 
to
 
manage
 
its
 
impact
 
Conduct
 
risk:
 
to
 
receive
 
an
 
overview
 
of
 
the
 
oversight
 
and
 
management
 
of
 
Conduct
 
risk
 
across
 
the
 
Barclays
 
Bank
 
Group
 
and
 
the
 
role
 
of
 
the
Compliance
 
function
 
in
 
the
 
management
 
of
 
conduct
 
risk.
 
This
 
included
 
a
 
review
 
of
 
the
 
Compliance
 
functions
 
contribution
 
in
 
supporting
 
the
Company’s
 
response
 
to
 
the
 
COVID-19
 
pandemic
 
through
 
monitoring
 
areas
 
of
 
heightened
 
conduct
 
risk
 
and
 
overseeing
 
the
 
implementation
 
of
additional
 
controls,
 
particularly
 
in
 
the
 
context
 
of
 
ongoing
 
remediation
 
activities,
 
monitoring
 
working
 
from
 
home
 
arrangements
 
and
reprioritisation
 
of
 
risks
 
 
Stress
 
testing:
 
the
 
Risk
 
Committee
 
considered
 
stress
 
test
 
scenarios
 
for
 
an
 
internal
 
stress
 
test,
 
reverse
 
stress
 
test
 
and
 
climate
 
change
 
stress.
 
 
Deep
 
dives
 
on
 
key
 
operational
 
risks
 
including,
 
amongst
 
others,
 
settlements,
 
cyber-security
 
and
 
suppliers
 
and
 
credit
 
risks
 
in
 
light
 
of
 
the
 
COVID-
19
 
pandemic,
 
including
 
updates
 
on
 
risks
 
from
 
the
 
CIB.
An
 
internal
 
review
 
of
 
the
 
effectiveness
 
of
 
the
 
Risk
 
Committee
 
was
 
undertaken
 
in
 
respect
 
of
 
Committee
 
performance
 
in
 
2020.
 
The
 
results
 
of
 
the
review
 
were
 
positive
 
and
 
indicated
 
that
 
the
 
Committee
 
is
 
operating
 
effectively;
 
and
 
that
 
it
 
is
 
well
 
constituted
 
and
 
provides
 
an
 
effective
 
and
 
broad
level
 
of
 
challenge
 
and
 
oversight
 
of
 
the
 
areas
 
within
 
its
 
remit.
 
The
 
Committee
 
was
 
considered
 
to
 
be
 
both
 
challenging
 
and
 
influential,
 
providing
strong
 
support
 
to
 
the
 
new
 
Chief
 
Risk
 
Officer.
 
The
 
review
 
noted
 
that
 
the
 
Committee
 
has
 
a
 
broad
 
remit
 
having
 
taken
 
on
 
oversight
 
of
 
Conduct
 
and
Compliance
 
matters
 
in
 
2019
 
following
 
the
 
disbanding
 
of
 
the
 
Reputation
 
Committee
 
and
 
that
 
a
 
continued
 
focus
 
on
 
these
 
areas
 
was
 
considered
 
to
be
 
beneficial.
 
The
 
review
 
concluded
 
that
 
the
 
Committee’s
 
interaction
 
with
 
the
 
Board,
 
Board
 
Committees
 
and
 
senior
 
management
 
is
 
considered
effective.
Following
 
the
 
consolidation
 
of
 
the
 
membership
 
of
 
the
 
Committee
 
with
 
the
 
BPLC
 
Board
 
Risk
 
committee
 
in
 
September
 
2019,
 
coverage
 
of
 
BBPLC
matters
 
within
 
concurrent
 
meetings
 
was
 
considered
 
appropriate.
Leadership
Individual
 
roles
 
on
 
the
 
Board
 
and
 
their
 
responsibilities
 
are
 
set
 
out
 
in
 
the
 
Company’s
 
Charter
 
of
 
Expectations.
 
This
 
includes
 
role
 
profiles
 
and
 
the
behaviours
 
and
 
competencies
 
required
 
for
 
each
 
role
 
on
 
the
 
Board,
 
namely
 
the
 
Chair,
 
Non-Executive
 
Directors,
 
Executive
 
Directors
 
and
Committee
 
Chairs.
 
In
 
accordance
 
with
 
the
 
Charter
 
of
 
Expectations,
 
Non-Executive
 
Directors
 
provide
 
effective
 
oversight
 
and
 
scrutiny,
 
strategic
guidance
 
and
 
constructive
 
challenge
 
whilst
 
holding
 
the
 
Executive
 
Directors
 
to
 
account
 
against
 
their
 
agreed
 
performance
 
objectives.
 
A
 
copy
 
of
the
 
Charter
 
of
 
Expectations
 
can
 
be
 
found
 
at
 
home.barclays/who-we-are/ourgovernance/board-responsibilities.
Appointment
 
and
 
retirement
 
of
 
Directors
The
 
appointment
 
and
 
retirement
 
of
 
Directors
 
is
 
governed
 
by
 
the
 
Company’s
 
Articles
 
of
 
Association
 
(the
 
Articles),
 
the
 
Companies
 
Act
 
2006
 
(the
Act)
 
and
 
related
 
legislation.
The
 
Articles
 
may
 
be
 
amended
 
only
 
by
 
a
 
special
 
resolution
 
of
 
the
 
shareholders.
 
The
 
Board
 
has
 
the
 
power
 
to
 
appoint
 
additional
 
Directors
 
or
 
to
 
fill
a
 
casual
 
vacancy
 
amongst
 
the
 
Directors.
 
Any
 
such
 
Director
 
holds
 
office
 
only
 
until
 
the
 
next
 
Annual
 
General
 
Meeting
 
(AGM)
 
and
 
may
 
offer
himself/herself
 
for
 
re-election.
 
All
 
Directors
 
will
 
stand
 
for
 
election
 
or
 
re-election
 
at
 
the
 
2021
 
AGM.
All
 
appointments
 
to
 
the
 
Board
 
and
 
senior
 
management
 
are
 
viewed
 
through
 
a
 
diversity
 
lens
 
and
 
are
 
based
 
on
 
merit
 
and
 
objective
 
criteria,
 
which
focus
 
on
 
the
 
skills
 
and
 
experience
 
required
 
for
 
the
 
Board’s
 
effectiveness
 
and
 
the
 
delivery
 
of
 
the
 
Company’s
 
strategy.
 
Board
 
appointments
 
are
made
 
following
 
a
 
rigorous
 
and
 
transparent
 
process
 
facilitated
 
by
 
the
 
Nominations
 
Committee,
 
with
 
the
 
aid
 
of
 
an
 
external
 
search
 
consultancy
firm.
You
 
can
 
read
 
more
 
about
 
the
 
work
 
of
 
the
 
Nominations
 
Committee
 
on
 
page
 
9.
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
12
Diversity
 
across
 
the
 
Barclays
 
Group
 
remains
 
a
 
key
 
area
 
of
 
focus.
 
For
 
more
 
detail
 
on
 
the
 
Barclays
 
Bank
 
Group
 
actions
 
to
 
increase
 
diversity
please
 
see
 
page
 
14.
The
 
Nominations
 
Committee
 
regularly
 
reviews
 
the
 
composition
 
of
 
the
 
Board,
 
Board
 
Committees
 
and
 
Executive
 
Committee
 
and
 
the
 
core
competencies,
 
diversity
 
and
 
experience
 
required.
 
For
 
the
 
Board,
 
it
 
is
 
standard
 
practice
 
to
 
appoint
 
any
 
new
 
Non-Executive
 
Director
 
or
 
Chair
 
for
an
 
initial
 
three-year
 
term,
 
subject
 
to
 
annual
 
re-election
 
at
 
the
 
AGM,
 
which
 
may
 
be
 
extended
 
for
 
up
 
to
 
a
 
further
 
three-year
 
term.
 
As
 
such,
 
Non-
Executive
 
directors
 
typically
 
serve
 
up
 
to
 
a
 
total
 
of
 
six
 
years.
Effectiveness
Appointments
 
to
 
the
 
Board
 
are
 
made
 
via
 
a
 
formal,
 
rigorous
 
and
 
transparent
 
process,
 
based
 
on
 
merit,
 
taking
 
into
 
account
 
the
 
skills,
 
experience
and
 
diversity
 
needed
 
on
 
the
 
Board
 
in
 
the
 
context
 
of
 
the
 
Company’s
 
strategic
 
direction.
As
 
at
 
the
 
date
 
of
 
this
 
report,
 
we
 
have
 
met
 
the
 
Board
 
gender
 
diversity
 
target
 
of
 
33%
 
with
 
three
 
female
 
directors.
 
The
 
Board
 
is
 
committed
 
to
regularly
 
reviewing
 
its
 
broad
 
diversity
 
profile.
The
 
Company
 
considers
 
the
 
composition
 
of
 
principal
 
Board
 
Committees
 
to
 
meet
 
the
 
independence
 
criteria
 
of
 
the
 
2018
 
UK
 
Corporate
Governance
 
Code,
 
notwithstanding
 
that
 
the
 
Company
 
has
 
chosen
 
not
 
to
 
adopt
 
and
 
report
 
against
 
the
 
2018
 
UK
 
Corporate
 
Governance
 
Code,
 
as
stated
 
above,
 
and
 
there
 
is
 
appropriate
 
cross-membership
 
on
 
the
 
Board
 
Committees
 
to
 
further
 
promote
 
effectiveness.
All
 
Directors
 
are
 
expected
 
to
 
commit
 
sufficient
 
time
 
to
 
fulfil
 
their
 
duties
 
to
 
the
 
Company.
 
This
 
includes
 
attending,
 
and
 
being
 
well-prepared
 
for,
 
all
Board
 
and
 
Committee
 
meetings,
 
as
 
well
 
as
 
making
 
time
 
to
 
understand
 
the
 
business
 
and
 
meet
 
with
 
executives.
The
 
Company’s
 
Charter
 
of
Expectations
 
sets
 
out
 
responsibilities
 
for
 
providing
 
the
 
Board
 
with
 
accurate,
 
timely
 
and
 
high-quality
 
information
 
necessary
 
for
 
it
 
to
 
fulfil
 
its
 
duties.
An
 
internal
 
evaluation
 
of
 
the
 
Board
 
and
 
Board
 
Committees,
 
led
 
by
 
the
 
Senior
 
Independent
 
Director
 
of
 
Barclays
 
PLC
 
Chair
 
and
 
the
 
Company
Secretary
 
has
 
been
 
concluded,
 
relating
 
to
 
2020
 
activity.
 
The
 
results
 
confirm
 
the
 
Board
 
was
 
operating
 
effectively,
 
Challenge
 
by
 
the
 
Board
 
was
considered
 
to
 
be
 
strong
 
yet
 
constructive
 
and
 
collegiate.
In
 
its
 
2020
 
Annual
 
Report
 
Barclays
 
PLC
 
has
 
disclosed
 
the
 
following
 
in
 
relation
 
to
 
its
 
annual
 
director
 
effectiveness
 
assessment:
In
 
accordance
 
with
 
the
 
Code,
 
all
 
of
 
the
 
current
 
Directors
 
of
 
Barclays
 
PLC,
 
other
 
than
 
Sir
 
Ian
 
Cheshire
 
who
 
is
 
stepping
 
down
 
from
 
the
 
Board
 
at
the
 
end
 
of
 
the
 
AGM,
 
will
 
be
 
submitting
 
themselves
 
for
 
election
 
or
 
re-election
 
at
 
the
 
2021
 
AGM
 
to
 
be
 
held
 
on
 
5
 
May
 
2021
 
and
 
will
 
be
 
unanimously
recommended
 
by
 
the
 
Board
 
for
 
election
 
or
 
re-election
 
as
 
appropriate.
 
As
 
part
 
of
 
its
 
decision
 
in
 
respect
 
of
 
Mr
 
Staley,
 
the
 
Board
 
has
 
had
 
regard
 
to
the
 
conclusions
 
it
 
reached
 
last
 
year,
 
which
 
conclusions
 
remain
 
unchanged,
 
in
 
relation
 
to
 
the
 
investigations
 
by
 
the
 
PRA
 
and
 
the
 
FCA,
 
details
 
of
which
 
were
 
disclosed
 
in
 
our
 
2019
 
Annual
 
Report
 
and
 
which
 
remain
 
ongoing.
Accountability
The
 
Board
 
is
 
responsible
 
for
 
setting
 
the
 
Barclays
 
Bank
 
Group
 
risk
 
appetite
 
within
 
the
 
overall
 
parameters
 
set
 
by
 
the
 
Barclay’s
 
Group,
 
being
 
the
level
 
of
 
risk
 
it
 
is
 
prepared
 
to
 
take
 
in
 
the
 
context
 
of
 
achieving
 
the
 
Barclays’
 
Group
 
strategic
 
objectives.
 
The
 
ERMF
 
is
 
designed
 
to
 
identify
 
and
 
set
minimum
 
requirements
 
in
 
respect
 
of
 
the
 
main
 
risks
 
to
 
achieving
 
Barclays’
 
strategic
 
objectives
 
and
 
to
 
provide
 
reasonable
 
assurance
 
that
 
internal
controls
 
are
 
effective.
The
 
Board,
 
assisted
 
by
 
the
 
Risk
 
Committee,
 
conducts
 
robust
 
assessments
 
of
 
the
 
principal
 
risks
 
facing
 
the
 
Company,
 
including
 
those
 
that
 
would
threaten
 
its
 
business
 
model,
 
future
 
performance,
 
solvency
 
or
 
liquidity.
The
 
Audit
 
Committee
 
oversees
 
the
 
effectiveness
 
of
 
BBPLC
 
internal
 
and
 
external
 
auditors.
 
The
 
Directors
 
also
 
review
 
the
 
effectiveness
 
of
 
the
Barclays
 
Bank
 
Group’s
 
systems
 
of
 
internal
 
control
 
and
 
risk
 
management.
The
 
Board
 
has
 
put
 
in
 
place
 
processes
 
to
 
support
 
the
 
presentation
 
to
 
stakeholders
 
of
 
fair,
 
balanced
 
and
 
understandable
 
information.
Remuneration
The
 
Remuneration
 
Committee
 
reviews
 
and
 
adopts
 
the
 
Barclays
 
Group’s
 
Remuneration
 
Policy
 
for
 
use
 
in
 
the
 
Barclays
 
Bank
 
Group.
 
The
 
purpose
and
 
activities
 
of
 
this
 
Committee
 
are
 
contained
 
in
 
the
 
Remuneration
 
Committee
 
report
 
on
 
pages
 
9-10
 
of
 
this
 
report.
The
 
Board
 
has
 
delegated
 
responsibility
 
to
 
the
 
Remuneration
 
Committee
 
for
 
the
 
consideration
 
and
 
approval
 
of
 
the
 
remuneration
 
arrangements
 
of
the
 
Chair,
 
Executive
 
Directors,
 
other
 
senior
 
executives
 
and
 
certain
 
Barclays
 
Bank
 
Group
 
employees.
 
The
 
Remuneration
 
Committee
 
when
considering
 
the
 
remuneration
 
policies
 
and
 
practices,
 
seeks
 
to
 
ensure
 
that
 
they
 
support
 
the
 
Company’s
 
strategy
 
and
 
promote
 
the
 
long-term
success
 
of
 
the
 
Company
 
and
 
that
 
they
 
are
 
aligned
 
to
 
successful
 
delivery
 
of
 
the
 
Barclays
 
Group’s
 
strategy.
 
All
 
executive
 
and
 
senior
 
management
remuneration
 
policies
 
will
 
be
 
developed
 
only
 
in
 
accordance
 
with
 
the
 
Barclays
 
Group’s
 
formal
 
and
 
transparent
 
procedures
 
(ensuring
 
that
 
no
Director
 
is
 
involved
 
in
 
deciding
 
his/her
 
own
 
remuneration
 
outcome)
 
and
 
having
 
regard
 
to
 
workforce
 
remuneration
 
and
 
related
 
policies
 
and
 
the
alignment
 
of
 
incentives
 
and
 
rewards
 
with
 
culture.
 
All
 
Remuneration
 
Committee
 
members
 
are
 
expected
 
to
 
demonstrate
 
independent
 
judgement
and
 
discretion
 
when
 
determining
 
and
 
approving
 
remuneration
 
outcomes.
 
The
 
Board
 
as
 
a
 
whole,
 
with
 
the
 
Non-Executive
 
Directors
 
abstaining,
considers
 
annually
 
the
 
fees
 
paid
 
to
 
Non-Executive
 
Directors.
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
13
Controls
 
over
 
financial
 
reporting
A
 
framework
 
of
 
disclosure
 
controls
 
and
 
procedures
 
is
 
in
 
place
 
to
 
support
 
the
 
approval
 
of
 
the
 
financial
 
statements
 
of
 
the
 
Barclays
 
Bank
 
Group.
Specific
 
governance
 
committees
 
are
 
responsible
 
for
 
examining
 
the
 
financial
 
reports
 
and
 
disclosures
 
to
 
ensure
 
that
 
they
 
have
 
been
 
subject
 
to
adequate
 
verification
 
and
 
comply
 
with
 
applicable
 
standards
 
and
 
legislation.
These
 
committees
 
report
 
their
 
conclusions
 
to
 
the
 
Audit
 
Committee,
 
which
 
debates
 
the
 
conclusions
 
and
 
provides
 
further
 
challenge.
 
Finally,
 
the
Board
 
scrutinises
 
and
 
approves
 
results
 
announcements
 
and
 
the
 
BBPLC
 
Annual
 
Report,
 
and
 
ensures
 
that
 
appropriate
 
disclosures
 
have
 
been
made.
 
This
 
governance
 
process
 
ensures
 
that
 
both
 
management
 
and
 
the
 
Board
 
are
 
given
 
sufficient
 
opportunity
 
to
 
debate
 
and
 
challenge
 
the
financial
 
statements
 
of
 
the
 
Barclays
 
Bank
 
Group
 
and
 
other
 
significant
 
disclosures
 
before
 
they
 
are
 
made
 
public.
Audit,
 
Risk
 
and
 
Internal
 
Control
The
 
Company
 
is
 
committed
 
to
 
operating
 
within
 
a
 
strong
 
system
 
of
 
internal
 
control
 
that
 
enables
 
business
 
to
 
be
 
transacted
 
and
 
risk
 
taken
 
without
exposure
 
to
 
unacceptable
 
potential
 
losses
 
or
 
reputational
 
damage.
As
 
referenced
 
above,
 
the
 
Board
 
is
 
responsible
 
for
 
ensuring
 
that
 
management
 
maintains
 
an
 
effective
 
system
 
of
 
risk
 
management
 
and
 
internal
control
 
and
 
for
 
assessing
 
its
 
effectiveness.
 
Such
 
a
 
system
 
is
 
designed
 
to
 
identify,
 
evaluate
 
and
 
manage,
 
rather
 
than
 
eliminate,
 
the
 
risk
 
of
 
failure
to
 
achieve
 
business
 
objectives
 
and
 
can
 
provide
 
only
 
reasonable,
 
rather
 
than
 
absolute,
 
assurance
 
against
 
material
 
misstatement
 
or
 
loss.
Processes
 
are
 
in
 
place
 
for
 
identifying,
 
evaluating
 
and
 
managing
 
the
 
Principal
 
Risks
 
facing
 
the
 
Company.
 
A
 
key
 
component
 
of
 
the
 
framework
 
is
the
 
ERMF
 
which
 
supports
 
the
 
business
 
in
 
its
 
aim
 
to
 
embed
 
effective
 
risk
 
management
 
and
 
a
 
strong
 
risk
 
management
 
culture.
 
The
 
ERMF
 
is
designed
 
to
 
identify
 
and
 
set
 
minimum
 
requirements,
 
in
 
respect
 
of
 
the
 
main
 
risks,
 
to
 
achieve
 
the
 
Company’s
 
strategic
 
objectives
 
and
 
to
 
provide
reasonable
 
assurance
 
that
 
internal
 
controls
 
are
 
effective.
The
 
effectiveness
 
of
 
the
 
risk
 
management
 
and
 
internal
 
control
 
systems
 
is
 
reviewed
 
regularly
 
by
 
the
 
Risk
 
Committee
 
and
 
the
 
Audit
 
Committee
(as
 
detailed
 
above).
The
 
Risk
 
Committee
 
is
 
responsible
 
for
 
providing
 
oversight
 
and
 
advice
 
to
 
the
 
Board
 
in
 
relation
 
to
 
current
 
and
 
potential
 
future
 
risk
 
exposures
examining
 
reports
 
covering
 
the
 
Principal
 
Risks
 
including
 
those
 
that
 
would
 
threaten
 
its
 
business
 
model,
 
future
 
performance,
 
solvency
 
or
 
liquidity,
as
 
well
 
as
 
reports
 
on
 
risk
 
measurement
 
methodologies
 
and
 
risk
 
appetite.
 
Further
 
detail
 
of
 
the
 
work
 
of
 
the
 
Risk
 
Committee
 
can
 
be
 
found
 
on
pages
 
10
 
to
 
11
 
of
 
this
 
report.
As
 
referenced
 
above,
 
the
 
Audit
 
Committee
 
carries
 
out
 
several
 
duties,
 
delegated
 
to
 
it
 
by
 
the
 
Board,
 
including
 
oversight
 
of
 
financial
 
reporting
processes,
 
reviewing
 
the
 
effectiveness
 
of
 
internal
 
controls,
 
considering
 
whistle-blowing
 
arrangements
 
and
 
oversight
 
of
 
the
 
work
 
of
 
the
 
external
and
 
internal
 
auditors.
 
Throughout
 
the
 
year
 
ended
 
31
 
December
 
2020
 
and
 
to
 
date,
 
the
 
Company
 
has
 
operated
 
a
 
system
 
of
 
internal
 
control
 
that
provides
 
reasonable
 
assurance
 
of
 
effective
 
operations
 
covering
 
all
 
controls,
 
including
 
financial
 
and
 
operational
 
controls
 
and
 
compliance
 
with
laws
 
and
 
regulations.
The
 
Board,
 
together
 
with
 
the
 
Audit
 
Committee,
 
is
 
responsible
 
for
 
ensuring
 
the
 
independence
 
and
 
effectiveness
 
of
 
the
 
internal
 
and
 
external
 
audit
functions.
 
For
 
this
 
reason,
 
the
 
Audit
 
Committee
 
members
 
met
 
regularly
 
with
 
the
 
Chief
 
Barclays
 
Internal
 
Auditor
 
and
 
the
 
Lead
 
Audit
 
Engagement
Partner
 
of
 
the
 
external
 
auditor
 
without
 
management
 
present.
 
Further
 
details
 
of
 
the
 
work
 
of
 
the
 
Audit
 
Committee
 
can
 
be
 
found
 
on
 
pages
 
8
to
 
9
 
of
this
 
report.
Management
 
is
 
responsible
 
for
 
establishing
 
and
 
maintaining
 
adequate
 
internal
 
controls
 
over
 
financial
 
reporting
 
under
 
the
 
supervision
 
of
 
the
principal
 
executive
 
and
 
financial
 
officers,
 
to
 
provide
 
reasonable
 
assurance
 
regarding
 
the
 
reliability
 
of
 
financial
 
reporting
 
and
 
the
 
preparation
 
of
financial
 
statements,
 
in
 
accordance
 
with
 
International
 
Financial
 
Reporting
 
Standards
 
(IFRS).
 
Internal
 
control
 
over
 
financial
 
reporting
 
includes
policies
 
and
 
procedures
 
that
 
pertain
 
to
 
the
 
maintenance
 
of
 
records
 
that,
 
in
 
reasonable
 
detail:
 
Accurately
 
and
 
fairly
 
reflect
 
transactions
 
and
 
dispositions
 
of
 
assets
 
Provide
 
reasonable
 
assurances
 
that
 
transactions
 
are
 
recorded
 
as
 
necessary
 
to
 
permit
 
preparation
 
of
 
financial
 
statements
 
in
 
accordance
with
 
IFRS
 
and
 
that
 
receipts
 
and
 
expenditures
 
are
 
being
 
made
 
only
 
in
 
accordance
 
with
 
authorisations
 
of
 
management
 
and
 
the
 
respective
Directors
 
Provide
 
reasonable
 
assurance
 
regarding
 
prevention
 
or
 
timely
 
detection
 
of
 
unauthorised
 
acquisition,
 
use
 
or
 
disposition
 
of
 
assets
 
that
 
could
have
 
a
 
material
 
effect
 
on
 
the
 
financial
 
statements.
Internal
 
control
 
systems,
 
no
 
matter
 
how
 
well
 
designed,
 
have
 
inherent
 
limitations
 
and
 
may
 
not
 
prevent
 
or
 
detect
 
misstatements.
 
Also,
 
projections
of
 
any
 
evaluation
 
of
 
effectiveness
 
to
 
future
 
periods
 
are
 
subject
 
to
 
the
 
risk
 
that
 
internal
 
controls
 
may
 
become
 
inadequate
 
because
 
of
 
changes
 
in
conditions,
 
or
 
that
 
the
 
degree
 
of
 
compliance
 
with
 
the
 
policies
 
or
 
procedures
 
may
 
deteriorate.
Management
 
has
 
assessed
 
the
 
internal
 
control
 
over
 
financial
 
reporting
 
as
 
of
 
31
 
December
 
2020.
 
In
 
making
 
its
 
assessment,
 
management
utilised
 
the
 
criteria
 
set
 
out
 
in
 
the
 
2013
 
COSO
 
framework
 
and
 
concluded
 
that,
 
based
 
on
 
its
 
assessment,
 
the
 
internal
 
control
 
over
 
financial
reporting
 
was
 
effective
 
as
 
of
 
31
 
December
 
2020.
The
 
system
 
of
 
internal
 
financial
 
and
 
operational
 
controls
 
is
 
also
 
subject
 
to
 
regulatory
 
oversight
 
in
 
the
 
UK
 
and
 
overseas.
 
Further
 
information
 
on
supervision
 
by
 
the
 
financial
 
services
 
regulators
 
is
 
provided
 
under
 
Supervision
 
and
 
Regulation
 
in
 
the
 
Risk
 
review
 
section
 
on
 
pages
 
94
 
to
 
99.
 
Governance
Corporate
 
Governance
 
Statement
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
14
Changes
 
in
 
internal
 
control
 
over
 
financial
 
reporting
There
 
have
 
been
 
no
 
changes
 
in
 
the
 
Barclays
 
Bank
 
Group’s
 
internal
 
control
 
over
 
financial
 
reporting
 
that
 
occurred
 
during
 
the
 
period,
 
covered
 
by
this
 
report,
 
which
 
have
 
materially
 
affected
 
or
 
are
 
reasonably
 
likely
 
to
 
materially
 
affect
 
the
 
Barclays
 
Bank
 
Group’s
 
internal
 
control
 
over
 
financial
reporting.
Executive
 
Committee
During
 
2020,
 
the
 
Executive
 
Committee
 
membership
 
included
 
the
 
Chief
 
Executive
 
Officer,
 
Global
 
Heads
 
of
 
Markets
 
and
 
Banking
 
(the
 
Co-
Presidents
 
of
 
BBPLC),
 
Corporate
 
Banking
 
and
 
Consumer
 
Banking
 
&
 
Payments
 
along
 
with
 
their
 
functional
 
partners,
 
the
 
Chief
 
Financial
 
Officer,
Chief
 
Risk
 
Officer
 
and
 
other
 
functional
 
partners.
 
The
 
Executive
 
Committee
 
meets
 
monthly
 
and
 
is
 
chaired
 
by
 
the
 
Chief
 
Executive
 
Officer.
 
In
addition
 
to
 
the
 
day-to-day
 
management
 
of
 
the
 
Company,
 
the
 
Executive
 
Committee
 
supports
 
the
 
Chief
 
Executive
 
Officer
 
in
 
ensuring
 
that
 
the
values,
 
strategy
 
and
 
culture
 
align,
 
are
 
implemented
 
and
 
are
 
communicated
 
consistently
 
to
 
colleagues
 
 
for
 
example
 
through
 
regular
 
leadership
team
 
conferences,
and
 
communications
 
that
 
are
 
available
 
to
 
all
 
colleagues
.
Non-Executive
 
Directors
 
time
 
commitment
 
and
 
conflict
 
of
 
interest
Non-Executive
 
Directors,
 
including
 
the
 
Chairman,
 
are
 
informed
 
of
 
the
 
minimum
 
time
 
commitment
 
prior
 
to
 
their
 
appointment
 
and
 
they
 
are
required
 
to
 
devote
 
sufficient
 
time
 
to
 
the
 
Company
 
to
 
discharge
 
their
 
responsibilities
 
effectively.
The
 
time
 
commitments
 
of
 
Directors
 
are
 
considered
 
by
 
the
 
Board
 
on
 
appointment
 
and
 
are
 
reviewed
 
when
 
appropriate.
 
External
 
appointments
must
 
be
 
agreed
 
with
 
the
 
Chairman
 
and
 
disclosed
 
to
 
the
 
Board,
 
before
 
appointment,
 
with
 
an
 
indication
 
of
 
the
 
time
 
involved.
 
The
 
Board
 
is
satisfied
 
that
 
there
 
are
 
no
 
Directors
 
whose
 
time
 
commitment
 
is
 
considered
 
to
 
be
 
a
 
matter
 
for
 
concern.
In
 
accordance
 
with
 
the
 
Act
 
and
 
the
 
Articles,
 
the
 
Board
 
has
 
authority
 
to
 
authorise
 
conflicts
 
of
 
interest,
 
and
 
this
 
ensures
 
that
 
the
 
influence
 
of
 
third
parties
 
does
 
not
 
compromise
 
or
 
override
 
independent
 
judgement
 
of
 
the
 
Board.
 
The
 
Company
 
Secretary
 
maintains
 
a
 
conflicts
 
register,
 
which
 
is
 
a
record
 
of
 
actual
 
and
 
potential
 
conflicts,
 
together
 
with
 
any
 
Board
 
authorisation
 
of
 
the
 
conflict.
Training
 
and
 
induction
During
 
2020,
 
Directors
 
engaged
 
regularly
 
(albeit
 
virtually
 
for
 
the
 
majority
 
of
 
the
 
year)
 
with
 
senior
 
management,
 
as
 
well
 
as
 
attending
 
town
 
halls
and
 
senior
 
leadership
 
gatherings
 
(virtually).
In
 
addition,
 
Directors
 
are
 
regularly
 
provided
 
with
 
the
 
opportunity
 
to
 
take
 
part
 
in
 
ongoing
 
training
 
and
development
 
and
 
can
 
also
 
request
 
specific
 
training
 
they
 
may
 
consider
 
necessary
 
or
 
useful.
 
Opportunities
 
for
 
in-person
 
Director
 
training
 
were
more
 
limited
 
in
 
2020
 
as
 
a
 
result
 
of
 
social
 
distancing
 
and
 
as
 
the
 
Board
 
and
 
senior
 
management
 
focussed
 
on
 
the
 
response
 
to
 
the
 
COVID-19
pandemic.
 
However,
 
training
 
and
 
development
 
was
 
supported
 
through
 
Board
 
deep
 
dives.
 
The
 
Board
 
also
 
received
 
an
 
annual
 
briefing
 
on
regulatory
 
responsibilities
 
including
 
the
 
Senior
 
Mangers
 
Regime
 
and
 
on
 
Barclays’
 
conduct
 
and
 
financial
 
crime
 
policies
 
and
 
standards.
There
 
is
 
an
 
induction
 
programme
 
for
 
all
 
new
 
Directors
 
which
 
is
 
tailored
 
to
 
their
 
specific
 
experience
 
and
 
knowledge,
 
providing
 
access
 
to
 
all
 
parts
of
 
the
 
business,
 
to
 
support
 
Directors
 
in
 
understanding
 
the
 
nature
 
of
 
the
 
business
 
and
 
the
 
key
 
issues
 
the
 
Company
 
faces.
 
When
 
a
 
Director
 
joins
a
 
Board
 
Committee,
 
the
 
schedule
 
includes
 
an
 
induction
 
to
 
the
 
operation
 
of
 
that
 
Board
 
Committee.
Diversity
 
and
 
inclusion
The
 
Board
 
recognises
 
the
 
importance
 
of
 
ensuring
 
that
 
there
 
is
 
broad
 
diversity
 
among
 
the
 
Directors
 
inclusive
 
of,
 
but
 
not
 
limited
 
to,
 
gender,
ethnicity,
 
geography
 
and
 
business
 
experience.
 
In
 
addition,
 
the
 
Company
 
aims
 
to
 
ensure
 
that
 
employees
 
of
 
all
 
backgrounds
 
are
 
treated
 
equally
and
 
have
 
the
 
opportunity
 
to
 
be
 
successful.
 
The
 
Barclays
 
Group’s
 
Global
 
Diversity
 
and
 
Inclusion
 
(D&I)
 
strategy
 
sets
 
objectives,
 
initiatives
 
and
plans
 
across
 
five
 
core
 
pillars:
 
Gender,
 
LGBT+,
 
Disability,
 
Multicultural
 
and
 
Multigenerational,
 
in
 
support
 
of
 
that
 
ambition.
 
Further
 
information
 
on
the
 
Barclays
 
Group’s
 
Board
 
Diversity
 
Policy,
 
as
 
adopted
 
by
 
the
 
Board,
 
and
 
D&I
 
strategy
 
can
 
be
 
found
 
on
 
page
 
84
 
of
 
the
 
Barclays
 
PLC
 
Annual
Report
 
2020
available
 
at
 
home.barclays/annualreport.
 
 
 
 
Governance
 
Directors’
 
report
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
15
The
 
Directors
 
present
 
their
 
report
 
together
 
with
 
the
 
audited
 
accounts
 
for
 
the
 
Company
 
for
 
the
 
year
 
ended
 
31
 
December
 
2020.
Other
 
information
 
that
 
is
 
relevant
 
to
 
the
 
Directors’
 
Report,
 
and
 
which
 
is
 
incorporated
 
by
 
reference
 
into
 
this
 
report,
 
can
 
be
 
located
 
at:
 
 
Pages
Corporate
 
Governance
 
Report
3
Risk
 
Management
24
Principal
 
Risks
39
Disclosures
 
required
 
pursuant
 
to
 
Large
 
and
 
Medium-sized
 
Companies
 
and
 
Groups
 
(Accounts
 
and
 
Reports)
 
Regulations
2008
 
as
 
updated
 
by
 
the
 
2018
 
Regulations
 
can
 
be
 
found
 
on
 
the
 
following
 
pages:
Engagement
 
with
 
employees
 
(Sch.7
 
Para
 
11
 
and
 
11A
 
Regs
 
2008/2018
 
and
 
S172(1)
 
Statement)
19
Policy
 
concerning
 
the
 
employment
 
of
 
disabled
 
persons
 
(Sch.7
 
Para
 
10
 
Regs
 
2008)
20
Financial
 
Instruments
 
(Sch.7
 
Para
 
6
 
Regs
 
2008
 
)
130
Hedge
 
accounting
 
policy
 
(Sch.7
 
Para
 
6
 
Regs
 
2008
 
)
131
Profits
 
and
 
dividends
The
 
results
 
of
 
the
 
Barclays
 
Bank
 
Group
 
show
statutory
 
profit
 
after
 
tax
 
of
 
£2,451m
 
(2019:
 
£2,780m).
 
The
 
Barclays
 
Bank
 
Group
 
had
 
net
 
assets
 
of
£53,710m
 
at
 
31
 
December
 
2020
 
(2019:
 
£50,615m).
 
Barclays
 
PLC
 
will
 
pay
 
a
 
full
 
year
 
dividend
 
in
 
respect
 
of
 
2020
 
of
 
1p
 
(2019:
 
nil)
 
per
 
ordinary
 
share
 
on
1
 
April
2021
 
to
 
shareholders
 
on
 
the
 
share
register
 
on
26
February
 
2021.
 
The
 
Company
 
will
 
pay
 
a
 
£174m
 
dividend
 
to
 
Barclays
 
PLC
 
in
 
order
 
to
 
fund
 
Barclays
 
PLC’s
 
external
 
dividend
payment.
 
In
 
addition,
 
the
 
Company
 
will
 
pay
 
a
 
£520m
 
dividend
 
to
 
Barclays
 
PLC
 
in
 
order
 
to
 
partially
 
fund
 
a
 
share
 
buy-back.
 
Further
 
details
 
on
total
 
dividends
 
on
 
ordinary
 
shares
 
paid
 
in
 
2020
 
are
 
set
 
out
 
in
 
Note
 
10
to
 
the
 
financial
 
statements.
 
Dividends
 
paid
 
on
 
preference
 
shares
 
for
 
the
year
 
ended
 
31
 
December
 
2020
 
amounted
 
to
 
£42m
 
(2019:
 
£41m).
Share
 
Capital
There
 
was
 
no
 
increase
 
in
 
ordinary
 
share
 
capital
 
during
 
the
 
year.
 
Barclays
 
PLC
 
owns
 
100%
 
of
 
the
 
issued
 
ordinary
 
shares.
 
There
 
are
 
no
restrictions
 
on
 
the
 
transfer
 
of
 
ordinary
 
shares
 
or
 
agreements
 
between
 
holders
 
of
 
ordinary
 
shares
 
known
 
to
 
the
 
Company
 
which
 
may
 
result
 
in
restrictions
 
on
 
the
 
transfer
 
of
 
securities
 
or
 
voting
 
rights.
 
Further
 
information
 
on
 
the
 
Company’s
 
share
 
capital,
 
including
 
preference
 
shares
 
can
 
be
found
 
in
 
Note
 
27
of
 
the
 
financial
 
statements.
Powers
 
of
 
Directors
 
to
 
issue
 
or
 
buy
 
back
 
the
 
Company’s
 
shares
The
 
powers
 
of
 
the
 
Directors
 
are
 
determined
 
by
 
the
 
Act
 
and
 
the
 
Articles.
 
No
 
shares
 
were
 
issued
 
or
 
bought
 
back
 
in
 
2020.
 
The
 
Directors
 
are
authorised
 
to
 
issue
 
and
 
allot
 
shares
 
and
 
to
 
buy
 
back
 
shares
 
subject
 
to
 
annual
 
shareholder
 
approval
 
at
 
the
 
AGM.
 
Such
 
authorities
 
were
 
granted
 
by
shareholders
 
at
 
the
 
2020
 
AGM.
 
It
 
will
 
be
 
proposed
 
at
 
the
 
2021
 
AGM
 
that
 
the
 
Directors
 
be
 
granted
 
new
 
authorities
 
to
 
allot
 
and
 
buy-back
 
shares.
Repurchase
 
of
 
preference
 
shares
No
 
preference
 
shares
 
were
 
redeemed
 
by
 
the
 
Company
 
during
 
2020.
 
 
 
Governance
 
Directors’
 
report
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
16
Directors
The
 
list
 
of
 
current
 
Directors
 
of
 
the
 
Company
 
can
 
be
 
found
 
in
 
the
 
Corporate
 
Governance
 
Statement.
 
Changes
 
to
 
Directors
 
during
 
the
 
year
 
and
 
up
to
 
the
 
date
 
of
 
signing
 
this
 
report
 
are
 
set
 
out
 
below.
Name
Role
Effective
 
date
 
of
 
appointment/resignation
Mohamed
 
El
 
Erian
Non-Executive
 
Director
Appointed
 
1
 
January
 
2020
Tushar
 
Morzaria*
Executive
 
Director
Appointed
 
7
 
February
 
2020
Matthew
 
Lester
Non-Executive
 
Director
Resigned
 
1
 
January
 
2020
Mary
 
Anne
 
Citrino
Non-Executive
 
Director
Resigned
 
30
 
September
 
2020
*Tushar
 
Morzaria
 
was
 
appointed
 
as
 
an
 
Executive
 
Director,
 
pending
 
regulatory
 
approval,
 
on
 
25
 
September
 
2019.
 
Regulatory
 
approval
 
was
 
given
 
on
 
7
 
February
 
2020,
 
the
 
date
 
on
which
 
his
 
formal
 
appointment
 
became
 
effective.
Directors’
 
indemnities
Qualifying
 
third
 
party
 
indemnity
 
provisions
 
(as
 
defined
 
by
 
section
 
234
 
of
 
the
 
Act)
 
were
 
in
 
force
 
during
 
the
 
course
 
of
 
the
 
financial
 
year
 
ended
 
31
December
 
2020
 
for
 
the
 
benefit
 
of
 
the
 
then
 
Directors
 
and,
 
at
 
the
 
date
 
of
 
this
 
report,
 
are
 
in
 
force
 
for
 
the
 
benefit
 
of
 
the
 
Directors
 
in
 
relation
 
to
certain
 
losses
 
and
 
liabilities
 
which
 
they
 
may
 
incur
 
(or
 
have
 
incurred)
 
in
 
connection
 
with
 
their
 
duties,
 
powers
 
or
 
office.
 
In
 
addition,
 
the
 
Company
maintains
 
Directors’
 
&
 
Off
 
icers’
 
Liability
 
Insurance
 
which
 
gives
 
appropriate
 
cover
 
for
 
legal
 
action
 
brought
 
against
 
its
 
Directors.
Qualifying
 
pension
 
scheme
 
indemnity
 
provisions
 
(as
 
defined
 
by
 
section
 
235
 
of
 
the
 
Act)
 
were
 
in
 
force
 
during
 
the
 
course
 
of
 
the
 
financial
 
year
ended
 
31
 
December
 
2020
 
for
 
the
 
benefit
 
of
 
the
 
then
 
directors;
 
and
 
at
 
the
 
date
 
of
 
this
 
report
 
are
 
in
 
force
 
for
 
the
 
benefit
 
of
 
directors
 
of
 
Barclays
Pension
 
Funds
 
Trustees
 
Limited
 
as
 
trustee
 
of
 
the
 
Barclays
 
Bank
 
UK
 
Retirement
 
Fund,
 
Barclays
 
Capital
 
International
 
Pension
 
Scheme
 
(No.1)
and
 
Barclays
 
PLC
 
Funded
 
Unapproved
 
Retirement
 
Benefits
 
Scheme.
 
The
 
directors
 
of
 
the
 
trustee
 
are
 
indemnified
 
against
 
liability
 
incurred
 
in
connection
 
with
 
the
 
trustee’s
 
activities
 
in
 
relation
 
to
 
the
 
aforementioned
 
schemes.
Political
 
donations
The
 
Barclays
 
Bank
 
Group
 
did
 
not
 
give
 
any
 
money
 
for
 
political
 
purposes
 
in
 
the
 
UK,
 
the
 
EU
 
or
 
outside
 
the
 
EU,
 
nor
 
did
 
it
 
make
 
any
political
 
donations
 
to
 
political
 
parties
 
or
 
other
 
political
 
organisations
 
or
 
to
 
any
 
independent
 
election
 
candidates,
 
or
 
incur
 
any
 
political
 
expenditure
during
 
the
 
year.
 
Details
 
of
 
any
 
political
 
contributions
 
made
 
by
 
the
 
wider
 
Barclays
 
Group
 
can
 
be
 
found
 
in
 
the
 
Barclays
 
PLC
 
Annual
 
Report
 
2020
available
 
at
 
home.barclays/annualreport.
Environment
 
The
 
Barclays
 
Group
 
focuses
 
on
 
addressing
 
environmental
 
issues
 
where
 
it
 
felt
 
that
 
there
 
is
 
the
 
greatest
 
potential
 
to
 
make
 
a
 
difference.
 
As
 
the
global
 
effort
 
to
 
tackle
 
climate
 
change
 
grows,
 
the
 
Barclays
 
Group
 
is
 
moving
 
rapidly
 
to
 
take
 
a
 
leading
 
role
 
in
 
contributing
 
to
 
the
 
transition
 
to
 
a
 
low
carbon
 
economy.
 
In
 
March
 
2020,
 
Barclays
 
Group
 
set
 
out
 
its
 
ambition
 
to
 
be
 
a
 
net
 
zero
 
bank
 
by
 
2050.
 
In
 
November
 
2020,
 
on
 
its
 
way
 
to
 
achieving
that
 
ambition,
 
Barclays
 
Group
 
set
 
out
 
the
 
methodology
 
and
 
targets
 
that
 
begin
 
to
 
align
 
the
 
emissions
 
Barclays
 
finances
 
with
 
the
 
Paris
 
Climate
Agreement.
 
More
 
information
 
is
 
set
 
out
 
in
 
the
 
Barclays
 
Group
 
Environmental
 
Social
 
Governance
 
Report,
 
published
 
alongside
 
the
 
Barclays
 
PLC
Annual
 
Report
 
2020
 
available
 
at
 
home.barclays/annualreport.
Barclays
 
Group
 
focusses
 
on
 
managing
 
its
 
own
 
carbon
 
footprint
 
and
 
reducing
 
its
 
absolute
 
carbon
 
emissions,
 
developing
 
products
 
and
 
services
 
to
help
 
enable
 
the
 
transition
 
to
 
a
 
low-carbon
 
economy
 
and
 
managing
 
the
 
risks
 
of
 
climate
 
change
 
to
 
its
 
operations,
 
clients,
 
customers
 
and
 
society
 
at
large.
 
Barclays
 
Group
 
invests
 
in
 
improving
 
the
 
energy
 
efficiency
 
of
 
its
 
operations
 
and
 
offsets
 
the
 
emissions
 
remaining
 
through
 
the
 
purchase
 
of
 
carbon
credits.
 
Barclays
 
Group
 
also
 
has
 
a
 
long-standing
 
commitment
 
to
 
managing
 
the
 
environmental
 
and
 
social
 
risks
 
associated
 
with
 
its
 
lending
practices,
 
which
 
is
 
embedded
 
into
 
its
 
risk
 
management
 
processes.
 
A
 
governance
 
structure
 
is
 
in
 
place
 
to
 
facilitate
 
clear
 
dialogue
 
across
 
the
business
 
and
 
with
 
suppliers
 
around
 
issues
 
of
 
potential
 
environmental
 
and
 
social
 
risk.
 
For
 
more
 
information
 
about
 
how
 
Barclays
 
Group’s
 
is
helping
 
to
 
tackle
 
climate
 
change
 
please
 
see
 
the
 
Barclays
 
PLC
 
Annual
 
Report
 
2020
 
available
 
at
 
home.barclays/annualreport.
Disclosure
 
of
 
global
 
greenhouse
 
gas
 
emissions
 
is
 
done
 
at
 
a
 
Barclays
 
Group
 
level
 
with
 
information
 
available
 
in
 
the
 
Barclays
 
PLC
 
Annual
 
Report
2020
 
available
 
at
 
home.barclays/annualreport
 
with
 
fuller
 
disclosure
 
available
 
on
 
the
 
Barclays
 
Group
 
website
 
at
 
home.barclays.com/esg.
Engagement
 
with
 
customers,
 
suppliers
 
and
 
others
 
in
 
a
 
business
 
relationship
 
with
 
the
 
Company
Our
 
engagement
 
with
 
suppliers
 
is
 
important.
 
The
 
Directors
 
have
 
regard,
 
via
 
management
 
oversight,
 
to
 
the
 
need
 
to
 
foster
 
business
 
relationships
with
 
suppliers
 
and,
 
as
 
such,
 
engage
 
with
 
them
 
to
 
ensure
 
adherence
 
to
 
the
 
Barclays’
 
Supplier
 
Code
 
of
 
Conduct
 
and
 
Supply
 
Control
 
obligations
which
 
cover
 
our
 
expectations
 
of
 
suppliers.
 
Adherence
 
is
 
confirmed
 
through
 
pre-contract
 
attestation.
 
Further,
 
Barclays
 
is
 
a
 
signatory
 
to
 
the
Prompt
 
Payment
 
Code
 
in
 
the
 
UK,
 
committing
 
to
 
pay
 
our
 
suppliers
 
within
 
clearly
 
defined
 
terms.
For
 
further
 
information
 
on
 
managing
 
our
 
supply
 
chain,
 
please
 
see
 
our
 
ESG
 
Report
 
at
home.barclays/esg
.
Branches
 
and
 
Country-by-Country
 
reporting
The
 
Barclays
 
Bank
 
Group
 
operates
 
through
 
branches,
 
offices
 
and
 
subsidiaries
 
in
 
the
 
UK
 
and
 
overseas.
 
Those
 
branches
 
are
 
in
 
a
 
number
 
of
different
 
jurisdictions
 
including
 
in
 
Hong
 
Kong,
 
Singapore
 
and
 
New
 
York.
The
 
Company
 
is
 
exempt
 
from
 
publishing
 
information
 
required
 
by
 
The
 
Capital
 
Requirements
 
(Country-by-Country
 
Reporting)
 
Regulations
 
2013
as
 
this
 
information
 
is
 
published
 
by
 
its
 
parent
 
Barclays
 
PLC.
 
This
 
information
 
is
 
available
 
on
 
the
 
Barclays
 
website;
 
hone.barclays/annualreport.
Research
 
and
 
development
 
In
 
the
 
ordinary
 
course
 
of
 
business,
 
the
 
Barclays
 
Bank
 
Group
 
develops
 
new
 
products
 
and
 
services
 
in
 
each
 
of
 
its
 
business
 
divisions.
 
 
Governance
 
Directors’
 
report
Barclays
 
Bank
 
PLC
 
2020
 
Annual
 
Report
 
on
 
Form
 
20
 
-F
 
17
Change
 
of
 
control
There
 
are
 
no
 
significant
 
agreements
 
to
 
which
 
the
 
Company
 
is
 
a
 
party
 
that
 
are
 
affected
 
by
 
a
 
change
 
of
 
control
 
of
 
the
 
Company
 
following
 
a
takeover
 
bid.
 
There
 
are
 
no
 
agreements
 
between
 
the
 
Company
 
and
 
its
 
Directors
 
or
 
employees
 
providing
 
for
 
compensation
 
for
 
loss
 
of
 
office
 
or
employment
 
that
 
occurs
 
because
 
of
 
a
 
takeover
 
bid.
The
 
Auditors
The
 
BPLC
 
Audit
 
Committee
 
reviews
 
the
 
appointment
 
of
 
the
 
external
 
auditors,
 
as
 
well
 
as
 
their
 
relationship
 
with
 
the
 
Barclays
Group,
 
including
monitoring
 
the
 
Barclays
 
Group’s
 
use
 
of
 
the
 
external
 
auditors
 
for
 
non-audit
 
services
 
and
 
the
 
balance
 
of
 
audit
 
and
 
non-audit
 
fees
 
paid
 
to
 
them.
The
 
BBPLC
 
Audit
 
Committee
 
also
 
monitors
 
the
 
use
 
of
 
the
 
external
 
auditors
 
for
 
non-audit
 
services
 
within
 
BBPLC.
 
More
 
details
 
on
 
this
 
can
 
be
found
 
in
 
Note
 
39
to
 
the
 
financial
 
statements.
An
 
external
 
audit
 
tender
 
was
 
conducted
 
in
 
2015
 
and
 
the
 
decision
 
was
 
made
 
to
 
appoint
 
KPMG
 
as
 
Barclays
 
Group’s
 
external
 
auditor
 
with
 
effect
from
 
the
 
2017
 
financial
 
year,
 
with
 
PwC
 
resigning
 
as
 
Barclays
 
Group’s
 
statutory
 
auditor
 
at
 
the
 
conclusion
 
of
 
the
 
2016
 
audit.
The
 
Company
 
is
 
in
 
compliance
 
with
 
the
 
requirements
 
of
 
The
 
Statutory
 
Audit
 
Services
 
for
 
Large
 
Companies
 
Market
 
Investigation
 
(Mandatory
Use
 
of
 
Competitive
 
Tender
 
Processes
 
and
 
Audit
 
Committee
 
Responsibilities)
 
Order
 
2014,
 
which
 
relates
 
to
 
the
 
frequency
 
and
 
governance
 
of
tenders
 
for
 
the
 
appointment
 
of
 
the
 
external
 
auditor
 
and
 
the
 
setting
 
of
 
a
 
policy
 
on
 
the
 
provision
 
of
 
non-audit
 
services.
Provided
 
that
 
KPMG
 
continue
 
to
 
maintain
 
its
 
independence
 
and
 
objectivity,
 
and
 
the
 
BPLC
 
Audit
 
Committee
 
remains
 
satisfied
 
with
 
its
performance,
 
the
 
Barclays
 
Group
 
has
 
no
 
intention
 
of
 
appointing
 
an
 
alternative
 
external
 
auditor
 
before
 
the
 
end
 
of
 
the
 
current
 
required
 
period
 
of
10
 
years.
Non-audit
 
services
In
 
order
 
to
 
safeguard
 
the
 
auditor’s
 
independence
 
and
 
objectivity,
 
the
 
Barclays
 
Group
 
has
 
in
 
place
 
a
 
policy
 
setting
 
out
 
the
 
circumstances
 
in
 
which
the
 
auditor
 
may
 
be
 
engaged
 
to
 
provide
 
services
 
other
 
than
 
those
 
covered
 
by
 
the
 
Barclays
 
Group
 
audit.
 
The
 
Barclays
 
Group
 
Policy
 
on
 
the
Provision
 
of
 
Services
 
by
 
the
 
Group
 
Statutory
 
Auditor
 
(the
 
Policy)
 
applies
 
to
 
all
 
Barclays’
 
subsidiaries
 
and
 
other
 
material
 
entities
 
over
 
which
Barclays
 
has
 
significant
 
influence.
 
The
 
core
 
principle
 
of
 
the
 
Policy
 
is
 
that
 
non-audit
 
services
 
(other
 
than
 
those
 
legally
 
required
 
to
 
be
 
carried
 
out
by
 
the
 
Barclays
 
Group’s
 
auditor)
 
should
 
be
 
performed
 
by
 
the
 
auditor
 
only
 
in
 
certain
 
controlled
 
circumstances.
 
The
 
Policy
 
sets
 
out
 
those
 
types
 
of
services
 
that
 
are
 
strictly
 
permitted.
Under
 
the
 
Policy,
 
except
 
for
 
specific
 
categories
 
of
 
‘permitted’
 
services
 
that
 
require
 
explicit
 
Committee
 
approval,
 
the
 
BPLC
 
audit
 
committee
 
has
pre-approved
 
all
 
permitted
 
services
 
for
 
which
 
fees
 
are
 
less
 
than
 
£100,000.
 
All
 
requests
 
to
 
engage
 
the
 
auditor
 
are
 
assessed
 
by
 
independent
management
 
before
 
work
 
can
 
commence.
 
Requests
 
for
 
permitted
 
service
 
types
 
in
 
respect
 
of
 
which
 
the
 
fees
 
are
 
expected
 
to
 
meet
 
or
 
exceed
 
the
above
 
threshold
 
must
 
be
 
approved
 
by
 
the
 
Chairman
 
of
 
the
 
BPLC
 
audit
 
committee
 
before
 
work
 
is
 
permitted
 
to
 
begin.
 
Services
 
where
 
the
 
fees
 
are
expected
 
to
 
be
 
£250,000
 
or
 
higher
 
must
 
be
 
approved
 
by
 
the
 
BPLC
 
Audit
 
Committee
 
as
 
a
 
whole.
 
All
 
expenses
 
and
 
disbursements
 
must
 
be
included
 
in
 
the
 
fees
 
calculation.
 
More
 
information
 
on
 
this
 
can
 
be
 
found
 
in
 
the
 
Barclays
 
PLC
 
Annual
 
Report
 
2020
 
available
 
at
home.barclays/annualreport.
The
 
fees
 
payable
 
to
 
KPMG
 
for
 
the
 
year
 
ended
 
31
 
December
 
2020
 
amounted
 
to
 
£38m
 
(2019:£35m),
 
of
 
which
 
£8m
(2019:£7m)
 
was
 
payable
 
in
respect
 
of
 
non-audit
 
services.
 
A
 
breakdown
 
of
 
the
 
fees
 
payable
 
to
 
the
 
auditor
 
for
 
statutory
 
audit
 
and
 
non-audit
 
work
 
can
 <