SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, each of
the registrants has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
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BARCLAYS
PLC
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(Registrant)
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Date:
May 01, 2018
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By: /s/
Garth Wright
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Garth
Wright
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Assistant
Secretary
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BARCLAYS
BANK PLC
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(Registrant)
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Barclays PLC
AGM Statements
Chairman's 2018 AGM Statement
Good
morning and welcome to Barclays 2018 Annual General Meeting.
It has been a pleasure meeting many of you today, and I look
forward to seeing you during lunch.
I'd
also like to thank you for getting here a little earlier than
usual. I really don't want you to get caught up in the May
Day protests in and around Parliament Square, and it would be
advisable if we could close the meeting in time for lunch and for
you to travel without being impacted by the protests.
You
know most of the members of the board, so let me introduce the two
new members.
Firstly,
Matthew Lester, who was appointed in September. Matthew has a
strong finance background and extensive board-level experience
across a range of business sectors including financial
services. He is a Non-Executive Director of Man Group and
Capita. He was Chief Financial Officer of Royal Mail Group,
and prior to that of ICAP plc, the world's largest interdealer
broker.
Secondly,
Mike Turner, who joined us in January. Mike is a seasoned
director and chairman. He is Chairman of Babcock
International Group. Mike was chairman of GKN together with a
long and successful executive career with BAE Systems where he was
CEO.
We also
have a new Company Secretary, Stephen Shapiro, formerly Group
Company Secretary and Deputy General Counsel at FTSE10 company
SABMiller.
Welcome
to you all.
I
believe this AGM marks an important turning point in Barclays
history. When I joined as chairman three years ago I thought
it would take three years to complete the turnaround of the
Company, and that has been achieved, almost to the
day.
The
breakthrough in business results last week, particularly in
investment banking, together with the US Department of Justice
settlement, largely draws a line under the past, and moves us to a
situation where group performance is a function of underlying
business performance and prepares the way for improved shareholder
return.
This
said, it is worth reminding shareholders that three years ago
things were very different. The Group faced a number of very
large and complex challenges, which ultimately required a change in
management, a change in strategy, and action to resolve a number of
very significant matters.
For the
three years prior, cumulative attributable profits had been
negative, with weak operating performance from a number of our
businesses, and significant losses from historical legacy matters
and from non-core businesses, all of which also hit our
capital.
We had
been paying dividends which were not covered by annual earnings,
and this placed further stress on capital.
We were
also faced with the new challenge of setting up and separating, a
new bank for UK retail and small business operations, separate from
Barclays Bank, which involved notifying and transferring 29 million
accounts between the two banks, safely and securely. We were
at the same time required to group our US activities under an
intermediate holding company.
At the
time, our legacy operational and technological platforms and
controls were not ready for the digital age, and we had the new
threat from cybercrime, all of which required significant capital
investment.
We also had the pressing issue of instability and morale in the
investment bank, which was facing difficult economic and
competitive circumstances. This was exacerbated by our desire
to reduce our reliance on the segment.
Accordingly, in 2015 we further reduced the risk-weighted assets by
12%, down to half of the peak level in 2008. It is marginally
higher now, as a result of the absorption of residual non-core
assets last year, a weaker sterling exchange rate, and a
reallocation of RWAs from corporate banking.
Fortunately, with the appointment of the new management team led by
Jes, as well as a strengthened board, we have been able to put
these issues largely behind us
.
Looking
back over that and the years prior, it is worth remembering that,
while the completion of structural reform substantially brings an
end to large-scale restructuring at Barclays, these years have
taken their toll. Aside from the charge taken this year, in
general, the bulk of litigation and conduct charges occurred during
the six years prior. Over that six-year period, litigation
and conduct charges, bank levies, losses from non-core and from the
sell-down of our stake in Barclays Africa, and an increased tax
burden, all totalled £35.6bn, some £1bn more than our
operating profits.
While
shareholders rightly expect us to pay an appropriate level of
dividends, over that period we paid £5bn in dividends, even
though attributable losses were made.
Moving
forward, it is worth highlighting the enormous events and progress
in recent months.
In June
last year we sold the bulk of our holding in Barclays Africa Group,
and in July closed the non-core unit, six months ahead of
plan.
In
September, as required by regulators, we created a separate Group
service company, which now houses the bulk of our staff, and
provides the full range of operations, technology and functional
services to the Company as a whole. It also ensures that
essential customer services can still be performed even in the
event of a failure of one of the banks.
We also
faced a new issue arising from the UK's decision to leave the
EU. Depending on the final agreement, this could require us
to move a portion of our activities from the UK to Ireland, and to
have our EU presence as branches or subsidiaries of Barclays
Ireland rather than Barclays Bank. Contingency plans are now
in place to achieve this.
In
April this year, we achieved the separation of Barclays Bank and
Barclays Bank UK and appointed both independent boards and
management under the chairmanship of Sir Gerry Grimstone and Sir
Ian Cheshire.
We also
worked assiduously to resolve a number of our legacy conduct
matters including PPI, and importantly, have since resolved the
RMBS matter in the US.
I
mustn't however fail to mention the regulatory investigation into
our Chief Executive, Jes Staley, which began last year. This
investigation has been extremely thorough, and draft warning
notices have only recently been issued. Mr. Staley is
permitted up to four weeks to make representations to the
regulators. Once the regulatory processes are completed, the
Board will determine what adjustment to Mr. Staley's remuneration
is appropriate.
Since
Mr. Staley is up for re-election at this AGM, we felt it important
that shareholders were as fully informed as possible, which is why
we made an announcement regarding this ahead of today's
meeting. While the details remain confidential and under
discussion with regulators, the draft notices allege there had been
a breach of Individual Conduct Rule 2, which places a
responsibility to act with due skill, care and diligence, and
proposes that he is subject to a financial penalty.
The
regulators are not alleging that he acted with a lack of integrity,
or that he lacks the necessary fitness and propriety to continue to
perform his role. That is also the position we have
taken. Accordingly, the Board unanimously supports Jes'
re-election as a Director.
As
regards Barclays itself, the FCA and PRA decided that enforcement
action was not necessary but both Barclays Bank and Barclays Bank
UK should instead be subject to additional voluntary reporting
requirements in relation to their whistleblowing programmes. Since
this matter is still with the regulators, it is not appropriate for
me to comment further.
As I
said at the outset, I do believe we have now moved into a new phase
at Barclays, with the bulk of our legacy issues behind us and the
business performing well. Importantly in the quarter just
gone, all divisions produced returns above required hurdle
rates.
This
said, we must never be complacent. We still need to secure
the revenue growth in our strategic plans. We also need to
deliver the benefits arising from the digital economy as well as
being robust in our defence against its risks, particularly
cybercrime. This will require significant further investment
in systems and processes.
We need
to deliver further cost reductions and productivity improvements.
We also need to resolve the residual legacy matters and continue to
build a compliant culture.
And
importantly, we need to find new ways to reallocate capital and
resources from weaker propositions into faster growth and higher
return franchises, and to increase capital return to
shareholders. Above all, having made so much progress, and
with a better future within our grasp, we must avoid any further
material mistakes or missteps.
In
moving recently from the chairmanship of both the banking
subsidiary and the parent company, to the latter, there has been
some press speculation about my future intentions. Since we
need to bed down the new structure, the speculation is somewhat
premature, and chair succession should take place only when the
time is right.
When I
joined the board as chairman, at the request of the Board, I
indicated I was prepared to serve for a minimum of four years, and
that remains the case. I have now served three, so while some
might wish so, you are not getting rid of me
yet.
I know
from experience however, that managing chair succession,
particularly in major banks, can be a difficult matter and take an
extended period. In my own case it took well over a
year. With the appointment of Crawford Gillies as the new
Senior Independent Director, I have asked the Nominations Committee
under his leadership, to be fully prepared for this eventuality,
internally and externally, and to confirm to the Board that this is
well in hand. In the meantime, you can be assured that the
success of Barclays has my full commitment.
Frankly,
we all know It's been a long and hard journey, particularly for
shareholders, and I would like to thank you sincerely for your
patience.
I would
also on your behalf like to thank the Board, the management team
and all our staff for the enormous efforts they have made in our
recovery and in building a better future.
As I
said last year, the light at the end of the tunnel gets brighter
with each step. For the first time since I joined, I
genuinely feel that things are different, and we have moved into a
new phase. But my 42 years' experience in banking have taught
me never to count the cash until it's in the till.
Thank
you. Now let me now hand over to our Chief Executive, Jes
Staley.
Chief Executive's 2018 AGM
statement
Thank
you John, and good morning everyone.
I'm
very pleased to be here today at my third Annual General Meeting as
Chief Executive of your company.
It is
great to see so many familiar faces among the audience and I
enjoyed meeting and speaking with some of you earlier. I hope to
catch up with a few more of you following the meeting.
When I
first spoke at this meeting in 2016, I talked to you then about our
new strategy to remake Barclays as a Transatlantic Consumer &
Wholesale Bank, anchored in the primary financial centres of the
world, London and New York.
That
strategy was about accelerating - and finally finishing - the huge
task of restructuring Barclays.
It was
about making your company fit for the future, so that we can
deliver the returns that you rightly expect, and have so patiently
waited for.
Since I
spoke with you last year, considerable progress has been made
against that strategy, with very positive consequences for the
future of Barclays.
First
of all, we closed our Non-Core unit last summer, six months earlier
than planned.
This
process has involved the elimination of £95 billion of Risk
Weighted Assets, the sale of more than 20 businesses, and the
exiting of operations in a dozen countries - all of which has
removed a huge drag on the Company's performance.
We also
sold down our shareholding in Barclays Africa to a level which will
allow regulatory deconsolidation.
It is
worth noting that between Africa, Non-Core and other restructuring,
our headcount is down by some 56,000 people since I became Group
CEO, and our overall costs have been reduced by £6bn since
2013.
We have
stood up our UK ring-fenced bank - Barclays UK - serving some 24
million customers and almost one million businesses in this
country.
We have
launched Barclays Execution Services, or 'BX', as we call it for
short. This is the Group Service Company which manages all of the
processes that we use to deliver our financial products and
services to customers and clients.
And we
have completed the rebuild of our capital position, achieving our
end state target of around 13% at the end of 2017.
In
other words, the huge task of restructuring Barclays is now
complete.
Your
company is, today, the Transatlantic Consumer and Wholesale Bank
that we set out to create in March of 2016.
It is a
balanced Group, diversified by business, geography and currency,
with powerful earnings potential.
And we
start 2018 with a clean operating model for the first time in five
years.
Now,
why does all of this matter?
Well -
put simply - it matters because now that we have completed the
restructuring of Barclays we can focus exclusively on growing
profitability, and growing returns.
And we
can prioritise returning a much greater proportion of those returns
to you, our shareholders.
Both
our executive team and the Board are firmly committed to this
objective.
Our
first demonstration of that commitment to you was the announcement
we made in February of our intention to restore the dividend for
2018 to 6.5 pence.
I want
to thank all of you for your patience in getting to this point,
notably with regard to the dividend cut in 2016 and '17, which was
necessary to accelerate the restructuring, and to set Barclays up
for where we are today.
While
the intended 2018 dividend increase is an important first step, it
still represents a fairly modest proportion of the projected
earnings of your company as we deliver on our
strategy.
In
other words, this is just the beginning. It is our firm intent,
over time, to increase returns to shareholders.
Our
strong capital position also allows us to begin considering other
ways to return capital to you in addition to the dividend - such as
through share buybacks.
This is
something Barclays has not done in over 20 years.
Of
course the key to returning more excess capital to you our
shareholders is through improving Group profitability.
In the
Autumn of 2017 your management team set new Return targets for the
Group of achieving a greater than 9% return on capital in 2019, and
a greater than 10% return in 2020, excluding conduct and
litigation, and based on a Capital ratio of 13%.
The
attainment of those targets will produce increased earnings and
generate distributable capital, and so we are laser focused on
meeting them.
We are
highly confident in our capacity to get there, with the performance
we reported last Thursday showing that your company is progressing
well.
Excluding conduct
and litigation, this Transatlantic Consumer and Wholesale bank
produced, in the first Quarter, a Group Return on Tangible Equity
of 11%.
That
outcome actually represents the highest quarterly Return on
Tangible Equity for this bank in four years.
Within
that, both of our operating businesses delivered double digit
returns, with Barclays UK at over 15%, and Barclays International
at over 13%.
Barclays UK's
underlying performance was solid in the Quarter.
We grew
our mortgage book by nearly a billion pounds, and had a strong ISA
season with flows up 35% year on year.
We
chose to increase investment in our leading position as a digital
bank - a real source of competitive advantage for us.
While
the asset side of our business - in mortgages - is exposed to
margin pressure, our Net Interest Margin actually held up very
well. And our strong position in deposits should benefit us, as
interest rates rise.
We were
delighted to be the first of our peers to successfully stand up our
ring fenced bank on the 1
st
of April, some 9
months ahead of the regulatory deadline to do so.
This
was an enormous undertaking, effectively creating the largest de
novo bank in this country's history, and the thousands of
colleagues who made that a reality, deserve great
credit.
And
perhaps the best demonstration of how well we executed that huge
technological switch-over - on the Easter weekend - was that
no one noticed we had done so.
Both
businesses within Barclays International - Consumer Cards &
Payments and the Corporate & Investment Bank - produced double
digit Returns in the first Quarter.
Specifically, the
Corporate & Investment Bank had a Return on Tangible Equity of
13% - comfortably above the cost of equity.
Within
the CIB, our Markets business delivered a particularly strong
performance, gaining market share for the second Quarter
running.
This
performance in Markets is a result of:
●
the new management now in
place;
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the technology investments that
we are making;
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and the operating leverage that
we have driven, now evident in two consecutive
Quarters.
Those
improved returns are also in large part due to the success of our
redeployment of low returning Corporate Lending Risk Weighted
Assets to better returning clients and products.
In the
course of the second half of last year we reallocated some
£10bn of Risk Weighted Assets from parts of the Corporate Bank
Loan Book - where it was earning single digit Returns - to our
Markets business, where we trade debt securities, currencies and
equities. All of these businesses in Markets produced returns
comfortably above our cost of capital.
So we
have two strong business units in Barclays UK and Barclays
International, both producing double digit Returns.
And
these businesses are crucially underpinned by an efficient,
effective and innovative Service Company, BX, which we launched
last year.
BX
employs 55,000 of our 82,000 employees.
It is
the hub within which we deliver Group-wide operations, technology
and functional services, in a unified approach that is simplifying
and standardising our processes, and creating synergies in shared
services.
One
example of that, among many, is how we have integrated ten separate
fraud handling departments, each with different approaches and
resourcing, into just one.
This
has reduced duplication of effort and cost, while at the same time
delivering a consistent and improved experience to our customers
and clients.
BX
creates savings for Barclays which we can either take to the bottom
line or reinvest to drive growth, or to increase our strength in
crucial areas like cyber security.
It
represents a distinctive and powerful way to run the operations,
technology and functional processes which are core to a modern
bank, and BX is a massive asset for us.
So,
across the entire Group, the story today is one of momentum
building as we deliver on the strategy and start to realise our
potential.
That
improved performance is not solely the product of strategy of
course.
It is
also down to the commitment and hard work of our colleagues all
across Barclays.
It is a
signature of the culture at Barclays - and one which I have noted
and been impressed by since my first days here - that colleagues
are so committed to behaving with integrity and transparency in
their dealings with customers and clients every single day, and
strive to do the right thing by them.
In
doing so they engender the trust which is so essential to the
strength of relationships we have.
I am
extremely proud of their dedication, enriched by their diversity,
and very grateful for their efforts.
Of
course, there are times when we all fall short of the high
standards we set for ourselves.
As you
know, Barclays has had major legacy conduct and litigation issues
that we have been working through for several years. These matters
have been a drag on performance and cast a shadow over the
bank.
At the
end of March, I was pleased that we reached a settlement with the
US Department of Justice to resolve issues related to the sale of
Residential Mortgage Backed Securities between 2005 and
2007.
The
penalty we paid, though significant, was a fair and proportionate
outcome.
And
importantly this marked the conclusion of one of the very last
major legacy conduct issues for your bank.
PPI,
Libor, Foreign Exchange, and now RMBS - all have largely been dealt
with - and this represents a huge weight off
Barclays.
We have
worked hard to change the culture of the bank in recent years and
we're on a very different course today.
I have
been in banking for some 38 years and I can say with conviction
that Barclays today seeks to earn the trust of every customer,
client, and community we serve.
Having
that at the front of our minds is not just the right way to act, it
also makes commercial sense.
When
the societies where we operate succeed, Barclays
succeeds.
For
over three centuries, this great institution has risen to the
challenges that our communities face, and played our part in
meeting them.
This is
particularly true here, in the United Kingdom, where Barclays was
founded and is proudly headquartered.
Right
now of course, Brexit presents an uncertain future for the
nation.
As you
know, straight after the EU referendum in 2016, I was asked what
Barclays would do next.
There
was only one answer we would give.
Barclays is here to
stay, and here to help, just as we have always been.
Because, at its
best, finance is the oxygen of economies and societies. It helps
businesses grow, public bodies to function, and people and
communities to succeed.
We can
see that most clearly:
● In
the 18,500 customers who we helped to buy their first home last
year;
● In
the £2.8bn we lent to small and medium-sized businesses up and
down the country;
● In
the 98,000 companies that we helped to start-up in
2017;
● In
the 6 million young people we have helped through our Lifeskills
programme get better prepared for the world of work;
● In
our support for the Northern Powerhouse
initiative;
● And
in the £600 million we helped to raise for universities,
colleges and schools here last year.
When we
help to make these things happen, our customers and clients
prosper, our economy does better, and our society becomes
stronger.
The
Barclays you see today is well-positioned to back the United
Kingdom, and we are just as strongly committed to the other
communities where we live and work around the world.
From
Delaware to Puné. From Dublin to Tokyo. From Milan to Dubai.
Barclays wants to be recognised as a welcome corporate citizen and
partner, playing our full role in creating
opportunities.
In
closing my remarks this morning let me just summarise by
saying:
It's
been a challenging couple of years for Barclays.
We have
had to actively make some difficult choices, and engage in some
very formidable restructuring.
But
that is now behind us.
Today
we have a portfolio of diversified, profitable businesses, a clean
operating model, a good capital position, and we have eliminated
most of our major historic conduct and litigation
issues.
Your
company is performing well, momentum is building, and the prospects
of our being able to return a greater proportion of earnings to
you, my fellow shareholders, have not been this bright in
years.
Thank
you.
- Ends -
For further
information, please contact:
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Investor Relations
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Media Relations
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Kathryn
McLeland
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Tom
Hoskin
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+44
(0) 20 7116 4943
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+44 (0) 20
7116 6927
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About Barclays
Barclays
is a transatlantic consumer and wholesale bank offering products
and services across personal, corporate and investment banking,
credit cards and wealth management, with a strong presence in our
two home markets of the UK and the US.
With
over 325 years of history and expertise in banking, Barclays
operates in over 40 countries and employs approximately 80,000
people. Barclays moves, lends, invests and protects money for
customers and clients worldwide.
For further information about Barclays, please visit our
website
home.barclays