Barclays 2015 Annual Report Download - page 66

64 I Barclays PLC Annual Report 2015 home.barclays/annualreport
Governance: Directors’ report
Diversity statement
The Financial Reporting Council maintains that one of the ways in which
constructive board debate can be encouraged is through having
sufficient diversity on the board. Barclays agrees with this view and,
when it adopted a Board Diversity Policy in 2012, stated the Board’s
aspirational goal of achieving 25% female representation on the Board
by 2015. Female representation on the Board exceeded 25% at the end
of 2015, having increased during the year with the appointment of Diane
Schueneman. Noting that the latest progress report on Women on
Boards from the Davies Review has suggested a target of 33% by 2020,
Barclays has adopted this new target in its Board Diversity Policy.
The Committee assisted the Board in achieving its target of 25% by
ensuring that this was recorded on the Board skills matrix and, in
particular, that the search firms were aware of the priority. The
Committee also supported a number of initiatives to grow the talent
pipeline within the Group and sought opportunities to engage with
female members of senior management. Diversity as a whole, including
gender, was also taken into account when evaluating the effectiveness
of the Board. The comprehensive brief provided to Independent Board
Evaluation for this year’s review included an evaluation of boardroom
dynamics and the effects of diversity. The consultant accordingly
assessed the impact of diversity including gender, age, the
internationality of the Directors, the breadth of experience, qualifications
and skills, concluding that there was a good degree of diversity on the
Board with a range of different experiences and outlooks and that the
Chairman should continue to nurture inputs from all Directors to derive
the benefits of this diversity.
Below Board level, Barclays met its target of 23% female representation
among the Managing Director and Director population in 2015. To
achieve the target, the Committee endorsed programmes to embed
accountability for diversity and inclusion throughout the Group. These
efforts included Balanced Scorecard aligned targets for hiring, promotion
and attrition set for each business or function, expansion of diversity
data to include greater focus, expanding global campaigns to raise
awareness and refined communications to drive impact. More details of
Barclays’ diversity and inclusion strategy may be found on page 80.
You can find the Board Diversity Policy at
home.barclays/corporategovernance
Review of Board and Board Committee effectiveness
Barclays conducts an externally facilitated review of the effectiveness of
the Board, Board Committees, individual Directors and the Chairman
each year. For 2015, the effectiveness review was facilitated by
Independent Board Evaluation, an independent external consultancy
with no other connection with Barclays. The review process involved the
consultant, Ffion Hague, attending certain Board and Board Committee
meetings in November and December 2015 as an observer, alongside
detailed interviews conducted according to a set agenda with Directors,
members of the Group Executive Committee, the Company Secretary
and other members of the executive and senior management. Feedback
was also sought from external stakeholders. Independent Board
Evaluation prepared a report for the Board on the findings from the
review process, which was presented to the Board in December 2015. In
addition, the Chairman was provided with a report and feedback on the
performance of each of the Directors and the Senior Independent
Director received a report on the Chairman. A similar process was
followed for the Board Committees. Independent Board Evaluation
provided feedback to each of the Committee Chairmen on the
performance of each Committee. The feedback is scheduled to be
discussed by each Committee in early 2016.
Having assessed the findings of the effectiveness review, the Directors
were satisfied that the Board and each of its Committees operated
effectively during 2015. Nonetheless, the Board identified a number of
actions to help maintain and improve its effectiveness. These, together
with an update on the actions taken following the 2014 review, are set
out on pages 66 and 67.
Directors’ Conflicts of Interest
Barclays requires Directors to declare any potential or actual conflict
of interest that could interfere with a Director’s ability to act in the best
interests of the Group. The Board has adopted procedures for ensuring
that its powers to authorise Directors’ conflicts operate effectively.
A register of actual and potential conflicts and of any authorisation of a
conflict granted by the Board is maintained by the Company Secretary
and reviewed annually by the Board Nominations Committee.
What we did in 2015
Board Nominations Committee report