King III

We have embedded King Code of Governance Principles for South Africa 2009 (King III) principles within our culture by assigning specific committees the responsibility for applying King III principles relevant to their mandate.

The table below shows the relevant committees that are the designated custodians of specific principles.

Ethical leadership and corporate citizenship DAC, SEC, Board
Board and directors DAC, Board
Audit committees GACC, BFC
The governance of risk GRCMC, CoRC, MC
The governance of information technology ITC, GACC, GRCMC
Compliance with laws, codes, rules and standards All committees are responsible for compliance relative to their areas of responsibility. However, the GACC has oversight of the compliance function and compliance in the Group as a whole.
Internal audit GACC
Governing stakeholder relationships SEC, Board
Integrated reporting and disclosure Board, GACC (including the Disclosure Committee) DAC, SEC, GRCMC, GRHRC

With the exception of the three areas below, the Group has applied all the principles of King III throughout the year:

  • Remuneration: Although deferred bonus awards are not subject to financial performance conditions, the exposure to share price and malus provisions in the plan provides appropriate links to performance and risk adjustment. This structure is in accordance with the requirements of the UK’s Financial Stability Board’s principles for sound compensation practices and generally subjects our incentive awards to higher levels of deferral than found elsewhere in the local market.
  • Information Technology Committee: The Chairman of the ITC is not an independent director. Our Board believes that Patrick Clackson, who is a Barclays PLC executive, is best placed to chair this committee, given his experience in banking and related systems as well as his ability to engage with and provide challenge to management on this topic.
  • Directors’ Affairs Committee: In 2015, Wendy Lucas-Bull was classified as non-independent due to her membership of the Barclays PLC Board, however, the Barclays Africa Board considered it appropriate for her to chair the DAC, given the nature of the matters considered (such as Board nominations) and the ability of Trevor Munday (lead independent director) to chair the Committee in the event of an agenda matter that may cause a conflict of interest. From 1 March 2016, Wendy is again classified as independent.

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