Strategic Shareholder Climate and Risk Financial Financial Barclays PLC 166 report information sustainability report Governance review review statements Annual Report 2022 Directors’ report: Board Nominations Committee report (continued) The Committee and the Board recognise Succession Evaluation the clear benefits for Group-wide decision-making of having the Chairs of Robust succession planning ensures Each year, the Committee plays a the Group’s significant subsidiaries sit on we have the right balance of skills, key role in ensuring that a formal the BPLC Board, bringing important insight experience and effectiveness on and rigorous review of the to Board discussions and connectivity with the Board, Board Committees and performance of the Board, the ExCo, embracing the clear benefits Board Committees and individual BPLC’s significant subsidiaries. With this in of diversity while also taking into Directors is undertaken in line with mind, given Tim’s ongoing role as Chair of account current and anticipated the requirements of the Code. e, the Group’s principal Barclays Europ future business needs. This includes European subsidiary, the Committee and Feedback from the 2022 internally contingency planning (for any facilitated effectiveness reviews the Board consider it is appropriate for Tim unforeseen departures or indicate that Board, Board to continue as an independent Non- unexpected absences), medium- Committees and individual Executive Director on the BPLC Board. term planning (orderly refreshing of Directors continue to be effective, The Committee and the Board are the Board, Committees and ExCo) as described below. and long-term planning (looking confident that Tim, Mike and Crawford ahead to the skills that may be remain independent and continue to Progress against the 2021 Board required on the Board and the ExCo provide effective challenge, advice and in the future). effectiveness review and process support to management on business for 2022 review performance and decision-making. Having undertaken a rigorous review of Tim, Mike Committee consideration of As reported in our last Annual Report, the and Crawford's performance as Non- 2021 Board effectiveness review was succession in 2022 Executive Directors and taking into externally facilitated, as required by the Succession remained a key focus for the account other relevant factors that might Code, by Christopher Saul Associates Board and Committee in 2022. The Board 1 be considered likely to impair, or could (CSA) . Recommendations from the 2021 and the Committee discussed succession appear to impair, their independence effectiveness review and actions taken in detail at regular points in 2022, in including as set out in Provision 10 of the during the course of 2022 to address them addition to discussions at formal Code, the Board considers Tim, Mike and are shown in the table on the next page. Committee meetings. Crawford to be independent. The 2022 Board, Board Committee and Mike Ashley had served on the Board for ExCo succession individual Director effectiveness reviews nine years as of September 2022, and were facilitated internally, in line with the The Committee reviews and discusses all Crawford Gillies will have served on the Code, and were led by the SID with the changes to ExCo prior to announcement, Board for nine years by the time of our support of the Deputy Company taking into account executive succession 2023 AGM . As reported above, Mike will Secretary. Further detail on the process is plans. remain on the Board until the conclusion of shown in the diagram on the next page. the AGM, at which he will not seek re- With regard to ExCo succession, Anna election and, subject to re-election at the Cross joined ExCo on 23 February 2022 2023 AGM, Crawford will retire from the ahead of succeeding Tushar Morzaria as Board shortly thereafter on 31 May 2023. Group Finance Director on 23 April 2022. As at 1 November 2022, Tim Breedon had Laura Padovani stepped down as Group served on the Board for ten years. As Chief Compliance Officer on 31 October Note: reported in our 2021 Annual Report, the 2022 and was succeeded by Matthew 1 As reported in our 2021 Annual Report, the Committee considered CSA's independence prior to the firm's Committee undertook a rigorous Fitzwater on an interim basis with effect appointment and was confident that CSA would not be assessment and concluded that it from 1 November 2022, subject to constrained in its ability to express an independent view as external facilitator. For further details, please refer to page remained appropriate for Tim to continue regulatory approval. 129 of the Barclays PLC 2021 Annual Report. to serve on the Board beyond his nine-year Mark Ashton-Rigby stepped down as tenure. A similar review has been Group Chief Operating Officer and Chief undertaken this year and the Committee Executive, BX in January 2023, and was and the Board remain satisfied that Tim's succeeded by Alistair Currie with effect breadth of financial services sector from 1 February 2023, subject to experience and deep knowledge of risk and regulatory approval. regulatory issues continues to bring Vim Maru was appointed Global Head of significant value to Board discussions, and Consumer Banking and Payments with that his continued tenure as a Non- effect from 1 February 2023, subject to Executive Director is advantageous to regulatory approval. Group-wide decision making and is appropriate in the near-term. You can read more about the changes to + ExCo during the year on page 147.