Barclays 2005 Annual Report Download - page 38

Barclays PLC
Annual Report 2005
36
Corporate governance
Barclays report on remuneration
Non-executive Directors
The Board determines the fees of non-executive Directors and the fees
are reviewed annually. The fee structure is shown below.
Base fee £55,000
Chairman of Board Audit Committee £40,000
Chairman of Board Risk Committee £25,000
Members of the Board Audit Committee £20,000
Members of the following Board Committees:
Risk, HR and Remuneration and
Corporate Governance and Nominations £15,000
As Deputy Chairman, Sir Nigel Rudd receives £200,000, without any
additional fee for chairing the Board HR and Remuneration Committee.
Similarly, as Chairman, Matthew W Barrett receives a salary of
£650,000, without any additional fee for chairing the Board Corporate
Governance and Nominations Committee. Sir Richard Broadbent
receives an additional £25,000 in respect of his role as Senior
Independent Director.
The Board’s policy is that fees should reflect individual responsibilities
and membership of Board Committees. Barclays encourages its non-
executive Directors to build up a holding in the Company’s shares.
£20,000 of each Director’s basic fee of £55,000 is used to buy shares
in the Company. These shares, together with reinvested dividends, are
retained on behalf of the non-executive Directors until they retire from
the Board. They are included in the table of Directors’ interests in
ordinary shares of Barclays PLC on page 44. Non-executive Directors
do not receive awards in share schemes for employees, nor do they
accrue pension benefits from Barclays for their non-executive services.
Non-executive Directors do not have service contracts but each has a
letter of appointment. For each non-executive Director, the effective
date of their appointment, notice period and the Group’s liability in the
event of early termination are shown in the following table.
Effective Group
date of liability in the
Non-executive letter of Notice event of early
Directors appointment period termination
Sir David Arculus 1st Feb 1997 6 months 6 months’
fees
Sir Richard Broadbent 1st Sep 2003 " "
Leigh Clifford 1st Oct 2004 " "
Dr Danie Cronjé 1st Sep 2005 " "
Professor Dame
Sandra Dawson 1st Mar 2003 " "
Sir Andrew Likierman 1st Sep 2004 " "
Sir Nigel Rudd 1st Feb 1996 " "
Stephen Russell 25th Oct 2000 " "
Robert Steel 1st Jun 2005 " "
John Sunderland 1st Jun 2005 " "
Former Director
Dr Jürgen Zech 30th Jul 2002 – –
Each appointment is for an initial six-year term, renewable for a single
term of three years thereafter, with the exception of Sir Nigel Rudd,
whose appointment as Deputy Chairman is reviewed annually.
Details of non-executive Directors standing for re-election at the
2006 AGM are set out on page 21.
Future Policy
The Committee will keep the existing remuneration arrangements, as
detailed in this Report, under review during 2006 and ensure that
Barclays programmes remain competitive and provide appropriate
incentive for performance. As usual, there will be individual reviews of
base salary, annual bonus (including ESAS) and awards under the long-
term incentive plans.
Audited Information
As required by Part 3 of Schedule 7A of the Companies Act 1985, the
Group’s auditors, PricewaterhouseCoopers LLP, have audited the
information contained on pages 37 to 43.