Strategic Shareholder Climate and Risk Financial Financial Barclays PLC 170 report information sustainability report Governance review review statements Annual Report 2022 Directors’ report: Board Audit Committee report (continued) The Committee provided oversight of an Consistent with previous years, I held financial statements (including the impact internal programme established towards regular meetings with the Chair of the of the discovery of the Over-issuance of Securities). The outcome of those the end of 2022 aimed at bringing together BBUKPLC Board Audit Committee to the more material remediation ensure I had visibility over any material and inspections are set out on page 176 of this programmes with a view to embedding emerging key issues impacting BBUKPLC. report. controls and lessons learned on a holistic Since my last report I have also had Committee effectiveness basis in order to achieve a consistently discussions with the Chairs of the Board The 2022 Committee effectiveness review excellent operating environment across Audit Committees of Barclays US LLC and was facilitated internally in accordance with the Group. The Committee encouraged Barclays Bank Ireland PLC, and attended a the Code. This internal review involved and challenged management to ensure meeting of the Barclays Bank Ireland PLC completion of a tailored questionnaire by that outcomes are delivered at the times Board Audit Committee and BBUKPLC Committee members and standing committed, but in a sustainable manner Board Audit Committee. I will be attending attendees, in line with the approach and that they drive a strong culture of the Barclays US LLC Board Audit adopted for all Board Committees in 2022. continuous improvement which is Committee when it meets to approve the The review is an important part of the way essential to keep pace with changes both financial results of the US holding company Barclays monitors and improves within the Group and in the external in March. I continued to meet frequently Committee performance and environment. with members of senior management, effectiveness, maximising strengths and including in particular the Group Finance As part of its determination of whether any highlighting areas for further development. Director and Group Chief Internal Auditor. control issues required specific disclosure As Committee Chair, throughout the year I The results of the review confirm the in this Annual Report, the Committee engage regularly with the Group’s key Committee is operating effectively. It is continued to apply similar concepts to regulators, including holding meetings with considered well constituted, providing an those used for assessing internal control representatives of the PRA and FRBNY. effective and appropriate level of challenge over financial reporting for the purposes of and oversight of the areas within its remit. the US Sarbanes-Oxley Act (SOx). The Barclays Internal Audit and The review noted that the Committee was Committee is satisfied that management external auditors considered to have the right level of skills has effectively remediated the material Given the key role of BIA in supporting the and experience, including recent and weakness relating to the Over-issuance of Committee’s work, I held regular monthly relevant financial experience. Securities and reached the conclusion that meetings with the Group Chief Internal there are no other control issues that are Feedback indicates that the Committee is Auditor and members of her senior considered to be a material weakness and considered to operate at the right level of management team to ensure that I had which merit specific disclosure for the year debate, whilst acknowledging the technical visibility of their programme of work and ended 31 December 2022. and detailed nature of the Committee’s key emerging issues. In early 2022, the discussions at times, which is reflective of The Committee has oversight of Barclays’ Committee commissioned Ernst & Young the nature of the matters within the whistleblowing programme and I to perform an independent External Committee’s broad remit. continued to act as the Group Quality Assurance assessment of BIA, Whistleblowers' Champion. During 2022, The review noted that the Committee’s which is required every five years. The the Committee scrutinised the results of a interaction with the Board, Board Committee was pleased to note the benchmarking review of Barclays’ Committees and senior management is report’s conclusions that BIA generally whistleblowing programme undertaken by considered effective, noting that sufficient conformed with industry standards and an independent third party aimed at time is allocated at Board meetings for the guidance, and was an independent and identifying areas where certain elements Chair to report to the Board on the work of effective function, a view also supported of the programme can be enhanced. the Committee. by feedback from our key regulatory Moving into 2023, the Committee will stakeholders. The Committee also Feedback indicated that concurrent oversee the enhancements to our conducted a performance assessment of meetings of the BPLC and BBPLC Board whistleblowing programme that are being BIA for 2022 and I am pleased to report Audit Committee continue to be effective, implemented by management. that the Committee was satisfied with with coverage of BBPLC matters within BIA's performance against its objectives As will be evident from the Strategic report concurrent meetings considered agreed with me at the beginning of the set out on page 15, Barclays’ climate adequate. Interaction with BBUKPLC year. strategy continues to be a significant area Board Audit Committee was also of focus for the Group. The Committee considered effective, confirming that the The relationship with the Group’s external provides oversight of the Group’s climate Committee continues to exercise auditor remains a key element of the and sustainability disclosures and was sufficient oversight of issues relevant to Committee’s role, and the Committee supportive of management’s decision to the Committee’s remit relating to welcomed a new lead audit engagement incorporate Barclays' TCFD disclosures BBUKPLC. partner, Stuart Crisp, for the 2022 financial into the 2022 Annual Report. Whilst the year following the retirement of the Changes to Committee Committee continues to monitor the previous lead audit partner. The composition impact of climate change on the Group’s Committee received regular updates on On 1 March 2022, we welcomed Robert financial statements, the impacts are not KPMG’s progress on the 2022 audit, as well Berry to the Committee and have material at this time. as on the joint inspection by the US Public benefited from his expertise and Company Accounting Oversight Board perspectives, including through his cross- (PCAOB) and the UK Financial Reporting membership as Chair of the Board Risk Council (FRC) Audit Quality Review (AQR) Committee. team of KPMG’s audit of Barclays’ 2021