Strategic Shareholder Climate and Risk Financial Financial Barclays PLC 151 report information sustainability report Governance review review statements Annual Report 2022 Directors’ report: Our Governance Framework (continued) You can read about the key activities of the Board Matters reserved to the Board Board effectiveness + during 2022 on pages 154 to 156. Matters reserved solely for the decision- We assess the effectiveness of our Board, You can read about how the Board considered the interests of our stakeholders in 2022 in our Section making power of the Board are set out in its Committees and individual Directors on 172 statement in the Strategic Report on pages 16 our bespoke Matters Reserved to the Board. an annual basis, in line with the to 20. Those matters include material decisions requirements of the Code. Following an relating to strategy, risk appetite, medium externally conducted evaluation in 2021, term plans, capital and liquidity plans, risk the Board, Board Committee and individual management and controls frameworks, Director effectiveness review for 2022 was approval of financial statements, approval carried out internally, led by our SID and of large transactions and the approval of supported by the Deputy Company share allotments, dividends and share Secretary. You can read more about the buybacks. 2022 effectiveness review, and progress against recommendations from the 2021 The Board has delegated the responsibility review, in the report of the Board for making and implementing operational Nominations Committee on pages 166 to decisions and running the Group’s 168. business on a day-to-day basis to the Group Chief Executive, supported by his ExCo. Attendance Directors are expected to attend every Board meeting. Where a Director was not able to attend a Board meeting, the relevant Director's views were made known to the Chairman in advance of the meeting. The Chairman also met privately, on a regular basis, with each Non-Executive Director. Scheduled Scheduled Ad hoc Ad hoc Independent/ meetings eligible meetings % meetings eligible meetings a Board attendance in 2022 Executive to attend attended attendance to attend attended Chairman b Nigel Higgins On appointment 14 14 100 % 5 5 Executive Directors C.S. Venkatakrishnan Executive Director 14 14 100 % 5 5 c Anna Cross Executive Director 12 12 100 % 3 3 Non-Executive Directors Mike Ashley Independent 14 14 100 % 5 5 d Robert Berry Independent 14 14 100 % 5 5 e Tim Breedon Independent 14 12 86 % 5 5 f Mohamed A. El-Erian Independent 14 13 93 % 5 2 g Dawn Fitzpatrick Independent 14 12 86 % 5 5 Mary Francis Independent 14 14 100 % 5 3 Crawford Gillies Independent 14 14 100 % 5 5 Brian Gilvary Independent 14 14 100 % 5 4 Diane Schueneman Independent 14 14 100 % 5 4 Julia Wilson Independent 14 14 100 % 5 5 Former Directors h Tushar Morzaria Executive Director 2 2 100 % 2 2 Notes a A number of the ad hoc meetings were called at short notice, which resulted in some Directors being unable to attend. b As required by the Code, the Chairman was independent on appointment. c Anna Cross was appointed to the Board with effect from 23 April 2022. d Robert Berry was appointed to the Board with effect from 8 February 2022. e Tim Breedon was unable to attend the two meetings (held on consecutive days) due to illness. f Mohamed A. El-Erian was unable to attend due to a prior commitment. g Dawn Fitzpatrick was unable to attend the two meetings (held on consecutive days) due to a bereavement. h Tushar Morzaria stepped down from the Board with effect from 22 April 2022.