AGM Resolutions
Barclays PLC
26 April 2002
Barclays PLC Annual General Meeting
The Annual General Meeting for 2002 of Barclays PLC was held on Thursday 25
April 2002 at the Queen Elizabeth II Conference Centre, London.
A poll was held on each of the resolutions proposed which were passed with large
majorities:
Resolutions
1 That the Report of the Directors and the audited accounts of the Company for
the year ended 31st December 2001, laid before the meeting, be received.
2 That Graham Martyn Wallace be re-elected a Director of the Company.
3 That Thomas David Guy Arculus be re-elected a Director of the Company.
4 That Hilary Mary Cropper be re-elected a Director of the Company.
5 That Sir Andrew Large be re-elected a Director of the Company.
6 That John Silvester Varley be re-elected a Director of the Company.
7 That PricewaterhouseCoopers, Chartered Accountants and Registered Auditors,
be re-appointed as auditors of the Company to hold office until the
conclusion of the next general meeting of the Company at which accounts are
laid before the Company and that their remuneration be determined by the
Directors.
8 That Barclays Bank PLC, being a subsidiary of the Company, be and is hereby
authorised for the purposes of Part XA of the Companies Act 1985 (as amended
by the Political Parties, Elections and Referendums Act 2000) to make
Donations to EU Political Organisations and to incur EU Political
Expenditure during the period ending on the earlier of 24th April 2006 or
the date of the Company's Annual General Meeting in 2006, unless such
authority is previously renewed, varied or revoked by the Company in general
meeting, provided that any such Donations made and EU Political Expenditure
incurred by Barclays Bank PLC shall not exceed an aggregate of £200,000
during any financial year of the Company (or pro rata for any part of any
financial year); provided further that Barclays Bank PLC shall not use the
authority granted by this resolution other than in the continuation of its
existing business activities and that the Group's policy of making no direct
contributions to political parties shall remain unchanged.
9 That Woolwich plc, being a subsidiary of the Company, be and is hereby
authorised for the purposes of Part XA of the Companies Act 1985 (as amended
by the Political Parties, Elections and Referendums Act 2000) to make
Donations to EU Political Organisations and to incur EU Political
Expenditure during the period ending on the earlier of 24th April 2006 or
the date of the Company's Annual General Meeting in 2006, unless such
authority is previously renewed, varied or revoked by the Company in general
meeting, provided that any such Donations made and EU Political Expenditure
incurred by Woolwich plc shall not exceed an aggregate of £20,000 during any
financial year of the Company (or pro rata for any part of any financial
year); provided further that Woolwich plc shall not use the authority
granted by this resolution other than in the continuation of its existing
business activities and that the Group's policy of making no direct
contributions to political parties shall remain unchanged.
10 That Barclays Capital Services Limited, being a subsidiary of the Company,
be and is hereby authorised for the purposes of Part XA of the Companies Act
1985 (as amended by the Political Parties, Elections and Referendums Act
2000) to make Donations to EU Political Organisations and to incur EU
Political Expenditure during the period ending on the earlier of 24th April
2006 or the date of the Company's Annual General Meeting in 2006, unless
such authority is previously renewed, varied or revoked by the Company in
general meeting, provided that any such Donations made and EU Political
Expenditure incurred by Barclays Capital Services Limited shall not exceed
an aggregate of £10,000 during any financial year of the Company (or pro
rata for any part of any financial year); provided further that Barclays
Capital Services Limited shall not use the authority granted by this
resolution other than in the continuation of its existing business
activities and that the Group's policy of making no direct contributions to
political parties shall remain unchanged.
11 That Barclays Mercantile Business Finance Limited, being a subsidiary of the
Company, be and is hereby authorised for the purposes of Part XA of the
Companies Act 1985 (as amended by the Political Parties, Elections and
Referendums Act 2000) to make Donations to EU Political Organisations and to
incur EU Political Expenditure during the period ending on the earlier of
24th April 2006 or the date of the Company's Annual General Meeting in 2006,
unless such authority is previously renewed, varied or revoked by the
Company in general meeting, provided that any such Donations made and EU
Political Expenditure incurred by Barclays Mercantile Business Finance
Limited shall not exceed an aggregate of £10,000 during any financial year
of the Company (or pro rata for any part of any financial year); provided
further that Barclays Mercantile Business Finance Limited shall not use the
authority granted by this resolution other than in the continuation of its
existing business activities and that the Group's policy of making no direct
contributions to political parties shall remain unchanged.
12 That Barclays Bank S.A. (incorporated in Spain), being a subsidiary of the
Company, be and is hereby authorised for the purposes of Part XA of the
Companies Act 1985 (as amended by the Political Parties, Elections and
Referendums Act 2000) to make Donations to EU Political Organisations and to
incur EU Political Expenditure during the period ending on the earlier of
24th April 2006 or the date of the Company's Annual General Meeting in 2006,
unless such authority is previously renewed, varied or revoked by the
Company in general meeting, provided that any such Donations made and EU
Political Expenditure incurred by Barclays Bank S.A. shall not exceed an
aggregate of £10,000 during any financial year of the Company (or pro rata
for any part of any financial year); provided further that Barclays Bank
S.A. shall not use the authority granted by this resolution other than in
the continuation of its existing business activities and that the Group's
policy of making no direct contributions to political parties shall remain
unchanged.
13 That in accordance with Article 51 of the Company's Articles of Association,
each of the 2,499,000,000 issued and unissued ordinary shares of £1 each in
the capital of the Company be subdivided into 4 ordinary shares of 25p each
the subdivision to be effective immediately and application to be made for
dealings in the new ordinary shares to commence on 29 April 2002.
14 That the Company be authorised generally to make market purchases (within
the meaning of Section 163(3) of the Companies Act 1985) on the London Stock
Exchange of up to an aggregate of 1,000,264,636 ordinary shares of 25p each
in its capital, provided that:
(a) the minimum price (exclusive of expenses) which may be paid
for each ordinary share is not less than 25p;
(b) the maximum price (exclusive of expenses) which may be paid
for each ordinary share shall not be more than 105% of the average of the
market values of the ordinary shares (as derived from the Daily Official
List of the London Stock Exchange) for the five business days immediately
preceding the date on which the purchase is made; and
(c) the authority conferred by this resolution shall expire on
the date of the annual general meeting of the Company to be held in 2003
(except in relation to any purchase of shares the contract for which was
concluded before such date and which would or might be executed wholly or
partly after such date).
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