Strategic Shareholder Climate and Risk Financial Financial Barclays PLC 169 report information sustainability report Governance review review statements Annual Report 2022 Directors’ report: Board Audit Committee report Driving sustainable improvements to the internal control environment Overseeing the integrity of our financial disclosures and the effectiveness of the internal control environment. Dear Fellow Shareholders The Committee had a busy year in 2022, as Board Audit Committee it closely monitored the reporting of the Mike Ashley Committee membership Group’s financial performance in an a Chair, Board Audit Committee and meeting attendance in 2022 increasingly challenging macroeconomic Meetings attended/eligible to attend environment, while remaining focused on Member (including ad hoc meetings) driving sustainable improvements to the Mike Ashley 14/14 internal control environment. 1 Robert Berry 12/12 The Over-issuance of Securities was a Diane Schueneman 12/14 significant area of focus for the Julia Wilson 13/14 Committee in 2022 in terms of both the financial reporting and internal controls aspects. The Committee oversaw the restatement of the BPLC 2021 financial statements included in the amended Notes Committee membership in 2022 a There were 10 scheduled meetings and four ad hoc 1 Appointed with effect from 1 March 2022. Annual Report on Form 20-F for the year meetings of the Committee in 2022. Owing to prior ended 31 December 2021. The commitments, Diane Schueneman was unable to attend two ad hoc meetings and Julia Wilson was unable to Committee also carefully considered the attend one ad hoc meeting of the Committee. All ad hoc implications of the Over-issuance of meetings had been scheduled at short notice. Securities on the Group’s 2021 UK b Committee allocation of time (%) financial statements, ultimately concluding c 2022 2021 that these did not require refiling, although the prior year comparatives have been 12 11 n Control issues restated in this 2022 Annual Report and 15 20 n Business control environment 42 33 n Financial results Accounts so that the UK and US reported 7 8 n Internal audit matters figures are now aligned. The Committee 9 12 n External audit matters monitored together with the Board the 14 16 n Other launch and progression of the rescission b Including ad hoc meetings. The percentages are subject offer and its impact on the Group’s to rounding and therefore may not equal 100% when financial statements. The presentation of rounded. c The allocation of time in 2022 includes the time spent by the financial impact of the Over-issuance the Committee considering the Over-issuance of of Securities, including the associated Securities at scheduled and ad hoc meetings hedging, was a key consideration in the Committee’s review of the quarterly, half- The macroeconomic environment Committee received regular updates on year and full-year financial statements for remained challenging against a backdrop this and continued to monitor the progress 2022. Throughout the year, the of programmes aimed at strengthening of the increased cost of living, rising Committee monitored management’s the internal control environment across interest rates, relatively high inflation, remediation of the material weakness in the Group’s businesses. The Over- declining GDP and rising energy costs. The internal control over financial reporting issuance of Securities highlighted the need Committee received regular updates from (ICOFR) identified in respect of the Over- for further improvements both in specific the Group Finance Director and Group issuance of Securities. The Committee also controls and also the control mindset Chief Accounting Officer, and focused in monitored, towards the end of the year, the required at all levels in the organisation. In particular on management’s judgement on work carried out to address the specific addition to this specific issue, the credit impairment, post-model requirements of the SEC set out in its order Committee has continued to pay close adjustments and expected credit loss of 29 September 2022, and in early 2023 attention to a number of existing control considered the assurance work conducted (ECL) build. This is an area which the remediation and enhancement by Barclays Internal Audit (BIA) on the Committee will continue to monitor programmes. These continued to include matter. closely during 2023. significant work in the trading areas (as highlighted last year) and also on financial A key element of the Committee’s remit is crime controls. oversight of the Group’s internal control environment. Throughout 2022, the