SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Barclays PLC and
Barclays Bank PLC
1 Churchill Place
London E14 5HP
of Principal Executive Offices)
by check mark whether the registrant files or will file annual
cover of Form 20-F or Form 40-F.
20-F x Form 40-F
by check mark whether the registrant by furnishing the
in this Form is also thereby furnishing the information to
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
"Yes" is marked, indicate below the file number assigned to the
connection with Rule 12g3-2(b):
Report is a joint Report on Form 6-K filed by Barclays PLC and
PLC. All of the issued ordinary share capital of Barclays Bank PLC
by Barclays PLC.
given to The London Stock Exchange and furnished pursuant
Instruction B to the General Instructions to Form 6-K.
re FCA and PRA investigations – April 10, 2017
to the requirements of the Securities Exchange Act of 1934, each of
the registrants has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
announcement contains inside information for the purposes of
Article 7 of the Market Abuse Regulation (EU) No
FCA and PRA investigations into Jes Staley and
PLC and Barclays Bank PLC (Barclays) announce that the Financial
Conduct Authority (FCA) and the Prudential Regulation Authority
(PRA) have commenced investigations into:
Jes Staley, Group
Chief Executive Officer of Barclays, as to his individual conduct
and senior manager responsibilities relating to Barclays
whistleblowing programme and an attempt by Mr Staley in 2016 to
identify the author of a letter that was treated by Barclays Bank
PLC as a whistleblow; and
Barclays Bank PLC,
as to its responsibilities relating to the attempt by Mr Staley to
identify the author of the letter, as well as Barclays systems and
controls and culture relating to whistleblowing.
attempt by Mr Staley to identify the author of the letter (the
"matter") first came to the attention of the Barclays Board in
early 2017 as a result of a concern raised by an employee regarding
amongst other matters the adequacy of Barclays whistleblowing
procedures. The Board immediately instructed an external law firm,
Simmons & Simmons LLP, to conduct a focussed investigation into
the matter which was led by Sir Gerry Grimstone, the Deputy
Chairman and Senior Independent Director, on behalf of the Board.
The Board also promptly notified the FCA and PRA and other relevant
authorities. The principal findings of the investigation
relating to Mr Staley's involvement in the matter are set out in
the annex to this announcement.
Staley has explained his actions to the Board. The
investigation by Simmons & Simmons LLP found, and the Board has
concluded, that Mr Staley honestly, but mistakenly, believed that
it was permissible to identify the author of the letter. However,
the Board has concluded that Mr Staley made an error in becoming
involved with, and not applying appropriate governance around, the
matter, and in taking action to attempt to identify the author of
the letter. The author of the letter was not identified and
no further action was taken. Mr Staley has apologised to the
Board for his error.
Board believes that its response to the matter should be
proportionate to its serious nature. It will therefore be issuing a
formal written reprimand to Mr Staley and has decided that a very
significant compensation adjustment will be made to Mr Staley's
variable compensation award. The Board will give consideration to
the findings of the FCA and PRA investigations and the precise
amount of the compensation adjustment will be determined by the
Board once those investigations have concluded.
and Mr Staley will cooperate fully with the FCA and PRA
investigations. The Board is also commissioning independent reviews
of Barclays relevant processes and controls, including its
whistleblowing programme. The Board continues to review the
position of other employees involved in this matter.
McFarlane, Chairman, said: "I am
personally very disappointed and apologetic that this situation has
occurred, particularly as we strive to operate to the highest
possible ethical standards. The Board takes Barclays culture and
the integrity of its controls extremely seriously. We have
investigated this matter fully using an external law firm and we
will be commissioning an independent review of Barclays processes
and controls to determine what improvements may be
The Board has concluded that Jes Staley, Group Chief Executive
Officer, honestly, but mistakenly, believed that it was permissible
to identify the author of the letter and has accepted his
explanation that he was trying to protect a colleague who had
experienced personal difficulties in the past from what he believed
to be an unfair attack, and has accepted his apology. Taking into
account both the circumstances of this matter and his otherwise
exemplary record since joining Barclays, including contributing
significantly to improvements in Barclays culture and controls, Jes
continues to have the Board's unanimous confidence and it will
support his re-appointment at Barclays Annual General Meeting on 10
Staley, Group Chief Executive Officer said: "I have apologised to the Barclays Board, and
accepted its conclusion that my personal actions in this matter
were errors on my part. I will also accept whatever sanction it
deems appropriate. I will cooperate fully with the Financial
Conduct Authority and the Prudential Regulatory Authority, which
are now both examining this matter. Our whistleblowing process is one of the most
important means by which we protect our culture and values at
Barclays and I certainly want to ensure that all colleagues, and
others who may utilise it, understand the criticality which I
attach to it."
Barclays does not intend to make any further comment at this time
given the ongoing regulatory investigations, as and when
appropriate, Barclays will provide an update.
Annex sets out the principal findings relating to Mr Staley's
involvement in the matter from the investigation conducted by
Simmons & Simmons LLP:
In June 2016,
members of the Board received an anonymous letter and a senior
executive received another anonymous letter raising concerns about
a senior employee who had been recruited by Barclays earlier that
year. Amongst other issues, the letters raised concerns of a
personal nature about the senior employee, Mr Staley's knowledge of
and role in dealing with those issues at a previous employer, and
the appropriateness of the recruitment process followed on this
occasion by Barclays.
Both letters were
logged by the Group Compliance function as whistleblows and
investigated by them.
Having been given a
copy of the first letter and made aware of the second, Mr Staley
initially requested that the Group Information Security (GIS) team
attempt to identify the authors of the letters. Mr Staley
considered that the letters were an unfair personal attack on the
Mr Staley was
subsequently informed that it was not appropriate to take steps to
identify the authors. Following this, neither Mr Staley nor
the GIS team took any such further action.
In July 2016, Mr
Staley enquired whether the whistleblowing issue with the letters
had been cleared. Following this, Mr Staley's honestly held,
but mistaken, belief was that he had clearance to identify the
author of one of the letters.
Staley requested that GIS attempt to identify the author of the
first letter following which GIS contacted and received assistance
from a U.S. law enforcement agency in identifying its author.
Mr Staley was subsequently informed of this and the results
from the steps that GIS had taken.
this attempt by GIS was unsuccessful in identifying the author and
no further steps were taken to do so after
- Ends -
further information please contact:
(0)20 7116 4943
(0)20 7116 4755
is a transatlantic consumer, corporate and investment bank offering
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banking, credit cards and wealth management, with a strong presence
in our two home markets of the UK and the US.
over 325 years of history and expertise in banking, Barclays
operates in over 40 countries and employs approximately 120,000
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further information about Barclays, please visit our website
Information regarding forward-looking statements
announcement contains forward-looking statements within the meaning
of Section 21E of the US Securities Exchange Act of 1934, as
amended, and Section 27A of the US Securities Act of 1933, as
amended, with respect to the Barclays group. These statements are
based on the current beliefs and expectations of Barclays'
management and are subject to significant risks and uncertainties.
Actual outcomes may differ materially from those expressed in the
forward-looking statements. Factors that could impact Barclays'
future financial condition and performance are identified in our
filings with the Securities and Exchange Commission ("SEC")
(including, without limitation, our Annual Report on Form 20-F for
the fiscal year ended 31 December 2016) which are available on the
SEC's website (www.sec.gov).
Subject to Barclays' obligations under the applicable laws and
regulations of the United Kingdom and the United States in relation
to disclosure and ongoing information, Barclays does not undertake
to update the forward-looking statements to reflect the impact of
circumstances or events that may arise after the date of the