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260 Barclays PLC Annual Report 2009 www.barclays.com/annualreport09
Notes to the accounts
For the year ended 31st December 2009
continued
42 Related party transactions and Directors’ remuneration continued
Advances and credit to Directors and guarantees on behalf of Directors
In accordance with Section 413 of the Companies Act 2006 and in relation to those who served as Directors of the Company at any time in the financial year,
the total amount of advances and credits at 31st December 2009 was £1.8m (2008: £0.8m). The total amount of guarantees on behalf of Directors at
31st December 2009 was £nil (2008: £nil).
c) US disclosures
For US disclosure purposes, the aggregate emoluments of all Directors and Officers of Barclays PLC who held office during the year (2009: 28 persons,
2008: 24 persons, 2007: 22 persons) for the year ended 31st December 2009 amounted to £29.8m (2008: £26.8m, 2007: £64.6m). In addition, the
aggregate amount set aside for the year ended 31st December 2009, to provide pension benefits for the Directors and Officers amounted to £0.7m
(2008: £0.9m, 2007: £1.1m). The aggregate emoluments of all Directors and Officers of Barclays Bank PLC who held office during the year (2009: 29 persons,
2008: 25 persons, 2007: 23 persons) for the year ended 31st December 2009 amounted to £30.1m (2008: £26.9m and 2007: £64.9m). In addition, the
aggregate amount set aside by the Bank and its subsidiaries for the year ended 31st December 2009, to provide pension benefits for the Directors and
Officers amounted to £0.7m (2008: £0.9m, 2007: £1.1m).
43 Events after the balance sheet date
On 1st January 2010, the Group acquired 100% ownership of Standard Life Bank Plc for a consideration of £227m in cash. The assets acquired include
a savings book of approximately £5.8bn, and a mortgage book with outstanding balances of approximately £7.5bn.
As announced on 3rd November 2009, the Group has made changes to its business structure, which will be reflected in the Group’s external financial
reporting for periods commencing 1st January 2010. The segmental information presented in Note 53 represents the business segments and other
operations used for management and reporting purposes during the year ended 31st December 2009.
On 17th February 2010, 626.8 million of the 758.4 million warrants held by PCP Gulf Invest 3 Limited (a subsidiary of Nexus Capital Investing Limited)
were exercised for an aggregate exercise price of approximately £1,240m. As a result 626.8 million new ordinary shares were issued representing a 5.2%
ownership in the Group’s enlarged share capital.
44 Share-based payments
The Group operates share schemes for employees throughout the world. The main current schemes are:
Sharesave
Eligible employees in the UK, Spain and Ireland may participate in the Barclays Sharesave scheme. Under this scheme, employees may enter into contracts
to save up to £250 per month (Ireland: ¤500, Spain: ¤135) and, at the expiry of a fixed term of three, five or seven years (Spain: three years), have the option
to use these savings to acquire shares in the Company at a discount, calculated in accordance with the rules of the scheme. The discount is currently 20%
of the market price at the date the options are granted. Participants in the scheme have six months from the date of vest in which the option can be
exercised.
UK Sharepurchase
UK Sharepurchase was introduced in January 2002. It is an HM Revenue & Customs approved all-employee share plan. The plan is open to all eligible UK
employees, including executive Directors. Under the plan, participants are able to purchase up to £1,500 worth of Barclays PLC ordinary shares per tax year,
which, if kept in trust for five years, can be withdrawn from the plan tax-free. Matching shares were introduced to the scheme during 2005 where the
purchase of Barclays shares by the participant are matched equally by the Company up to a value of £600 per tax year. Any shares in the plan will earn
dividends in the form of additional shares, which must normally be held by the trustee for three years before being eligible for release.
Global Sharepurchase
Global Sharepurchase was introduced in August 2009. The plan is open to all eligible employees in countries outside the UK, including executive Directors.
In 2009, the plan was launched in Germany, Hong Kong, Japan, Singapore and Switzerland. Under the plan, participants are able to purchase up to £1,500
worth of Barclays PLC ordinary shares per calendar year, from post-tax salary. The purchase of Barclays shares by the participant is matched by the
Company on a one-for-one basis up to a value of £600 per calendar year. Matching Shares are forfeited if the participant chooses to sell shares purchased
from their post-tax salary before the third anniversary of purchase. Any shares in the plan will earn dividends in the form of additional shares, which must
normally be held by the trustee for three years before being eligible for release.
Executive Share Award Scheme (ESAS)
For certain employees of the Group an element of their annual bonus is in the form of a deferred award of a provisional allocation of Barclays PLC shares
under ESAS. The total value of the bonus made to the employee of which ESAS is an element is dependent upon the business unit, Group and individual
employee performance. The ESAS element of the annual bonus must normally be held for at least three years. Additional bonus shares are subsequently
awarded to recipients of the provisional allocation and vest upon achieving continued service for three and five years from the date of award. ESAS awards
are also made to eligible employees for recruitment purposes. All awards are subject to potential forfeit if the individual resigns and commences work with
a competitor business.
Performance Share Plan (PSP)
The Performance Share Plan (PSP) was approved by shareholders at the 2005 AGM to replace the ISOP scheme. Performance shares are ‘free’ Barclays
shares for which no exercise price is payable and which qualify for dividends. Performance share awards are communicated to participants as an initial
allocation. Barclays performance over a three-year period determines the final number of shares that may be released to participants.
Incentive Share Plan (Incentive Shares)
The Incentive Share Plan (Incentive Shares) was introduced in March 2008. Incentive Shares are granted to participants in the form of a provisional
allocation of Barclays shares which vest upon achieving continued service after three years. Participants do not pay to receive an award or to receive
a release of shares. Incentive Shares qualify for dividends.