Directorate Change
Barclays PLC
08 June 2006
8th June 2006
Barclays Announces Board Changes
Barclays PLC ('Barclays') and Barclays Bank PLC ('Barclays') announce the
following changes to its Board.
Frederik (Frits) Seegers is appointed to the new position of Chief Executive of
Global Retail and Commercial Banking and to the Boards of both Barclays PLC and
Barclays Bank PLC with effect from 10th July 2006. He also joins the Barclays
Group Executive Committee. In this role he will assume responsibility for all
the Barclays retail and commercial banking operations globally. This includes UK
Banking (Retail and Business), International Retail and Commercial Banking, and
Barclaycard. He will report to John Varley, Group Chief Executive. There will be
no change to the financial reporting structure of the Group.
Frits joins from Citigroup where he held senior positions over 17 years spanning
four continents. He was a member of the Citigroup Operating Committee. Most
recently he was CEO Global Consumer Group, with a remit covering all retail
operations in Europe, Middle East and Africa. Prior to this he was Executive
Vice President for International Retail and International Cards, with
responsibility for all retail banking and credit cards outside the USA.
Between 2001 and 2004, Frits was CEO of Consumer Banking for Asia Pacific
covering 11 consumer markets. Under his leadership, this region was the fastest
growing part of Citigroup. Prior to this he developed internet banking for
Citibank and held various posts including Division Executive for Japan,
President of Citibank California, Marketing Director for Citibank Direct and
Marketing Director Citibank Belgium. He joined Citigroup in Germany in 1989 as
an Associate. Frits was born and educated in the Netherlands and holds Masters
Degrees in engineering from Delft University of Technology and in finance from
the University of Chicago.
Gary Hoffman, currently Chairman of UK Banking and Chairman of Barclaycard, is
appointed to the position of Group Vice Chairman with effect from 10th July
2006, reporting to John Varley and accountable on the Board for a range of
responsibilities including Corporate Responsibility, Public Policy, Equality and
Diversity, leading the Group's response to the FSA's Treating Customers Fairly
initiative, chairing the Group's Governance and Control Committee and franchise
health with customers, employees and communities.
David Roberts, Chief Executive of International Retail and Commercial Banking
(IRCB), will leave Barclays later this year. Until then David will remain on the
Boards of Barclays and Absa managing the announced sale of FCIB to CIBC and the
proposed sale of Barclays Africa to Absa until he leaves Barclays. His
responsibilities for IRCB will pass to Frits Seegers on 10th July 2006. The
Board thanks Mr Roberts for his significant contribution to the Group's business
over many years and wishes him well for the future.
John Varley, Group Chief Executive of Barclays PLC, says:
'The scale of both our retail and commercial banking interests, and card
businesses within the UK and internationally, requires a single point of
strategic control and direction as we accelerate our drive for growth and profit
diversification. This structure will help us bring the best of Barclays to all
points of contact with our customers. I am delighted to appoint Frits Seegers to
this role. He is one of the industry's most successful, talented, and proven
leaders in the global field of retail and commercial banking. I want also to
thank David Roberts for his great contribution to Barclays.'
Frits Seegers says:
'I am greatly looking forward to joining Barclays. The opportunities for the
portfolio of businesses are significant and compelling and I am very excited at
the prospect of leading the retail and commercial operations to its next level
of growth.'
Details of Mr Seegers' contractual arrangements are attached to this
announcement.
ENDS
Contractual Arrangements and Interests in Shares
The appointment of Mr Seegers as an Executive Director of Barclays PLC and
Barclays Bank PLC ('Bank') will become effective on 10th July 2006.
Service Contract
Key terms of the service contract for Mr Seegers, who becomes an Executive
Director on 10th July 2006, are set out below.
Job Title
Chief Executive of Global Retail and Commercial Banking.
Salary
Basic salary: £700,000 per annum.
Performance Related Bonus
The Board HR and Remuneration Committee will, in line with our usual practice,
determine the size of any award, which will be discretionary, dependent on both
business and individual performance.
For 2006, a guaranteed bonus comprising a cash bonus of £1,200,000 and a
deferred share based award of £400,000 has been agreed.
Long Term Incentive Plan (Performance Share Plan)
The Board HR and Remuneration Committee will, in line with its usual practice,
determine the size of awards of performance shares to be made each year under
the shareholder approved Performance Share Plan. The 2006 award is for an
initial allocation of £1,000,000 under the plan.
Buy-Out Arrangements
Mr Seegers forfeited compensation (both annual and Long Term Incentive) which
will be replaced through a combination of cash payments and share awards. On
joining, Mr Seegers will receive a cash payment of £3,408,000 and a restricted
share award of £5,086,000 vesting in June 2007 (80%), June 2008 (10%), and June
2009 (10%).
Benefits
Benefits in kind, which may include life cover, the use of a company car or cash
equivalent, medical insurance and tax advice will form part of Mr Seegers'
service contract.
Pension
Mr Seegers will receive an annual cash payment of 25% of his annual salary.
Notice Period
The service contract provides for a notice period of 12 months from Barclays or
a notice period of 6 months from Mr Seegers.
Severance Arrangements
On termination, the service contract for Mr Seegers provides for a pro-rated
phased payment of his notice entitlement and he has an explicit duty to mitigate
his loss.
Contract Availability
The service contracts for all Executive Directors of Barclays PLC and the Bank
are held by Barclays Corporate Secretariat and are available for inspection
during normal business hours at the Group's Head Office: 1 Churchill Place,
London, E14 5HP. Mr Seegers' contract will be available for inspection from 10th
July 2006.
Beneficial Interests in Barclays PLC Ordinary Shares
Mr Seegers has no beneficial interests in the ordinary shares of Barclays PLC.
Potential Interest in Shares held in Group Employee Benefit Trusts
In addition, Mr Seegers will, together with the other Directors and Senior
Executives of Barclays PLC, have an interest as potential beneficiaries in
163,194,184 Shares held by the independent trustees of the Barclays Group
Employee Benefit Trusts. These are discretionary trusts established for the
benefit of Barclays Group employees and former employees (and in each case their
families) all of whom are amongst the potential beneficiaries under these trusts
and are, therefore, regarded for Companies Act purposes as being interested in
the Shares held in them. No consideration is payable by a potential beneficiary
for the acquisition of such an interest under the trusts.
There are no other details that are required to be disclosed in respect of Mr
Seegers' appointment under Paragraph 9.6.13 of the Listing Rules of the UK
Listing Authority.
For further information please contact:-
Media Relations Investor Relations
Stephen Whitehead/Jason Nisse/Alistair Smith Anne Ramsay
+44 (0) 20 7116 6060/6223/6132 +44 (0) 20 7116 8171
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