Barclays 2011 Annual Report Download - page 64

Remuneration report continued
Shareholding guideline
The Committee’s shareholding guideline provides that executive Directors
should hold Barclays shares worth, as a minimum, the higher of two times
salary and the average of total remuneration over the last three years.
Executive Directors have five years from appointment to meet this
guideline and a reasonable period to build up to the guideline again if it is
not met because of a share price fall. The executive Directors’ interests in
Barclays shares are set out in Table 13.
Service contracts
Barclays has service contracts with its executive Directors which do not have a
fixed term but provide for a notice period of 12 months. The contracts allow
for termination with contractual notice from Barclays or, in the alternative,
termination by way of payment in lieu of notice (in phased instalments) which
are subject to contractual mitigation. In the event of termination for gross
misconduct, neither notice nor a payment in lieu of notice will be given.
The Committee’s approach when considering payments in the event of
termination is to take account of the individual circumstances including the
reason for termination, contractual obligations and cash, share and long term
incentive plan and pension plan rules. The Committee does not intend to
include automatic contractual bonus payments upon termination in relation
to executive Director appointments going forward. Automatic contractual
bonus payments upon termination are not included in Bob Diamond’s
contract. Details of the contract terms are shown in Table 14.
Table 13: Interests in Barclays PLC shares
Number of shares at
1 January 2011
Number of shares at
31 December 2011
Beneficial
Non-
beneficial Beneficial
Non-
beneficial
Bob Diamond 10,292,671 – 13,197,895 –
Chris Lucas 188,476 – 297,467 –
Note to Table 13: Beneficial interests include shares held either directly or through a nominee, spouse, or children under 18. They include any interests held through Sharepurchase.
Non-beneficial interests include any interests in shares where an executive Director holds the legal, but not beneficial interest. There were no changes in the beneficial and non-beneficial
interests in the period from 31 December 2011 to 2 March 2012.
Table 14: Contract terms
Effective date
Notice period
from the Company Potential compensation for loss of office
Bob Diamond 1 January 2011 12 months 12 months salary and continuation of medical and pension benefits whilst an employee.
No automatic contractual entitlement to bonus on termination
Chris Lucas 1 April 2007 12 months 12 months salary, bonus equivalent to the average of the previous three years bonuses (up
to 100% of salary) and continuation of medical and pension benefits whilst an employee
Code Staff aggregate remuneration
Code Staff are the members of the Barclays PLC Board and Barclays employees whose professional activities could have a material impact on the Group’s
risk profile. A total of 238 individuals were Code Staff in 2011.
Table 15: Code Staff aggregate 2011 remuneration by business (£m)
Barclays Capital Barclays Corporate Barclays Wealth Retail & Business Banking Absa Group Functions
214 18 30 46 6 43
Table 16: Code Staff aggregate 2011 remuneration by remuneration type (£m)
Senior management Other Code Staff
Salary 10 50
Current year cash bonus 012
Current year share bonus 022
Deferred cash bonus 10 93
Deferred share bonus 16 97
Total 36 274
Long term incentive award (outcome contingent on future performance) 15 32
Table 17: Code Staff deferred remuneration (£m)
Senior management Other Code Staff
Deferred unvested remuneration outstanding at 31 December 2010 135 471
Impact of Code Staff leaving during 2010 or joining in 2011 (3) (29)
Deferred unvested remuneration outstanding at 1 January 2011 132 442
Deferred remuneration awarded in 2011 57 349
Deferred remuneration reduced in 2011 through performance adjustments (37) (144)
Deferred remuneration vested in 2011 (23) (69)
Deferred unvested remuneration outstanding at 31 December 2011 129 578
Table 18: Code Staff joining and severance payments (£m)
Senior management Other Code Staff
Total sign-on awards (one individual – £0.1m (Other Code Staff)) 00
Total buy-out awards (eight individuals) 33
Total severance awards (eight individuals) 05
Note to Tables 16 to 18: "Senior management" means members of the Barclays PLC Board and senior managers as defined in the FSA’s Remuneration Code. Highest individual severance
payment was £1.8m.
Note to Table 17: There was no deferred vested remuneration outstanding at the end of the year. Code Staff are subject to a minimum shareholding guideline.
62 Barclays PLC Annual Report 2011 www.barclays.com/annualreport