Barclays 2013 Annual Report Download - page 62

Corporate governance report
Board Governance Framework continued
A summary of the Board’s progress against the actions arising from the 2012 Board Effectiveness Review is set out below:
Theme Action Taken
Enhancing the relationship
between the Board and the
Executive Committee following
changes in both Board and
Executive Committee
composition in 2012
Given the changes in Board and Executive Committee composition, a programme has been developed for
2014 that will allow the non-executive Directors to spend more time with business CEOs and their
management teams. In addition, Board meetings were held in New York and Johannesburg during 2013,
which allowed the Board greater opportunity to see operations at first-hand and to meet and interact with
the respective management teams.
Ensuring that the working
relationship between the
Chairman and CEO is strong
in recognition of the critical
importance of this relationship
to the effectiveness of the
Board as a whole
The working relationship was assessed by the Board Corporate Governance and Nominations Committee
during 2013. The Deputy Chairman and Senior Independent Director, Sir Michael Rake, also monitored the
relationship and sought feedback from non-executive Directors ahead of his annual review of the Chairman’s
performance.
Ensuring that the Board has
greater line of sight into the
views of key stakeholders
Non-executive Directors, in particular, Committee Chairmen, have held meetings with representatives from
our main regulators in the UK, US and South Africa. Presentations from our regulators in the UK and US were
also made to Board meetings. The Chairman and Group Chief Executive regularly updated the Board on any
discussions held with regulators and other key stakeholders. In particular, the Board was kept updated on
stakeholder views with regard to the Leverage Plan and associated rights issue.
Rebuilding trust with
stakeholders with regard to
Barclays’ remuneration policy,
particularly in light of voting
at the 2012 AGM
An extensive programme of stakeholder engagement on remuneration matters took place in 2013 and has
continued into early 2014, including on the Group’s response to the remuneration aspects of CRD IV.
Ensuring that an appropriate
balance of skills, experience
and diversity on the Board is
maintained
A number of changes were made to the Board during 2013, with the appointment of new non-executive
Directors. These are described fully elsewhere in this report.
Further improving the quality
of information flows to the
Board to achieve an
appropriate balance between
data and analysis
Changes have been made to the form and content of material presented to the Board and Board Committees
to ensure that the material focuses on key issues. Greater use has been made of the Board’s electronic portal
to provide any detailed supporting data. Feedback has been sought from Board members on the form and
content of specific papers so that any further improvements could be made.
Enhancing succession planning
for key Board positions, in
particular, continuing to ensure
that the Board builds its
knowledge and understanding
of the depth of talent in
the business
Succession planning for the Chairmen of the principal Board Committees has been an area of focus in 2013,
with new Chairmen appointed to the Board Audit Committee and Board Financial Risk Committee. The
Board Corporate Governance and Nominations Committee has focused on talent management, as described
later in this report. To help the Board build its awareness of the depth of talent in the business a series of
talent receptions were also held in London, New York and Johannesburg.
How does the Board satisfy itself that it understands the views of
stakeholders?
The Board recognises that what Barclays achieves is only made
possible by effective relationships with investors, customers and clients,
employees and regulators. We are eager to ensure that we understand
their views and concerns and also that we are able to effectively
communicate our strategy, enabling us to come to a mutual
understanding of respective objectives. Below are some examples of
how we have sought to do that with our key stakeholder groups during
2013.
In order to promote effective and open communication with
shareholders, we have published shareholder communication
guidelines on our website, which can be accessed at Barclays.com/
investorrelations.
Our Investors (both private and institutional)
Private Shareholders
We have a large number of private shareholders and are constantly
striving to improve the service we provide. During 2013 we worked to
deliver our 2013 Private Shareholder Relations strategy, with the
objective of making shareholders’ lives easier where possible. All our
shareholder documents are in Plain English and we aim to ensure that
they are easy to understand and engaging. There is also a wide range
of information for shareholders available on our website, Barclays.com.
We maintain a dedicated Barclays Shareholder Helpline so that
shareholders can easily contact our Registrar if they have a question
about their shareholding. In order to ensure that our Registrar provides
the highest quality of service to our shareholders, we monitor their
performance at a monthly review meeting using service reports.
barclays.com/annualreport
60 Barclays PLC Annual Report 2013