Barclays 2015 Annual Report Download - page 73

home.barclays/annualreport Barclays PLC Annual Report 2015 I 71
We carry out an annual effectiveness review in order to evaluate our
performance as a Board. This evaluation includes an assessment of the
effectiveness of Board Committees and individual Directors, to ensure
that each of us continues to contribute effectively to the decision-
making of the Board. Independence and the existence of any conflicts of
interest are considered as part of the effectiveness evaluation. We take
the outcomes of the review into account when deciding whether
Directors will offer themselves for election or re-election at the AGM.
More information on the Board effectiveness review can be found on
page 64.
Time commitment
In order to effectively discharge our responsibilities, non-executive
Directors must commit sufficient time to their role. Set out below is the
average time commitment for each non-executive position on the Board.
In practice, however, time commitment is agreed on an individual basis
and for certain Board positions additional time commitment will often be
required in order to fulfil extra responsibilities, such as those of the
Deputy Chairman, Senior Independent Director and Committee
Chairmen. In addition, in exceptional circumstances, we are expected to
commit significantly more time than disclosed below.
Role Expected time commitment
Chairman 80% of a full-time position
Deputy Chairman 0.5 days a week
Senior Independent Director As required to fulfil the role
Non-executive Director 30-36 days a year (membership of one Board
Committee included, increasing to 40-50 days a
year if a member of two Board Committees)
Committee Chairmen 50-60 days (inclusive of non-executive Director
time commitment)
It is expected that our Chairman will commit as much time as is
necessary to fulfil his duties, with his responsibilities to Barclays taking
priority over other business commitments. The Chairman and non-
executive Directors are also expected to allocate sufficient time to
understanding the business, through meetings with regulators and
executives and undergoing training to ensure ongoing business
awareness. This time is in addition to that spent preparing for, and
attending, Board and Board Committee meetings. When appropriate,
a Director joining a Board Committee will be given a specific Board
Committee induction programme.
Induction
Following appointment, each Director undergoes a comprehensive
induction that has been tailored to individual requirements. The personal
induction programme is designed and organised by the Company
Secretary in consultation with the Chairman and in doing so they
consider how to develop each Director’s understanding of how the
Group works and the key issues that it faces.
The purpose of the induction programme is to provide Directors with the
information they need to become as effective as possible within the
shortest practicable time after joining the Board. Typically, a new Director
will meet with members of the Group Executive Committee and senior
management, allowing an opportunity to familiarise themselves with
various businesses and discuss specific matters with senior individuals.
When an induction programme is complete, in addition to
understanding the Group’s business, a new Director should have a clear
understanding of Barclays’ relationships with its shareholders, regulators
and customers and clients.
In 2015, John McFarlane and Diane Schueneman both received tailored
induction programmes on joining the Board. Feedback was sought from
both new Directors to ensure that the induction programme remains
effective.
Training and development
In order to ensure that our non-executive Directors have the necessary
knowledge and understanding of the Group’s business to enable them
to contribute effectively at Board and Board Committee meetings they
are regularly provided with the opportunity for training and
development.
As part of the annual performance evaluation process the individual
development needs of each non-executive Director are reviewed and
discussed with the Chairman. Training can be provided through
one-to-one meetings with senior executives, in order to receive further
insight into a particular area of the Group’s business, or as part of
dedicated training on a particular issue identified by the Directors and
the Company Secretary.
Our Directors have a continuing responsibility to fulfil their duties as
members of the Board and Board Committees and this is managed
through the provision of focused training and development
opportunities.
During 2015, non-executive Directors attended briefings on the following
subjects:
 talent management and succession planning
 Senior Managers Regime, and
 operational resilience.
Board Committees also undertook specific training and details can be
found in the respective Committee Chairmen’s reports.
During 2015, individual Directors also attended regular meetings with
our regulators, external auditors and major shareholders. In addition,
the Board Audit Tender Oversight Sub-Committee carried out site visits
as part of the audit tender process.
The following provides more detail of a specific training session that took
place in 2015.
Governance in action: training and development
Following the July 2015 Board meeting, the non-executive Directors
attended a briefing session on the Senior Managers Regime, led by
Barclays Compliance. The Senior Managers Regime commences in
March 2016 and, although only certain non-executive Directors will
be in scope, there are a number of governance, reporting and
conduct requirements that will apply to all Board Directors. The
briefing session provided an overview of the Senior Managers
Regime, with particular focus on the following:
 an introduction to ‘Reasonable Steps’, including practical examples
 the roles and responsibilities of non-executive Directors in scope
 guidance for non-executive Directors who are not in scope, and
 the Conduct Rules (standards that will be expected of all
employees in a regulated firm).
In addition, Barclays Compliance detailed the work needed in order
for Barclays to be ready for implementation of the regime in early
2016. This timetable included scheduling individual briefing sessions
with in-scope non-executive Directors.
In late 2015/early 2016, Mike Ashley, Tim Breedon, Crawford Gillies
and Sir Gerry Grimstone each had individual meetings with Barclays
Compliance in order to cover the reasonable steps that, as a result of
their particular role on the Board, each of them will be expected to
take under the Senior Managers Regime. The session included a
review of case studies, which focused on each Director’s prescribed
responsibilities under the Senior Managers Regime. The Directors
were briefed ahead of the meetings and provided with supporting
documentation in advance. These meetings were also attended by
the Company Secretary and external advisers.
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