Barclays 2010 Annual Report Download - page 154

Board Attendance
Independent
Scheduled
Meetings
eligible to
attend
Scheduled
Meetings
attended
Additional
Meetings
eligible to
attend
Additional
meetings
attended
Group Chairman
Marcus Agius OA8833
Executive Directors
Robert E DiamondaED 8 8 3 2
Chris LucasaED 8 8 3 2
John Varleya (to 31st December 2010) ED 8 8 3 2
Non-executive Directors
David Booth I8832
Sir Richard Broadbent I8733
Alison Carnwath (from 1st August 2010) I4322
Leigh Clifford (to 30th September 2010) I6421
Fulvio Conti I8732
Simon Fraser I8833
Reuben Jeffery I8833
Sir Andrew Likierman I8833
Dambisa Moyo (from 1st May 2010) I5521
Sir Michael Rake I8833
Sir John Sunderland I8833
Secretary
Lawrence Dickinson
Key
OA on appointment
ED executive Director
I independent non-executive Director
Note
a Although eligible to attend, the executive Directors did not attend the additional meeting
held to consider and approve the appointment of a new Chief Executive.
Corporate governance
Corporate governance report continued
The Board usually meets eight times each year, but we meet more
frequently should we need to. During 2010, three additional meetings were
held, which were arranged at short notice. Directors are expected to attend
all meetings unless circumstances prevent them from doing so, such as
illness or prior commitments. Each Director makes every effort to attend
each meeting, whether it is in person, by telephone or by video conference.
I can confirm that each Director committed an appropriate amount of time
to their Barclays duties in 2010. Details of Board meeting attendance in
2010 can be found in the table below.
Group Chairman
My role as Group Chairman is to provide leadership to the Board, ensuring
that it satisfies its legal and regulatory responsibilities. I set the annual
Board agenda in advance in consultation with the Chief Executive and
Company Secretary, ensuring that adequate time is available for discussion
of all agenda items, including strategy. This forward agenda is a living
document that is updated periodically to take account of changing
priorities and internal and external developments. After each Board
meeting, I meet with the Company Secretary to discuss how the meeting
went and to agree any follow up actions or changes required to the Board’s
conduct and forward agenda.
I hold meetings with the non-executive Directors before each of the eight
scheduled Board meetings, providing them with an opportunity to discuss
any specific issues they would like to raise about the business of the
meeting. This enables me to ensure that any particular points are brought
up in the meetings as appropriate. Constructive challenge is actively
encouraged within the Boardroom and, where appropriate, informal
meetings are arranged to enable thorough preparation for Board
discussions, for example, the evening before Board meetings. Along
with Lawrence Dickinson, our Company Secretary, I am available to the
non-executive Directors outside of formal Board situations should they
have any questions or concerns. I make a point of holding one-to-one
meetings with each non-executive Director at least twice a year.
Directors may on request also take independent professional advice
at the Company’s expense.
I chair the Board Corporate Governance and Nominations Committee
in addition to the Board and I am a member of the Board Remuneration
Committee. I attend other Board Committee meetings on an ad hoc basis:
during 2010 I attended two Board Audit Committee meetings and three
Board Risk Committee meetings. I am also Chairman of the Group’s Brand
& Reputation Committee.
My responsibilities also include ensuring effective communication with
shareholders, particularly in making sure that the Board is aware of any
significant matters raised by shareholders. I discuss this in more detail
in the section on Relations with Shareholders on page 165. I also act as
an ambassador for the Group, meeting clients, customers and other
stakeholders, undertaking a programme of visits to the Group’s
operations worldwide.
I was independent on appointment and I spend whatever time is
necessary to fulfil my duties, which in a normal year is expected to be
a minimum of 60% of a full time position, although in practice over
the last few years my time commitment has been significantly greater.
Details of my experience and my other commitments can be found in
my biography on page 9.
While I am responsible for the smooth operation of the Board, the Chief
Executive is responsible for running our businesses. The table opposite
highlights our respective key responsibilities:
152 Barclays PLC Annual Report 2010 www.barclays.com/annualreport10