Barclays 2015 Annual Report Download - page 33

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2016 remuneration
The introduction of new deferral and LTIP requirements in the Remuneration part of the PRA Rulebook and EBA Guidelines will require some
structural changes as to how the approved Directors’ remuneration policy will be implemented in 2016. It is therefore our intent to consult with
shareholders over proposed changes once formulated. The following summarises how the approved Directors’ remuneration policy would be
implemented in 2016 under the current framework.
Fixed pay Annual Bonus Long term incentive plan
Salary
£000
Role Based Pay
£000
Pension
£000
Jes Staley 1,200 1,150 396 Maximum 80% of fixed pay Maximum 120% of fixed pay
Tushar Morzaria 800 750 200 Maximum 80% of fixed pay Maximum 120% of fixed pay
Salary, Role Based Pay, pension and benefits are unchanged from 2015.
Chairman and non-executive Directors: Single total figure for 2015 fees (audited)
Fees Benefits Total
2015
£000
2014
£000
2015
£000
2014
£000
2015
£000
2014
£000
Chairman
John McFarlanea628 – 11 – 639 –
Sir David Walkerb285 750 6 19 291 769
Non-executive Directors
Mike Ashley 207 213 – – 207 213
Tim Breedon 232 240 – – 232 240
Crawford Gilliesc178 91 – – 178 91
Reuben Jeffery III 135 160 – – 135 160
Wendy Lucas-Bulld358 367 – – 358 367
Dambisa Moyo 152 151 – – 152 151
Frits van Paasschen 88 80 – – 88 80
Sir Michael Rakee250 250 – – 250 250
Diane de Saint Victor 135 135 – – 135 135
Diane Schuenemanf,k 74 – – – 74 –
Sir John Sunderlandg60 190 – – 60 190
Steve Thiekeh,k 184 131 – – 184 131
Fulvio Contii– 37 – – – 37
Simon Fraserj– 47 – – – 47
Total 2,966 2,842 17 19 2,983 2,861
Non-executive Directors are reimbursed expenses that are incurred for business reasons. Any tax that arises on these reimbursed expenses is paid
by Barclays. The Chairman is provided with private medical cover and the use of a company vehicle and driver when required for business purposes.
Notes
a John McFarlane joined the Board as a non-executive Director with effect from 1 January 2015 and as Chairman from 24 April 2015. The total includes non-executive Director fees of
£78,000 for the period from 1 January 2015 to 24 April 2015.
b Sir David Walker retired from the Board with effect from 23 April 2015.
c Crawford Gillies joined the Board as a non-executive Director with effect from 1 May 2014.
d The 2014 figure has been updated to include fees received by Wendy Lucas-Bull for her role as Chairman of Barclays Africa Group Limited. The 2015 figure includes fees received by
her in 2015 for that role.
e Sir Michael Rake retired from the Board with effect from 31 December 2015.
f Diane Schueneman joined the Board as a non-executive Director with effect from 25 June 2015.
g Sir John Sunderland retired from the Board with effect from 23 April 2015.
h Steve Thieke joined the Board as a non-executive Director with effect from 7 January 2014.
i Fulvio Conti retired from the Board with effect from 24 April 2014.
j Simon Fraser retired from the Board with effect from 24 April 2014.
k Diane Schueneman and Steve Thieke both served in 2015 on the US Governance Review Board, which is an advisory board set up as the forerunner of the board of our US intermediate
holding company which will be implemented during 2016. The 2015 figures for Diane Schueneman and Steve Thieke include fees of $37,500 and $75,000 for these roles respectively.
Regulatory developments
The PRA made revisions to the Remuneration part of its Rulebook (formerly the UK Remuneration Code) during 2015 which apply from 1 January
2016. These include the seven, five and three year ‘tiered’ deferral requirements for Senior Managers and different categories of Material Risk Taker
(MRT) respectively, and the potential extension of the clawback period to ten years for Senior Managers (under certain circumstances). These
changes, which apply globally to Barclays as a UK headquartered bank, further emphasise the competitive disadvantages attributable to the lack of a
global level regulatory ‘playing field’.
Further revisions to the Remuneration part of the PRA Rulebook are required during 2016 for the European Banking Authority’s (EBA) final Guidelines on
sound remuneration policies. The most significant changes include a prohibition on the payment of dividends on deferred shares and an increase to a one
year (from six months) holding period for incentive awards delivered in shares to the large majority of MRTs. The Guidelines apply from 1 January 2017.
The application of the Guidelines to UK firms, once confirmed by the PRA and FCA, will contribute to changes to our Directors’ remuneration policy in 2017.
Agenda for 2016
In line with legal requirements, we will be seeking shareholder approval for our Directors’ remuneration policy at the 2017 AGM. As a Committee, we
will review our remuneration policy to ensure that future arrangements are fully aligned to our strategy to accelerate delivery to shareholders in a
manner consistent with Barclays’ Values and also to meet new regulatory requirements. This will be developed over the coming months and we will
engage constructively with shareholders and regulators as we do so.
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