# Barclays PLC Annual Report 2024

## Our 2024 suite of Reports

* **Barclays PLC Annual Report 2024:** A detailed review of Barclays’ 2024 performance with disclosures that provide useful insight and go beyond reporting requirements. The 2024 report integrates our Climate and Sustainability report, incorporating Task Force on Climate-related Financial Disclosures (TCFD) recommendations.
* **Barclays PLC Pillar 3 Report 2024:** A summary of our risk profile, its interaction with the Group’s risk appetite, and risk management.
* **Barclays PLC Fair Pay Report 2024:** An overview of our approach to pay, including the principles and policies of our Fair Pay Agenda.
* **Barclays PLC Country Snapshot 2024:** An overview of our global tax contribution as well as our approach to tax, including our UK tax strategy, together with our country-by-country data.

© Barclays PLC 2025
Registered office: 1 Churchill Place, London E14 5HP
Registered in England. Registered No: 48839

***

## Contents (Page 136)

Parts 1, 2 and 3 of Barclays PLC 2024 Annual Report together comprise Barclays PLC’s annual accounts and report for the purposes of Section 423 of the Companies Act 2006.

**Inside Part 1**

| Strategic report | Page |
|---|---|
| Welcome to Barclays | 01 |
| The Group at a glance | 02 |
| Chairman’s introduction | 04 |
| Chief Executive’s review | 06 |
| Our strategy | 08 |
| Our business environment | 09 |
| Our business model | 10 |
| Our plan and targets | 11 |
| **2024 divisional review** | **12** |
| Group overview | 13 |
| Barclays UK | 14 |
| UK Corporate Bank | 16 |
| Barclays Private Bank and Wealth Management | 18 |
| Barclays Investment Bank | 20 |
| Barclays US Consumer Bank | 22 |
| **Our stakeholders** | **24** |
| Customers and clients | 25 |
| Colleagues | 28 |
| Society | 31 |
| Investors | 35 |
| **Additional disclosure** | **38** |
| Section 172(1) statement | 39 |
| Non-financial and sustainability information statement | 41 |
| Task Force on Climate-related Financial Disclosure statement of compliance | 49 |
| Sustainability-related reporting and disclosures | 49 |
| Managing risk | 51 |
| Viability statement | 54 |
| Shareholder information | 56 |
| Important information | 58 |

**Inside Part 2**

| Climate and sustainability report | Page |
|---|---|
| Risks and opportunities | 64 |
| Implementing our climate strategy | 69 |
| Resilience of our strategy | 124 |

**Inside Part 3**

| Governance | Page |
|---|---|
| Governance contents | 135 |
| Board Governance | 137 |
| Directors’ report | 138 |
| Remuneration report | 186 |
| Other governance | 240 |
| **Risk review** | **263** |
| Risk review contents | 263 |
| Risk management | 265 |
| Material existing and emerging risks | 267 |
| Principal risk management | 283 |
| Risk performance | 295 |
| Supervision and regulation | 383 |
| **Financial review** | **397** |
| Financial review contents | 397 |
| Key performance indicators | 398 |
| Consolidated summary income statement | 400 |
| Income statement commentary | 401 |
| Consolidated summary balance sheet | 402 |
| Balance sheet commentary | 403 |
| Analysis of results by business | 404 |
| Non-IFRS performance measures | 412 |
| **Financial statements** | **422** |
| Financial statements contents | 422 |
| Consolidated financial statements | 440 |
| Notes to the financial statements | 449 |

Please note that throughout the document, graphical representation of component parts may not sum due to rounding.

***

# Governance (Page 137)

Our governance framework facilitates the effective management of the Group across its diverse businesses.

## Board Governance

| Directors’ report | Page |
|---|---|
| Board of Directors | 138 |
| Group Executive Committee | 142 |
| Our governance framework | 143 |
| Key Board activities | 146 |
| Board Nominations Committee report | 149 |
| Board Audit Committee report | 160 |
| Board Risk Committee report | 169 |
| Board Sustainability Committee report | 175 |
| How we comply | 178 |
| Other statutory and regulatory information | 180 |
| Remuneration report | 186 |

## Other Governance

| Other Governance | Page |
|---|---|
| Climate and sustainability governance | 241 |
| Managing impacts in lending and financing | 246 |
| Human rights/Modern slavery | 248 |
| Our supply chain | 250 |
| Supporting our customers | 251 |
| The Barclays Way | 254 |
| Whistleblowing | 255 |
| Tax | 256 |
| Financial crime | 258 |
| Health and safety | 259 |
| Managing data privacy, security and resilience | 260 |

***

# Board Governance (Page 138)

Welcome to our 2024 Board Governance report. The report sets out the composition of our Board and explains how our Board governance framework operates, alongside the key areas of focus of our Board and Board Committees in 2024.

## Aim of our governance

The primary aim of our governance is that it:
* seeks to ensure that our decision-making is aligned to our Purpose, Values and Mindset
* creates long-term sustainable value for our shareholders, having regard to the interests of all our stakeholders
* is effective in providing constructive challenge, advice and support to management
* provides checks and balances and drives informed, collaborative and accountable decision-making.

## Compliance with the Code

* Our Board Governance report reflects the requirements of the 2018 UK Corporate Governance Code (the Code).
* To view how we comply with the Code, please see pages 178 to 179.

Certain additional information, signposted throughout this report, is available at [home.barclays/corporategovernance](home.barclays/corporategovernance).

## Directors’ report

| Directors’ report | Page |
|---|---|
| Board of Directors | 138 |
| Group Executive Committee | 142 |
| Our governance framework | 143 |
| Key Board activities | 146 |
| Board Nominations Committee report | 149 |
| Board Audit Committee report | 160 |
| Board Risk Committee report | 169 |
| Board Sustainability Committee report | 175 |
| How we comply | 178 |
| Other statutory and regulatory information | 180 |
| Remuneration report | 186 |

***

# Directors’ report: Board of Directors (Page 139)

## Setting our strategic direction

Responsible for the overall leadership of the Group, driven by our Purpose, Values and Mindset.

**Board Committee membership**

*   **AC** Audit Committee Member
*   **NC** Nominations Committee Member
*   **RC** Risk Committee Member
*   **SC** Sustainability Committee Member
*   **BC** Remuneration Committee Member
*   **R** Risk Committee Chair

### Nigel Higgins
**Group Chairman**
**Appointed**
March 2019 (Board)
May 2019 (Chairman)

**Skills, experience and contribution:**
*   seasoned business leader with extensive experience in, and understanding of, banking and the financial services industry
*   strong track record in leading and chairing organisations
*   significant experience in providing strategic advice to major international organisations and governments
*   keenly focused on culture and corporate governance.

Nigel spent 36 years at Rothschild & Co. where his last role was as Deputy Chairman. Prior to that he had been Co-Chief Executive, Chairman of the Group Executive Committee and Managing Partner of Rothschild & Co for a decade.

Nigel was appointed a member of the Board Remuneration Committee with effect from 31 January 2025.

**Key current appointments:**
Chairman, Sadler’s Wells; Non-Executive Director, Tetra Laval Group

### C.S. Venkatakrishnan
**Group Chief Executive**
**Appointed**
November 2021

**Skills, experience and contribution:**
*   highly regarded leader with significant global banking experience
*   extensive background in financial markets and risk management
*   deep understanding of the business and the areas within which the Group operates.

Prior to his appointment as Group Chief Executive, Venkat served as Head of Global Markets and Co-President of Barclays Bank PLC from October 2020 and Group Chief Risk Officer from 2016 to 2020.

Before joining Barclays in 2016, Venkat worked at JPMorgan Chase from 1994, holding senior roles in Asset Management, Investment Banking, and in Risk. For a period during 2024, Venkat served as a member of a new National Wealth Fund Taskforce, comprised of leading figures from the UK's investment and financial services sector advising the incoming UK government.

**Key current appointments:**
Board Member, Institute of International Finance; Chair, Financial Services Taskforce to the Sustainable Markets Initiative; Director, Focusing Capital on the Long Term (FCLT) Global

### Brian Gilvary
**Senior Independent Director (SID)**
**Appointed**
February 2020 (Board)
January 2021 (SID)

**Skills, experience and contribution:**
*   extensive senior level experience of management, finance and strategy
*   deep experience of US and UK shareholder engagement
*   significant experience with, and understanding of, the challenges and opportunities inherent in advancing a sustainable energy future.

Brian spent much of his career with BP p.l.c. in senior leadership roles, where most latterly he held the role of Chief Financial Officer. His other senior-level experience includes serving on the boards of various commercial and charitable organisations. Brian was Chair of The 100 Group of FTSE 100 Finance Directors, a member of the UK Treasury Financial Management Review Board and has served on various Business in the Community Leadership Teams.

**Key current appointments:**
Non-Executive Chair, INEOS Energy; Non-Executive Director, Defence Board, Ministry of Defence; Chair, The Royal Navy and Royal Marines Charity; Senior Independent Director, The Francis Crick Institute

***

# Directors’ report: Board of Directors (continued) (Page 140)

### Robert Berry
**Independent Non-Executive Director**
**Appointed**
February 2022

**Skills, experience and contribution:**
*   extensive board-level experience across a range of industries
*   strong focus on reputation management and promoting board governance values
*   detailed understanding of the interaction between public and private sectors.

Mary's previous appointments include Non-Executive Directorships at the Bank of England, Alliance & Leicester, Aviva, Centrica and Swiss Re Group.

In her executive career, Mary held senior positions with both HM Treasury and the Prime Minister's Office and served as Director General of the Association of British Insurers.

Mary is the Barclays Bank PLC Consumer Duty Champion.

**Key current appointments:**
Senior Independent Director, PensionBee Group PLC; Member, UK Takeover Appeal Board

### Sir John Kingman
**Independent Non-Executive Director**
**Appointed**
June 2023

**Skills, experience and contribution:**
*   deep background in financial services
*   strong leadership qualities and chair experience
*   extensive expertise providing strategic advice to Government.

John is Chair of Barclays Bank UK PLC. He had a long Whitehall career, where he was Second Permanent Secretary to HM Treasury and was also closely involved in the UK response to the financial crisis, handling the resolution of Northern Rock and leading negotiations with RBS, Lloyds and HBOS on their £37bn recapitalisation.

John was also the first Chief Executive of UK Financial Investments Ltd (UKFI), and from 2010-2012, he was Global Co-Head of the Financial Institutions Group at Rothschild. From 2016 to 2021, John was the first Chair of UK Research & Innovation, which oversees Government science funding of c.£8bn a year. Between 2020 and January 2023, he was Chair of Tesco Personal Finance plc.

**Key current appointments:**
Chair, Legal & General Group plc; Trustee & Deputy Chair of the Board of Trustees, The National Gallery

### Marc Moses
**Independent Non-Executive Director**
**Appointed**
January 2023

**Skills, experience and contribution:**
*   strong technical finance background in accounting and audit-related matters
*   significant board and senior executive level risk management experience
*   extensive knowledge of banking and financial services.

Marc is a chartered accountant and his financial services experience extends over 43 years, initially as a trader and then in senior executive roles as an audit partner at PwC, and Chief Financial Officer of JPMorgan Europe.

He joined HSBC in 2005 where he was Group Chief Risk Officer for nine years and joined the group board as an executive director in 2014. He retired from HSBC in 2019.

**Key current appointments:**
None

### Brian Shea
**Independent Non-Executive Director**
**Appointed**
July 2024

**Skills, experience and contribution:**
*   deep experience of financial services sector
*   strong operations, technology and transformation experience
*   detailed knowledge and understanding of US financial regulation.

Brian was appointed Chair of BX with effect from 1 February 2025. Brian's executive and non-executive career extends to over 40 years in the financial services industry. He was Vice Chairman and Chief Executive Officer of Investment Services at BNY Mellon from 2014 until his retirement in 2017.

Prior to this, he served in a variety of executive roles, including as Chief Executive Officer of Pershing, LLC. (a BNY Mellon company). He is a former non-executive director of Fidelity National Information Services, Inc. and has also held several US securities industry and regulatory board and advisory committee positions.

**Key current appointments:**
Board of Directors, Ameriprise Financial, Inc.; Board of Directors, RBB Fund, Inc.; Board of Trustees, Catholic Charities of the Archdiocese of New York

***

# Directors’ report: Board of Directors (continued) (Page 142)

### Julia Wilson
**Independent Non-Executive Director**
**Appointed**
April 2021

**Skills, experience and contribution:**
*   significant board and executive-level strategic and financial leadership experience
*   extensive accounting, audit and financial services expertise
*   strong UK regulatory experience.

Julia is a chartered accountant and was the Group Finance Director of 3i Group plc, having served on its board from 2008 until she stepped down in June 2022. Prior to joining 3i she was Group Director of Corporate Finance at Cable & Wireless where she also held a number of finance-related roles.

Julia was appointed a Non-Executive Director at Legal & General Group plc in 2011. She chaired L&G’s Audit Committee between 2013 and 2016 and was Senior Independent Director from 2016 until she stepped down from L&G in March 2021. Julia previously served as the Chair of The 100 Group of FTSE 100 Finance Directors.

Julia was appointed a Non-Executive Director of Bunzl plc in December 2024 and will become Chair of the Audit Committee in April 2025.

**Key current appointments:**
Non-Executive Director, Bunzl plc

### Hannah Ellwood
**Group Company Secretary**
**Appointed**
February 2023

**Relevant skills and experience:**
Hannah is an experienced lawyer and company secretary with significant experience in corporate governance, regulatory, disclosure and market conduct matters.

**Career:**
Hannah joined Barclays in September 2012 as Chief of Staff to the Investment Bank General Counsel. Having moved from the Legal function to Barclays Corporate Secretariat in 2016, she was subsequently appointed Deputy Company Secretary of Barclays PLC in 2018.

In February 2023, Hannah was appointed Group Company Secretary and was subsequently invited to join the Group Executive Committee as a standing attendee in 2024.

Prior to joining Barclays, Hannah was a Senior Associate in the London Corporate practice of Clifford Chance LLP.

***

# Directors’ report: Group Executive Committee (Page 143)

## Leading the execution of our strategy

The Group Executive Committee (ExCo), as the most senior management committee for the Barclays Group, supports the Group Chief Executive in executing Barclays' strategic priorities.

| C.S. Venkatakrishnan | Anna Cross | Alistair Currie | Stephen Dainton | Cathal Deasy |
|---|---|---|---|---|
| Group Chief Executive | Group Finance Director | Group Chief Operating Officer and Chief Executive, Barclays Execution Services Limited (BX) | President of Barclays Bank PLC and Head of Investment Bank Management | Global Co-Head of Investment Banking |
| Matt Fitzwater | Matt Hammerstein | Adeel Khan | Vim Maru | Danny Nealon |
| Group Chief Compliance Officer | Chief Executive of the UK Corporate Bank and Head of Public Policy and Corporate Responsibility | Head of Global Markets | Chief Executive of Barclays UK | Chief Executive Officer for Barclays US Consumer Bank (USCB) and Barclays Bank Delaware (BBDE) |
| Tristram Roberts | Taalib Shaah | Stephen Shapiro | Sasha Wiggins | Taylor Wright |
| Group Human Resources Director | Group Chief Risk Officer | Group General Counsel | Chief Executive of Private Bank and Wealth Management | Global Co-Head of Investment Banking |

**Changes in ExCo during 2024**
Barclays announced on 20 February 2024 the re-segmentation of its operating structure into five divisions, with each of the divisional heads appointed as members of ExCo in their new roles. This resulted in:
*   Stephen Dainton, Cathal Deasy, Adeel Khan and Taylor Wright becoming members of ExCo, having previously joined as standing attendees
*   Denny Nealon joining as a new ExCo member in his capacity as Chief Executive Officer, USCB and BBDE
*   Matt Hammerstein, Vim Maru and Sasha Wiggins retaining their prior ExCo membership but in their new capacities as relevant business heads.

During 2024 we also welcomed Matt Fitzwater to ExCo as Group Chief Compliance Officer.

We are grateful for the contributions made by Paul Compton (Global Head of the Corporate and Investment Bank, and President of BBPLC) and Kirsty Everett (Group Chief Compliance Officer) as they stepped down from their respective roles during 2024.

**Standing attendees**
The Group Chief Executive continues to extend a standing invitation to Craig Bright, Chief Information Officer.

During 2024, standing invitations to ExCo were also extended to:
*   Gijs Borghouts, Group Chief Internal Auditor (and Lindsay O'Reilly, the prior Group Chief Internal Auditor, before she stepped down from this role)
*   Hannah Ellwood, Group Company Secretary
*   Anita Tanna, Group Chief of Staff.

**Ex-officio posts**
ExCo continues to utilise ex-officio positions on the Committee to promote diversity of thought, provide specialist input and bring new perspectives, with each appointee serving a four-month rotation.

During 2024, the following attendees joined ExCo meetings as an ex-officio:
*   Betty Gee, Americas Head of Equities Distribution within the Corporate and Investment Bank
*   Hannah Bernard, Head of Business Banking, Barclays UK
*   Claire Peel, Chief Financial Officer, Barclays UK
*   Jaideep Khanna, Head of Barclays, Asia Pacific.

***

# Directors’ report: Our governance framework (Page 144)

## A governance framework to facilitate effective decision-making across the Group

Committed to high standards of corporate governance to drive long-term sustainable value for our shareholders.

### Group structure
Barclays PLC (BPLC) is the Group’s parent company and is listed on the London Stock Exchange.

Each of the Group’s key operating entities - Barclays Bank PLC (BBPLC), Barclays Bank UK PLC (BBUKPLC), Barclays Bank Ireland PLC (Barclays Europe), Barclays US LLC and Barclays Bank Delaware - has its own board (with executive and non-executive directors) and board committees.

These main operating entities are supported by our Group-wide service company, Barclays Execution Services Limited (BX), which provides technology, operations and functional services to businesses across the Group.

**Barclays PLC**
*   BBPLC
    *   Barclays' non-ring fenced operations
    *   Barclays Europe
    *   Barclays US LLC
    *   Barclays Bank Delaware
*   BBUKPLC
    *   Barclays' ring-fenced bank
*   BX
    *   Barclays' service company

### Our governance framework
The Board recognises the importance of effective governance as an enabler to the successful development and execution of the Group’s strategy. We consider governance to be how the Board makes decisions and provides oversight to promote Barclays’ success for the long-term sustainable benefit of our shareholders, having regard to the interests of our stakeholders, which include our customers and clients, colleagues and the society and wider environment in which we operate.

Our Group-wide governance framework is designed to:
*   facilitate the effective management of the Group by our Group Chief Executive and his ExCo across our diverse businesses; and
*   support and provide oversight and constructive challenge of the Group’s major subsidiary boards in the UK, Ireland and the US, having regard to the legal, regulatory and independence requirements applicable to those entities.

Generally, there is one set of rules for the Group. Group-wide frameworks, policies and standards are adopted throughout the Group unless local laws or regulations require otherwise (for example, the ring fencing obligations applicable to BBUKPLC), or ExCo decides otherwise in a particular instance.

### Corporate Governance Operating Manual
Our Corporate Governance Operating Manual sets out how the Group’s significant subsidiaries (and their respective boards and board committees) should interact with each other. It also provides guidance and clarity for management and Directors as to how these relationships and processes should work in practice. This is a dynamic document that evolves alongside the changing nature of the Group.

### The role of the Board
The BPLC Board sets the purpose, strategic direction and risk appetite for the Group and is the ultimate decision-making body for matters of Group-wide strategic, financial, regulatory and/or reputational significance. The Board also has direct oversight of matters relating to culture.

Membership of the BPLC and BBPLC Boards is partially consolidated in order to drive efficiency and co-ordination, whilst also reducing complexity and unnecessary duplication. As a result, membership of the BBPLC Board is a subset of the BPLC Board, with all members of the BPLC Board (except for the Senior Independent Director (SID), Chair of BBUKPLC and at least one other Non-Executive Director) also serving on the BBPLC Board.

We believe that having members of the BPLC Board serving as the Chairs of some of the Group’s main operating entities supports improved efficiency, oversight, escalation and co-ordination while ensuring an appropriate focus is given to matters relevant to each entity.

***

# Board governance framework (Page 145)

| Board Nominations Committee | Board Audit Committee | Board Risk Committee | Board Sustainability Committee | Board Remuneration Committee |
|---|---|---|---|---|
| Oversees the composition of, and appointments to, the Board, Board Committees and ExCo. | Reviews financial reports and monitors the internal control environment. | Oversees risk appetite and management of principal risks. | Oversees climate and sustainability matters. | Sets principles and parameters of remuneration policy. |
| For more information, see page 149. | For more information, see page 160. | For more information, see page 169. | For more information, see page 175. | For more information, see page 186. |

## Matters reserved to the Board
Our bespoke Matters Reserved to the Board, which is reviewed on a regular basis, sets out the matters reserved solely for the decision-making power of the Board. These matters include material decisions relating to strategy, risk appetite, medium term plans, capital and liquidity plans, risk management and controls frameworks, strategic reputational matters and the approval of financial statements, large transactions, share allotments, dividends and share buy-backs.

Responsibility for the Group’s business on a day-to-day basis has been delegated by the Board to the Group Chief Executive, supported by his ExCo, to make and implement strategy and operational decisions.

## Information provided to the Board
The Group Chairman is responsible for setting the Board’s agenda, primarily focused on strategy, performance, value creation, culture and stakeholders. In addition, the Group Chairman is responsible for ensuring that Board members receive timely and high-quality information to enable sound decision making and promote the success of BPLC.

The Group Company Secretary, working in collaboration with the Group Chairman, is responsible for ensuring good governance and information flow to support the Board’s effectiveness.

In addition to the presentations delivered to the Board and the Board Committees as part of formal meetings, the Board is kept informed of key business and external developments during the year through updates from the Executive Directors, ExCo and senior management.

Directors have access to the advice of the Group Company Secretary and are also able to seek independent and professional advice at Barclays’ expense, where required, to enable them to fulfil their obligations to BPLC.

## Board Committees
The Board is supported in its work by its Committees: the Board Nominations Committee, Board Audit Committee, Board Risk Committee, Board Sustainability Committee and the Board Remuneration Committee. Each Board Committee has its own terms of reference setting out its remit and decision-making powers.

The Board Committees are comprised solely of Non-Executive Directors, with the exception of the Board Sustainability Committee of which the Group Chief Executive is an Executive member. In that role, the Group Chief Executive brings invaluable climate and sustainability insights to the Committee’s discussions, including external perspectives from his outside appointments.

The Chairs of each Committee report regularly on their Committee's work to the Board. You can read more about the work of each Board Committee later in the Governance report.

The Board may from time to time establish ad hoc Committees to oversee specific matters as and when they arise.

## Conflicts of interest
The Board has the authority to authorise Director conflicts of interest in accordance with the Companies Act 2006 and BPLC’s articles of association (Articles). This ensures that the influence of third parties does not compromise the independent judgement of the Board.

Directors are required to declare any potential or actual conflicts of interest that could interfere with their ability to act in the best interests of the Group.

A conflicts register recording actual and potential conflicts of interest, together with any Board authorisations of conflicts, is maintained. Authorisations are for an indefinite period but are reviewed on an annual basis by the Board. The Board also considers the effectiveness of the conflicts authorisation process.

The Board retains the power to vary or terminate conflicts authorisations at any time.

## Attendance at Board meetings
Directors are expected to attend every Board meeting. Where a Director is not able to attend a Board meeting, the relevant Director's views are generally made known to the Group Chairman in advance of the meeting. The Group Chairman also meets privately, on a regular basis, with the Non-Executive Directors.

Details of Director attendance at Board meetings during 2024 is set out on the next page, and details of Director attendance at Board Committee meetings is set out in the report of each Board Committee.

## Board effectiveness
The effectiveness of the Board, Board Committees and individual Directors is assessed on an annual basis. In line with the requirements of the Code, an externally facilitated performance review was conducted for 2024. You can read about the results of this review, as well as progress against the recommendations from the internally facilitated Board review for 2023, in the report of the Board Nominations Committee from page 149.

***

# Directors’ report: Key Board activities (Page 146)

## Key focus areas

The following two pages highlight the key areas of focus for the Board during 2024 and the key stakeholder groups central to the matters considered and decisions taken.

| Topic | Board activity |
|---|---|
| **Strategy and business review** | • Held regular strategy discussions throughout the year, including dedicated corporate strategy sessions at the September and December Board meetings. • Reviewed and discussed the 2024 Medium Term Plan (MTP), including macroeconomic variables. • Reviewed materials for the Investor Update in February and the subsequent investor presentations on UK Corporate Bank (UKCB), Investment Banking and Private Bank and Wealth Management (PBWM). • Received business reviews throughout the year to understand key risks and opportunities and monitor progress against the targets set in our three-year plan on each of the main business areas - PBWM, Global Markets, US Consumer Bank, Barclays UK, Investment Banking and UKCB. • Received focused presentations to deepen the Board’s understanding of matters of Group wide relevance, such as financial crime risk, reputation risk, cybersecurity risk and controls and operational resilience. • Considered the entity and location strategy for Barclays Europe. |
| **Strategic transactions** | • Evaluated potential strategic opportunities for the Group and received updates on the progress of key strategic transactions across the Group, reflecting our ambition to simplify Barclays and focus on growing key businesses. |
| **Supporting implementation of strategy** | • Received updates on the progress of transformation initiatives to support the delivery of the Group’s strategy, including in relation to customer journey transformation and automating core processes to drive efficiency. |
| **Climate and sustainability strategy** | • Received and discussed updates on the Group’s climate and sustainability strategy through reports from the Board Sustainability Committee, including in relation to the Group’s sustainable finance strategy, energy strategy and the development of a Transition Plan. • Received updates on, and considered management’s engagement with stakeholders on, Barclays’ climate strategy. • Received a briefing on the external climate reporting landscape. |

**Key decisions**
*   ü Approved the re-segmentation of the Group’s businesses into five focused business divisions.
*   ü Approved the 2024 MTP.
*   ü Confirmed support for the location strategy for Barclays Europe.

**Key decisions**
*   ü In Q1 2024, approved the acquisition of Tesco Bank.
*   ü In Q3 2024, approved the sale of the German consumer finance business.

**Key decisions**
*   ü In early 2024, approved the 2023 Group Modern Slavery Statement.
*   ü Approved an updated Barclays Group Statement on Human Rights.

| Topic | Risk, resilience and recovery and resolution | Board activity |
|---|---|---|
| **Risk profile** | • Considered the Group’s risk profile and emerging risks in the context of the macroeconomic, regulatory and geopolitical outlook. • Considered risk appetite in the context of Barclays' strategic plan and MTP. • Received updates on financial crime risk. • Received updates on Barclays' principal risks, including reputation risk and the Group’s approach to reputation risk management. | **Key decisions** ü Approved Barclays’ Risk Appetite Statement. ü Approved updates to the Enterprise Risk Management Framework (ERMF) for the Group, including the elevation of financial crime risk to a principal risk which took effect on 1 January 2025. ü Approved updates to the Matters Reserved to the Board and Committee terms of reference to clarify the responsibilities between the Board and the Board Risk Committee in respect of the oversight of reputation risk. |
| **Resolution and recovery** | • Received a briefing on the key findings from the Bank of England’s second Resolvability Assessment Framework assessment and updates on activities to enhance the Group’s resolvability arrangements, including management's testing and assurance plans. • Considered the Group Recovery Plan setting out the options available to execute in a severe financial stress. • Board members participated in a simulation exercise to test the efficacy of the available management actions in the event of an operational crisis with severe financial implications. The Board subsequently received an update on the actions resulting from the exercise. | **Key decisions** ü Approved the Group Recovery Plan. |
| **Technology, operations and resilience** | • Considered the Group’s annual operational resilience self-assessment and management actions to enhance recovery capability for the Group’s Important Business Services. • Board members participated in a series of formal and informal briefings with the Group Chief Security Officer on cybersecurity risk and crisis response, focusing on governance and Board decision-making in the event of a crisis-level cybersecurity incident. The briefings culminated in a Board-level tabletop exercise. • Participated in a deep dive session on the responsible use of generative artificial intelligence (AI) and considered the opportunities and risks relating to the use of this technology. • Considered how to bring additional technology expertise and perspectives to the Board. | **Key decisions** ü Approved the Group operational resilience self assessment. ü Approved three new Important Business Services and their impact tolerances. |
| **Climate and sustainability strategy** | • Received and discussed updates on the Group’s climate and sustainability strategy through reports from the Board Sustainability Committee, including in relation to the Group’s sustainable finance strategy, energy strategy and the development of a Transition Plan. • Received updates on, and considered management’s engagement with stakeholders on, Barclays’ climate strategy. • Received a briefing on the external climate reporting landscape. | **Key decisions** ü In early 2024, approved the 2023 Group Modern Slavery Statement. ü Approved an updated Barclays Group Statement on Human Rights. |

**Stakeholder groups**

*   Customers and clients
*   Colleagues
*   Society
*   Investors

Please see our Section 172(1) statement in the Strategic report from page 39 for further detail on how the Board considered reputation risk management during 2024.

***

# Directors’ report: Key Board activities (continued) (Page 148)

| Topic | Board activity |
|---|---|
| **Finance** | |
| Financial performance and reporting | • Received regular updates from the Group Finance Director on the financial performance of the Group and business divisions, including delivery against targets, investor feedback and market reaction to the Group’s financial results. |
| **Key decisions** ü Approved the BPLC Annual Report and Accounts for the year ended 31 December 2023. ü Approved Q1 2024, HY 2024 and Q3 2024 financial results announcements. |
| Capital and liquidity position and distributions | • Monitored the Group’s capital and liquidity position, and considered distributions proposals in the context of the Group’s three-year strategy. |
| **Key decisions** ü Approved a full year dividend for the year ended 31 December 2023 of 5.3p per ordinary share and a full year share buy-back for 2023 of up to £1bn. ü Approved a half year dividend of 2.9p per ordinary share for the six months ended 30 June 2024 and a half year share buy-back of up to £750m. |
| **Governance and regulatory matters** | |
| Succession | • Upon the recommendation of the Board Nominations Committee, considered succession planning and proposed changes to Board and Board Committee membership. • Received an update on ExCo membership changes approved by the Board Nominations Committee to reflect the re-segmented business divisions. |
| **Key decisions** ü Approved the appointment of Brian Shea as a Non-Executive Director. |
| Regulatory engagement and oversight | • Invited representatives from key regulators to join Board meetings to support and deepen senior relationships, discuss their priorities, feedback and areas of focus for Barclays. This was in addition to meetings held between individual Directors and regulatory stakeholders throughout the year. • Considered updates on regulatory developments impacting the Group. |
| Consumer Duty | • Received updates on the Group’s implementation of the FCA’s Consumer Duty for closed products and preparation of the first Consumer Duty Annual Board Reports by BBPLC and BBUKPLC ahead of the 31 July 2024 regulatory deadline. This included updates on embedment and observations from the Chair of BBUKPLC and the BBPLC Consumer Duty Champion on the Consumer Duty programmes within their respective entities. |

| Topic | Board activity |
|---|---|
| **Culture, colleague and inclusion** | |
| Culture, colleague engagement and talent | • Received regular updates on the Group-wide cultural change programme to deliver to a consistently excellent standard and considered progress on embedment through management reporting and Your View colleague survey results. • Considered Barclays’ method of workforce engagement to confirm it remained effective in facilitating meaningful, regular two-way dialogue with colleagues. • Considered Barclays' workforce policies and practices, including how they support the attraction, development and retention of diverse and inclusive talent. • Board members participated in colleague events during the year. |
| **Key decisions** ü Confirmed that Barclays’ method of workforce engagement has been effective in 2024. ü Confirmed that Barclays’ workforce policies and practices are consistent with Barclays’ Values and support Barclays’ long-term sustainable success. |
| Diversity, equity and inclusion (DEI) | • Received an update on DEI activities during 2024, including progress against the Group’s DEI ambitions for senior women and colleagues from underrepresented races and ethnicities. • Considered the gender and ethnic diversity targets in the Board Diversity and Inclusion Policy to determine if they remained appropriate. |
| **Key decisions** ü Reaffirmed the targets set out in the Board Diversity and Inclusion Policy. |

Please refer to the report of the Board Nominations Committee from page 149 for further information on Board composition, succession planning and effectiveness reviews.

Please see the Colleagues section in the Strategic report from page 28 for further information on Barclays’ workforce engagement mechanisms and activities to continue to embed a consistently excellent standard of delivery.

Details of the Board Diversity and Inclusion Policy can be found in the Board Nominations Committee report from page 149.

Further detail on the Board's oversight of the progress of embedment of the 'consistently excellent' cultural change programme can be found in our Section 172(1) statement in the Strategic report from page 39.

***

# Directors’ report: Board Nominations Committee report (Page 149)

## Focused on effective composition and succession to support delivery of the Group’s strategy

Overseeing composition, succession and effectiveness to ensure continuity of strong leadership.

**Board Nominations Committee**
**Nigel Higgins**
**Chair, Board Nominations Committee**

| Member | Committee membership and meeting attendance during 2024$^1$ |
|---|---|
| Nigel Higgins | 3/3 |
| Brian Gilvary | 3/3 |
| Diane Schueneman$^3$ | 3/3 |
| Julia Wilson | 3/3 |
| Mohamed A. El-Erian$^2$ | 1/2 |

**Notes**
1 There were three scheduled meetings of the Committee in 2024. Mohamed A. El-Erian was unable to attend one meeting due to a prior commitment.
2 Stepped down on 31 August 2024
3 Stepped down with effect from 31 January 2025

**Introduction**
The Committee’s focus in 2024 has been on ensuring that the Board, Board Committees and ExCo continue to have the right composition of skills, experience, knowledge and diversity of thought, as well as on robust succession planning, to support the delivery of the Group’s strategy as announced at the Investor Update on 20 February 2024.

In 2024, we welcomed Brian Shea to the Board as an additional Non-Executive Director and Mohamed A. El-Erian stepped down from the Board in August. Following nine years' tenure on the Board, Diane Schueneman retired as a Non-Executive Director with effect from 31 January 2025. Diane will continue to serve as a Non-Executive Director of Barclays US LLC.

During 2024, the Committee also oversaw changes to the composition of the Board Committees and ExCo. With the announcement in February 2024 that, going forward, Barclays would be managed and reported via five focused operating divisions, there were a number of changes to ExCo to reflect the leadership of these operating divisions which were also overseen by the Committee.

In addition, Board related succession matters are typically discussed at Board level, with the Board having received regular updates on the skills-based Non-Executive Director recruitment priorities during the course of the year. Further details of Board, Board Committee and ExCo changes are discussed later in this report.

**Committee membership and activity during 2024**
The Group Chairman chairs the Committee, with its membership composed solely of independent Non-Executive Directors.

In 2024, the Committee met three times with no ad hoc meetings (2023: three times, no ad hoc meetings) and the attendance by members at these meetings is shown on this page. In addition to its members, Committee meetings were attended by representatives from senior management, including the Group Chief Executive and Group HR Director.

The Committee's activities during 2024 are set out in this report. The Committee’s terms of reference are available at [home.barclays/who-we-are/our-governance/board-committees/](home.barclays/who-we-are/our-governance/board-committees/).

**Changes to Board and Board Committee composition in 2024 and prior to publication of this report**

| Board | Board Nominations Committee | Board Risk Committee | Board Audit Committee | Board Remuneration Committee |
|---|---|---|---|---|
| Brian Shea appointed 19 July 2024 | Mohamed A. El-Erian stepped down 31 August 2024 | Diane Schueneman stepped down 31 May 2024 | Diane Schueneman stepped down 31 January 2025 | Nigel Higgins appointed 31 January 2025 |
| Mohamed A. El-Erian stepped down 31 August 2024 | Diane Schueneman stepped down 31 January 2025 | Mohamed A. El-Erian stepped down 31 August 2024 | Diane Schueneman stepped down 31 January 2025 | |

***

# Directors’ report: Board Nominations Committee report (continued) (Page 150)

## Composition

The Committee keeps under review the Board’s composition and its Non-Executive recruitment priorities, taking into consideration the skills, experience, knowledge and diversity of thought required for an effective Board, in order to ensure robust succession planning.

You can find biographies for each Director, including details of the skills, experience and knowledge they bring to the Board, their Board Committee memberships and other principal appointments from page 138.

## Changes to Board composition

Succession planning is a key part of the Committee’s remit in order to bring the right balance of skills, experience and diversity of thought to the Board. A crucial part of the role of the Non-Executive Directors is to provide informed and constructive challenge to executive management, whilst at the same time providing support and guidance.

During 2024, we welcomed Brian Shea to the Board on 19 July and, on 31 August, Mohamed A. El-Erian stepped down from the Board.

The table on the previous page shows the Board and Board Committee changes in 2024 and prior to publication of this report. Having served for nine years as a Non-Executive Director as of June 2024, Diane Schueneman retired from the Board and as Chair of the BX Board with effect from 31 January 2025. Diane will continue to serve as a Non-Executive Director of Barclays US LLC.

The Committee and the Board are grateful for Mohamed and Diane’s significant contributions to Barclays during their respective tenures, and for Diane’s continued role on one of the Group’s important subsidiary boards.

Neither Mohamed nor Diane raised any concerns about the operation of the Board or management.

Following Diane’s retirement as Chair of BX, Brian Shea succeeded Diane as Chair of the BX Board with effect from 1 February 2025. Brian joined both the Board and the BX Board in July 2024, bringing with him deep experience in financial services, including in the areas of operations, technology and transformation, and US regulation, developed during his executive and non-executive career which extends to over 40 years in the financial services industry. These attributes make him well placed to take up the BX Board Chair role.

In addition, with effect from 31 January 2025, Nigel Higgins was appointed as an additional member of the Board Remuneration Committee, having regularly attended meetings of that Committee during 2024.

## Board size

As at 31 December 2024, the size of the Board was 13. Following Diane Schueneman's retirement from the Board with effect from 31 January 2025, the size of the Board reduced to 12.

The Committee considers that the size of the Board contributes to its effectiveness.

Continuing to review the optimal size of the Board is an important part of the Committee’s medium and longer-term succession planning. As part of this, the Committee takes into account the need for the Board to be small enough to operate in an efficient and collaborative manner yet large enough to ensure an appropriate mix of skills and diversity, to support succession planning and to accommodate the additional roles and responsibilities of some of our Directors on Board Committees, and as members of the Boards of BBPLC, BBUKPLC, Barclays Europe, Barclays US LLC, BX and other Group subsidiaries.

**Board composition as at 31 December 2024$^1$**

| Length of tenure (Chairman and Non-Executive Directors) (number of Directors) | Industry and leadership experience$^3$ (number of Directors) |
|---|---|
| 0-3 years: 4 | Financial services: 13 |
| 3-6 years: 4 | Political/Regulatory experience: 13 |
| 6-9 years: 2 | Current/recent Chair/CEO: 10 |
| 9+ years$^2$: 1 | Accountancy/Auditing: 5 |
| | Operations/Technology: 2 |

| International experience$^3,4$ (number of Directors) | |
|---|---|
| UK: 13 | |
| US: 7 | |
| Rest of the World: 7 | |

**Notes:**
1 Diane Schueneman retired as a Non-Executive Director with effect from 31 January 2025.
2 Please refer to the sections entitled 'Process for Appointments' and ‘Succession’ later in this report in relation to Tim Breedon’s tenure and the Board's assessment of his continued independence.
3 Individual Directors may fall into one or more categories.
4 International experience is based on the location of the headquarters/registered office of a company.

***

# Directors’ report: Board Nominations Committee report (continued) (Page 153)

## Diversity

The Committee and the Board recognise the benefits of an inclusive and diverse Board, reflective of the communities in which Barclays operates, and in driving effective decision-making.

The Committee and the Board are committed to operating in a way that supports a culture of inclusion, non-discrimination and diversity of thought, where all Directors’ views are both encouraged and heard, values which are reflected in the Barclays’ Board Diversity and Inclusion Policy and our obligations under the Listing Rules as further described in this section.

## Gender and ethnic diversity reporting

Disclosures in the form prescribed by the UK Listing Rules of the Financial Conduct Authority (Listing Rules) requirements relating to gender and ethnic diversity of the Board and executive management are set out in this section.

Data relating to the gender identity and ethnic diversity of the Board was collected by way of a questionnaire. This questionnaire asked all individual Board members to disclose their gender identity and ethnic background, by selecting options aligned with those in the left-hand columns of the tables on this page (and therefore included the option not to specify an answer).

Barclays’ employees (including executive management, as defined in the table on this page) are asked to confirm their gender and ethnicity on a voluntary basis. Data relating to gender, and ethnic diversity through self-identification, of executive management (as defined) was sourced from this existing data, which is held within Barclays’ secure HR system.

**Gender diversity reporting as at 31 December 2024**

| | Board members$^1$ | Senior positions on Board (CEO, CFO, SID and Chair) | Executive management$^2$ |
|---|---|---|---|
| **Men** | 8 (62%) | 3 (75%) | 13 (81%) |
| **Women** | 5 (38%) | 1 (25%) | 3 (19%) |
| **Other categories** | | | |
| Not specified/prefer not to say | | | |

1 Diane Schueneman retired as a Non-Executive Director with effect from 31 January 2025.
2 In accordance with the requirements of the Listing Rules and for the purposes of this table only, 'executive management' comprises the Group Executive Committee and the Group Company Secretary.

**Ethnic diversity reporting as at 31 December 2024**

| | Board members$^1$ | Senior positions on Board (CEO, CFO, SID and Chair) | Executive management$^2$ |
|---|---|---|---|
| **White British or other White (including minority-white groups)** | 11 (85%) | 3 (75%) | 12 (75%) |
| **Mixed/Multiple Ethnic Groups** | | | |
| **Asian/British Asian** | 1 (8%) | 1 (25%) | 4 (25%) |
| **Black/African/Caribbean/Black British** | | | |
| **Other ethnic group** | 1 (8%) | | |
| **Not specified/prefer not to say** | | | |

1 Diane Schueneman retired as a Non-Executive Director with effect from 31 January 2025.
2 In accordance with the requirements of the Listing Rules and for the purposes of this table only, 'executive management' comprises the Group Executive Committee and the Group Company Secretary.
3 Totals may not equal 100% due to rounding.

## Board Diversity and Inclusion Policy - Targets

In February 2024, the Board adopted the following targets:

**Gender diversity target** To ensure that by 2025:
*   the proportion of women on the Board is at least 40%; and
*   at least one of the following senior Board positions is held by a woman: Chair, Chief Executive, Senior Independent Director or Chief Financial Officer, and that this is maintained going forward.

**Ethnic diversity target** To ensure that at least one Board member is from a minority ethnic background excluding white ethnic groups and that this is maintained going forward.

***

# Directors’ report: Board Nominations Committee report (continued) (Page 153)

## Board Diversity and Inclusion Policy

On the recommendation of the Committee, the Board adopted a revised version of the Board Diversity and Inclusion Policy on 8 February 2024.

The policy sets out the Board’s existing gender and ethnic diversity targets detailed in the table on the previous page, which are aligned with the targets recommended by the FTSE Women Leaders Review on gender diversity and the Parker Review Committee Report into Ethnic Diversity of UK Boards. These targets are also reflected in the Listing Rules.

The policy confirms the Board’s support for the Group’s culture in which Barclays is committed to continuing to build an inclusive workplace, and that the Board recognises the benefits of an inclusive and diverse Board, reflective of the communities in which Barclays operates, in driving effective decision-making.

It also confirms Barclays’ commitment to ensuring that Board appointments and succession plans are based on merit and objective criteria, recognising the benefits that diversity, in all its forms, brings to the Board.

## Gender and ethnic diversity on the Board

As set out in the table within this section, at 31 December 2024, the proportion of women on the Board was 38%. Following Diane Schueneman's retirement from the Board with effect from 31 January 2025, Board gender diversity fell to 33% female.

The Board Diversity and Inclusion Policy and its targets were reviewed by the Board in December 2024. In considering whether to revise the existing targets in the policy, the Board recognised that the target for 40% female representation on the Board by 2025 had not yet been met and therefore decided to reaffirm the existing policy and targets for a further year until the end of 2025. The Board is focused on meeting its 40% Board gender diversity target during the course of 2025 whilst at the same time remaining committed to ensuring that all Board appointments and succession plans are based on merit and objective criteria. During 2024, the Board satisfied its additional gender target of having at least one woman in a senior Board role.

You can read more about the Board appointments process and succession planning in the sections that follow.

We also recognise and embrace the benefits of inclusiveness at Board Committee level. As at the date of this report, Board Committee gender diversity was as follows:
*   Board Nominations Committee: 33% women
*   Board Audit Committee: 33% women
*   Board Risk Committee: 40% women
*   Board Sustainability Committee: 43% women
*   Board Remuneration Committee: 50% women.

As at 31 December 2024, 15% of the Board (two members) were from a minority ethnic background (excluding minority white ethnic groups).

Following Diane Schueneman's retirement from the Board with effect from 31 January 2025, as at the date of this report, 17% of the Board (two members) were from a minority ethnic background (excluding minority white ethnic groups), meeting the targets set out in the Listing Rules, the recommendations contained within the Parker Review Committee Report into the Ethnic Diversity of UK Boards and the ethnic diversity target in the Board Diversity and Inclusion Policy.

## Gender and ethnic diversity within ExCo, ExCo direct reports and the wider workforce

Barclays is focused on actions and outcomes that support a culture of belonging and diversity of thought, where all of our colleagues can thrive. Barclays is committed to abiding by the laws in all jurisdictions in which it operates, including anti-discrimination laws. To support representation of women in our senior leadership population, Barclays is working towards achieving our global Gender Ambition of 33% representation of women at Managing Director and Director level.

The Board received an update on gender and ethnic diversity of the wider workforce during 2024, including progress against the Group's ambitions for senior women and under-represented colleagues, as described in the Key Board activities section on page 147.

Regular updates are also shared with ExCo to track progress on Barclays' global Gender Ambition. We recognise that there is more to do to achieve progress with respect to inclusion, and the Group is evolving and developing our approach with this in mind.

As at 31 December 2024, representation of women among Managing Directors and Directors was at 30%$\Delta$ globally.

The Committee is also mindful of the voluntary target recommended by the FTSE Women Leaders Review of 40% representation of women for ExCo and their direct reports by the end of 2025. Barclays was an early signatory of the HM Treasury Women in Finance Charter. As a signatory, we publicly report on our progress against our global Gender Ambition annually and the pledges set out in the charter to drive gender balance across financial services.

As at 31 December 2024, representation of women among Managing Directors and Directors was at 30%$\Delta$ globally.

As at 31 December 2024, representation of women among ExCo and their direct reports stood at 27%$\Delta$ - flat with 2023. While this fell short of the FTSE Women Leaders Review recommendation, supporting gender diversity within both ExCo and their direct reports remains a key priority for Barclays and the Committee.

In 2024, Barclays continued to have one ex-officio position on ExCo, with each appointee serving for a four-month rotation. This initiative brings benefits to ExCo meetings, providing diversity of thought and broadening the scope of perspectives and contributions made to ExCo. The initiative also provides appointees with exposure to matters of Group-wide significance and further leadership experience, supporting longer term succession planning.

There are additional initiatives and actions being taken across our businesses to further strengthen the senior leadership pipeline. These include using the ex officio position on business unit executive committees, sponsorship programmes to strengthen individual development and working with senior recruitment partners to build our external pipeline.

You can find details of ExCo membership, including ex-officio appointees during the course of 2024, on page 142.

Alongside the Board, the Committee continues to support the Group’s Multicultural agenda, including Barclays' Underrepresented Race and Ethnicity Ambitions. In 2022, Barclays set an ambition to increase the number of Managing Directors from underrepresented races and ethnicities by 50% - to 83 in the UK and US combined by the end of 2025$^1$. At the end of 2024, this was 50 - a decrease of 4 since the end of 2023. Aligned to the recommendations set out in the Parker Review Committee Report into the ethnic diversity of UK senior management, we are working towards a 15% target for Group ExCo and their direct reports by the end of 2027. As at 31 December 2024, 13% of Group ExCo and their direct reports were from a minority ethnic background.

**Notes:**
$\Delta$ 2024 data subject to independent limited assurance under ISAE (UK) 3000 and ISAE 3410. Current limited assurance scope and conclusion can be found within the ESG Resource Hub: [home.barclays/sustainability/esg-resource-hub/reporting-and-disclosures/](home.barclays/sustainability/esg-resource-hub/reporting-and-disclosures/)
1 As part of our HR Transformation programme we have reviewed and simplified some definitions related to how we report people data. Some of our metrics have undergone changes to previously published numbers as a result.

You can read more about Barclays' approach to DEI within the Colleagues section in the Strategic report from page 28.

You can find a copy of our Board Diversity and Inclusion Policy at [home.barclays/who-we-are/our-governance/our-framework-code-and-rules](home.barclays/who-we-are/our-governance/our-framework-code-and-rules).

***

# Directors’ report: Board Nominations Committee report (continued) (Page 154)

## Process for appointments

The Committee leads the process for Board appointments, ensuring that all appointments are based on merit and objective criteria. In considering Board appointments, the Committee considers the skills, experience and knowledge required for the Board’s effectiveness and to support the continued delivery of the Group’s strategy, while also promoting inclusiveness, non-discrimination and diversity of thought.

Appointments to the Board are made following a merit-based, formal, rigorous and transparent procedure, facilitated by the Committee with the aid of external search consultancy firms.

## Non-Executive Director recruitment

The Committee regularly reviews and refreshes a series of skills-based Non-Executive Director recruitment priorities. These priorities underpin the searches required for the Board to ensure orderly succession as Non-Executive Directors approach the end of their tenure and to ensure an optimum balance of skills and experience on the Board.

The Committee considered and refreshed the priorities throughout 2024, including in light of changes to Board and Committee composition during the year.

Based on the agreed priorities, the Committee has set rigorous criteria for the roles it is seeking to fill, both in terms of experience and personal qualities. Independent search firms Egon Zehnder, Perrett Laver and Russell Reynolds supported our targeted external mapping and search processes for additional Non-Executive Directors to complement the range of skills on the Board in 2024, based on the agreed criteria. Skills and experience remain at the forefront of those searches. As part of the recruitment process, the Committee has agreed that all Board members should have the opportunity to meet leading candidates.

Egon Zehnder, Perrett Laver and Russell Reynolds do not have any connection to Barclays or any of the Directors other than to assist with searches for executive and non-executive talent. Open advertising for Board positions was not used in 2024.

Please refer to the Succession section below for further detail regarding Board succession planning.

The Committee will continue to review the Board’s recruitment priorities and give further consideration to the desired skills and experience for potential candidates, to ensure that due consideration continues to be given to strong potential candidates who would enhance the effectiveness of the Board.

## Non-Executive Director independence

In line with the requirements of the Code, a majority of our Board comprises independent Non-Executive Directors. The independence of our Non-Executive Directors is considered by the Committee on appointment and thereafter on an annual basis, having regard to the independence criteria set out in the Code. As part of this process, the Committee reviews the length of tenure of all Directors, which per the Code guidance is one of a list of factors which can affect independence, and makes any recommendations to the Board accordingly.

The Committee reviewed the independence of all Non-Executive Directors serving on the Board as at 31 December 2024. Reflective of the fact that during the course of 2025 Nigel Higgins will have served six years on the Board and Mary Francis will have served nine years on the Board, each of Nigel and Mary were subject to a more rigorous review. The Committee remains satisfied that the length of their tenure has no impact on their respective levels of independence or the effectiveness of their contributions.

## Director appointments and reappointments

| Director term | Our standard practice is to appoint any new Non-Executive Director or Chair to the Board for an initial three-year term, subject to annual re-election at the AGM (as outlined below). This may be extended at the request of the Board. Our Chair and Non-Executive Directors typically serve up to a minimum of six years, although this period may be extended for a further three year term where considered appropriate by the Committee. |
|---|---|
| Director appointment and reappointment at the AGM | All Directors are subject to appointment or reappointment (as appropriate) each year by shareholders at the AGM. |

As at 1 November 2024, Tim Breedon had served on the Board for 12 years. Further context regarding Tim’s tenure is set out in the Succession section below. With regards to Tim’s continued independence, in early 2025, the Committee undertook a rigorous assessment of this, as it had done in the three previous years. The Committee and the Board consider that length of tenure is only one of the factors to be considered with respect to Director independence, and accordingly, that tenure alone should not result in a loss of independence. Following careful consideration, the Committee concluded that Tim remains independent.

In reaching this conclusion, the Committee recognises the significant advice, support and value that Tim continues to bring to Board discussions and decision-making, particularly given his breadth of financial services sector experience and deep knowledge of risk and regulatory issues.

Both the Committee and the Board continue to believe that it is generally advantageous for Group-wide decision-making to have the Chairs of the Group’s significant subsidiaries as members of the BPLC Board, considering that this provides connectivity with the Group's significant subsidiaries, bringing with it important insight into Board discussions.

With these factors in mind, and in light of Tim’s ongoing role as Chair of Barclays Europe, the Group’s principal European subsidiary, the Committee and the Board consider it is appropriate for Tim to continue as an independent Non-Executive Director.

The Committee and the Board consider all of the Non-Executive Directors to be independent.

***

# Directors’ report: Board Nominations Committee report (continued) (Page 154)

## Time commitment

Prior to their appointment, all proposed new Directors are asked to disclose their other significant commitments, which are then taken into account by the Committee and/or the Board when considering their appointment to ensure that Directors can discharge their responsibilities to Barclays effectively.

Ahead of his appointment to the Board, the Committee reviewed the existing commitments disclosed by Brian Shea and was comfortable that they would not impact his ability to devote such time as is necessary to discharge his duties to Barclays effectively.

Expected time commitments are agreed with each Non-Executive Director on an individual basis, and include time to understand the business and complete training as well as time to attend and prepare for formal Board and Board Committee meetings.

The Committee and/or the Board considers relevant regulatory and Code requirements when considering whether a Director has sufficient time to commit to their role, in addition to key investor and proxy adviser guidelines.

External executive and non-executive directorships held within listed companies for each of the Directors are set out in the table on this page. You can find details of other principal appointments for each Director from page 138. Before a Director accepts any significant new commitment outside of Barclays, they are required to seek approval from the Board (providing an indication of expected overall time commitment). Prior to approving any significant new external commitment for a Director, the Board reviews all relevant facts and circumstances (including the expected role and time commitment, as well as the nature of the external organisation).

In 2024, all external appointment requests were approved on the basis that the Board was satisfied with any actual or potential conflicts and the Board was confident that the Director in question remained able to devote such time as is necessary to discharge their duties to Barclays effectively.

All Directors are expected, where circumstances require it, to commit additional time as necessary to their work on the Board. For the year ended 31 December 2024 and as at the date of publication, the Board is satisfied that none of the Directors are over-committed and that each of the Directors allocates sufficient time to their role in order to discharge their responsibilities effectively. A record of each Director’s external time commitments is maintained.

**Barclays PLC Board – Listed company external directorships$^1$**
**As at 31 December 2024**

| Director | Executive | Non-Executive | Non-Executive Chair | Total |
|---|---|---|---|---|
| Nigel Higgins | | | | None |
| C.S. Venkatakrishnan | | | | None |
| Anna Cross | | | | None |
| Robert Berry | | 1 | | 1 |
| Tim Breedon | | 1 | | 1 |
| Dawn Fitzpatrick | | 1 | | 1 |
| Mary Francis | | 2$^2$ | | 2 |
| Brian Gilvary | | | | None |
| Sir John Kingman | | 1$^2$ | | 1 |
| Marc Moses | | | | None |
| Diane Schueneman$^4$ | | | | 2 |
| Brian Shea$^3$ | | 2$^3$ | | 2 |
| Julia Wilson | | 1 | | 1 |

**Notes:**
1 For the purposes of this table, 'listed company' means companies whose shares are listed and traded on a regulated stock exchange, excluding appointments within the Barclays Group, and directorships held with the same group or within undertakings (including non-financial entities) in which the relevant firm holds a qualifying holding.
2 UK public listed company.
3 US public listed company.
4 Diane Schueneman retired as a Non-Executive Director with effect from 31 January 2025.

***

# Directors’ report: Board Nominations Committee report (continued) (Page 155)

## Director training and development

The Committee and the Group Company Secretary support the Group Chairman in developing and monitoring effective induction, training and development for the Board in accordance with the Committee’s Terms of Reference. Directors are provided the opportunity to take part in ongoing training and development as part of the Board or Board Committee schedule, but can also request specific training as required.

All Directors receive a comprehensive induction tailored to their individual requirements on appointment, designed to provide them with an understanding of the operation of the Group, its purpose and strategy and key business areas and functions. When a Director is joining a Board Committee, their induction schedule will also include an induction to the operation of that Committee.

During 2024, Directors continued to deepen their understanding of the business through Board deep dives, covering the five operating divisions as well as updates from key Group functions including Legal, Risk, Compliance and Internal Audit. In addition, the Board continued to receive regular updates on developments in corporate governance matters and an annual briefing on the Senior Managers Regime and certain Barclays Compliance Risk policies and standards, including concerning financial crime.

See below for further detail on some key areas of training and development provided to Directors in 2024.

### Climate and sustainability – external reporting landscape
In the context of an evolving legal and regulatory environment with respect to climate and sustainability, the Board received a briefing on the external reporting landscape in this area. The briefing provided a deep dive on the more prominent legal and regulatory disclosure requirements, including those introduced by the International Sustainability Standards Board (IFRS S1 and S2) and the European Corporate Sustainability Reporting Directive, and Barclays’ approach to these new requirements.

### Human rights briefing
Recognising the importance of external perspectives and the current landscape, members of the Board Sustainability Committee received an external briefing on business, human rights and the financial sector. With an increasing reputational, regulatory and legal focus arising from human rights, the briefing covered matters including the UN Guiding Principles on Business and Human Rights and the scope of business responsibility to respect human rights. This session provided valuable insights on the external human rights landscape and supported the Committee’s understanding of relevant frameworks and responsibilities.

### New Director induction
A tailored induction programme is created for all new Directors appointed to the Board.

Following Brian Shea’s appointment in July 2024, he participated in a detailed induction programme which included sessions covering the Group’s strategy and culture, stakeholder landscape and relationships, and Board and Board Committee structure. This also involved meetings with other Board members, the chairs of significant subsidiaries in the Group, and various senior executives from across the business and key Group functions.

Alongside Group sessions, a comprehensive induction programme covering BX was also prepared for Brian Shea.

***

# Directors’ report: Board Nominations Committee report (continued) (Page 156)

## Succession

The Committee oversees succession planning to ensure that Barclays continues to strike the right balance of skills, experience, diversity of thought and effectiveness on the Board, Board Committees and ExCo, as well as accounting for current and anticipated future business needs.

The Committee’s work in this area includes both medium-term planning (orderly refreshing of the Board, Board Committees and ExCo) and long-term planning (looking ahead to the skills that may be required on the Board and the ExCo in the future).

### Committee consideration of succession
A key part of the Committee’s work is the consideration of succession planning for the Board, Board Committees and ExCo. Following the announcement of the Group’s three year strategy in February 2024, and consequent changes to ExCo, in support of these senior management changes, the Committee and the Board have continued to focus on the development of a broad and deep bench of future leaders across the business.

The Committee regularly reviews the composition of the Board to ensure that its members have the right balance of skills and experience to support management in the delivery of the Group’s strategy and to ensure that the Board is best placed to capitalise on the opportunities and navigate the challenges faced by an organisation such as Barclays. The Committee regularly refreshes the Board’s Non-Executive Director recruitment priorities and leads the search process for any new Board appointments. This year we welcomed Brian Shea to the Board who brings with him strong operations, technology and transformation experience. Brian’s appointment was part of the Board’s longer term succession planning for Diane Schueneman who in June 2024 had served on the Board for nine years.

Diane retired from the Board and as Chair of the board of our service company, BX with effect from 31 January 2025, with Brian succeeding Diane as Chair of BX with effect from 1 February 2025. Both the Committee and the Board continue to believe that it is advantageous for Group wide decision-making to have the Chairs of the Group’s significant subsidiaries sit on the BPLC Board, considering that this provides connectivity with the significant subsidiaries, bringing with it important insight into Board discussions.

During 2024, the Committee continued to focus on succession planning for Tim Breedon both for his role on the Board and as Chair of Barclays Europe. The Board is making good progress with these arrangements and will provide an update when appropriate.

## Tenure

Our Chair and Non-Executive Directors are typically appointed for an initial term of three years and may be invited to serve for a further term of up to three years based on the needs of the Board. A further extension of tenure for an additional three year term (and any extension beyond this) is subject to the discretion of the Committee. In determining whether it remains appropriate to extend a Chair or Non-Executive Director’s tenure, the Committee will have regard to a number of factors including whether the Board is satisfied that the Director in question continues to be independent, having regard to the factors set out in the Code, their performance which is assessed annually, whether they have the ability to dedicate sufficient time to the role and the benefits of having diversity on the Board. You can read more about the Board’s review of each Non-Executive Director’s independence in the Process for Appointments section.

During 2025, Robert Berry will reach his three year anniversary on the Board, Nigel Higgins his six year anniversary and Mary Francis her nine year anniversary. Having undertaken a review of Non-Executive Director tenure and having due regard to the factors referred to above, the Committee and the Board agreed to extend the tenure of each of Robert and Nigel for a further three year term and that of Mary for a further year, reflective of her longer tenure on the Board.

As already noted in this report, Tim Breedon has served on the Board for 12 years. The Board’s discussions regarding the further extension of his tenure considered that an extension was appropriate in order to conclude the arrangements for his succession both on the Board and as Chair of Barclays Europe. In light of this, and having regard to the other factors referred to above in regard to his continued independence, the Board extended Tim’s tenure on the Board for up to a further year. Once the arrangements for Tim's succession are concluded, an announcement will be published at the appropriate time.

## ExCo succession

The Group Chief Executive, supported by his ExCo, is responsible for the delivery of the Group’s strategy as set by the Board. It is key that ExCo composition comprises the right balance of skills, experience and diversity of thought to drive that delivery while providing appropriate challenge and debate in discussions. With this in mind, the Committee considers and approves all changes to ExCo prior to announcement, taking into account executive succession plans.

In early 2024, the Committee reviewed and approved proposed changes to the membership of ExCo in connection with the announcement of five focused operating divisions at the Investor Update in February, with each of the divisional heads being appointed as members of ExCo in their new roles and reporting directly to the Group Chief Executive. The Committee also considered changes to ExCo during the year, including approving the appointment of a new Group Chief Compliance Officer. You can read about the changes to ExCo during 2024 on page 142.

During the year, the Committee received updates regarding ExCo and executive talent and succession planning. Ensuring there is a strong talent pipeline, while considering the need to foster diversity of thought in that pipeline, is a key consideration for the Committee.

You can read more about gender diversity within ExCo and their direct reports in the Diversity section of this Board Nominations Committee report.

***

# Directors’ report: Board Nominations Committee report (continued) (Page 157)

## Effectiveness

The Committee ensures that a formal and rigorous review of the performance of the Board, Board Committees and individual Directors is undertaken each year, in line with the requirements of the Code.

The 2024 effectiveness review was facilitated externally, in line with the Code requirements that the Board effectiveness review be conducted by an external facilitator at least every three years. The last externally facilitated review of the Board was conducted in 2021.

## Progress against the 2023 Board effectiveness review

As reported in last year's Annual Report, the 2023 Board effectiveness review was facilitated internally, in line with the Code. The table on this page sets out the key recommendations outlined in the 2023 review and actions taken during 2024 to address them:

**2024 Board effectiveness review**
The 2024 review of the performance of the Board, Board Committees and individual Directors was externally facilitated.

**2024 Board, Board Committee and individual Director review process**
Further to a selection process facilitated by the Committee to identify a suitable external facilitator, which involved seeking views from Committee members and consideration of a number of potential facilitators, Christopher Saul Associates (CSA), an independent, external corporate governance advisory firm was appointed by the Board to facilitate the 2024 review.

CSA conducted the 2021 external review and it was considered that this would enable insightful feedback in terms of any observations on how Board and Board Committee practices might have evolved in the last three years. Save for this prior engagement to conduct the 2021 review and as disclosed below, CSA has no connection to the Group or any individual Director.

CSA’s Managing Director, Christopher Saul, comprised the CSA team and had overall responsibility for work conducted by CSA in connection with the 2024 BPLC and BBPLC effectiveness review. Christopher Saul is a member of The International Register of Board Reviewers.

## Recommendation from 2023 review

Consider how Board agendas might be structured to (i) allow for deeper discussion of business performance; and (ii) create more flexibility for discussion of key topics and reflections within the agenda.

Identify opportunities for more open and wide-ranging discussions on big picture issues.

Continue to focus on ensuring balanced papers which clearly identify substantive points and key issues for the Board’s attention.

Continue to identify opportunities to bring external perspectives into the Board.

**2024 review process**
*   Appointed CSA following a selection process
*   Review brief agreed with CSA
*   Certain Board and Board Committee meetings observed by CSA
*   One-to-one interviews conducted
*   Observations shared with the Group Chairman and Board Committee Chairs
*   CSA presented findings to the Board
*   Reports shared with Board Committees for review

In 2017 to 2018 and February 2020, CSA was engaged by Barclays in an advisory capacity (alongside external legal counsel, Slaughter and May) in relation to certain legal and regulatory matters. From July 2019 to June 2021, Christopher Saul provided mentoring support to a member of the ExCo. Whilst acting in his capacity as a partner at Slaughter and May (from which he retired in April 2016), Mr Saul gave legal advice to Barclays in relation to certain corporate law related matters. CSA and Mr Saul have no current advisory or mentoring engagements relating to Barclays, the Board or ExCo.

The Committee considered CSA’s independence prior to the firm’s appointment and was confident that, notwithstanding that CSA and Mr Saul had previously advised Barclays as outlined above, CSA would not be constrained in its ability to express an independent view as the external facilitator of the 2024 Board, Board Committee and individual Director effectiveness review and that there were no conflicts of interest arising.

## Recommendations from the 2024 review

CSA agreed with the Board's priorities for 2025 and the Board will be giving further consideration to the implementation of the following matters during 2025:
*   In light of the Group’s three-year strategy announced in early 2024, how future Board agendas might be best shaped to support continued discussion of the execution of the Group’s three year strategic plan and the Group’s longer-term strategy
*   Reflective of the changes to the senior management structure announced as part of Barclays three-year strategy, to maintain its focus on succession planning to continue to develop a deep and broad bench of future leaders
*   How best to bring greater focus and insights on Tech, Data and Digital matters into the Boardroom
*   A continued focus on the process of making papers shorter and more targeted
*   Identifying further opportunities to bring relevant outside perspectives into the Boardroom.

The Board has already taken action to address some of these recommendations, and the other items will be subject to further consideration and discussion through the course of this year.

***

# Directors’ report: Board Nominations Committee report (continued) (Page 158)

## 2024 Board Committee effectiveness review

The Board Committee reviews are an important part of the way Barclays monitors and improves Committee performance and effectiveness, maximising strengths and highlighting areas for further development.

CSA conducted a comprehensive review of all aspects of each Board Committee’s effectiveness, including with regard to meeting dynamics and constructive challenge, agendas, papers, Committee composition and interaction with the Board and other Board Committees.

The results of the 2024 Board Nominations Committee effectiveness review are reported below, and the results of the reviews of the effectiveness of the other Board Committees are reported within their individual reports elsewhere in this Board Governance report.

Following consideration of the findings of the 2024 Board Committee effectiveness reviews, the Committee remains satisfied that each of the Board Committees are operating effectively.

## Review of Board Nominations Committee effectiveness

As part of the review of this Committee’s effectiveness, CSA conducted one-on-one interviews with each member of the Committee and the Group Human Resources Director.

The results of the review confirm the Committee is operating effectively. It is considered to be well constituted and chaired, providing an effective and appropriate level of constructive challenge and oversight of the areas within its remit, with feedback confirming a good level of engagement from Directors in meetings. The review highlights that the Committee is considered to have the right level of skills and experience and is of an appropriate size.

The Committee’s interaction with the Board, Board Committees and senior management is considered effective, noting that the Committee is well integrated into overall Board processes. The review recognised the importance that both the Committee and the Board place on effective succession planning for the Board and ExCo and key subsidiaries within the Group. This work is coupled with a focus on broader talent development across the business.

Feedback indicated that concurrent meetings of the BPLC and BBPLC Board Nominations Committee continue to be effective, with coverage of BBPLC matters considered appropriate. Interaction with the BBUKPLC Board Nominations Committee was also considered effective, confirming that the Committee continues to exercise appropriate oversight of issues relevant to the Committee’s remit relating to BBUKPLC.

## Individual Director effectiveness

All Directors in office at the end of 2024 were subject to an individual effectiveness review as part of the external review facilitated by CSA. CSA discussed the results of the individual effectiveness reviews with the Group Chairman, with the results of the Group Chairman’s individual effectiveness review discussed with the Senior Independent Director. CSA considered each Director’s individual contribution to the Board, as well as any feedback received as part of the broader Board and Board Committee effectiveness review.

Based on the feedback obtained through the individual effectiveness reviews facilitated by CSA, the Board supported the view of the Committee that each Director continues to be effective and contributes to Barclays’ long-term sustainable success.

In accordance with the Code, all of the current Directors who will be continuing in office intend to submit themselves for election or re-election at the 2025 AGM to be held on 7 May 2025.

***

# Directors’ report: Board Audit Committee report (Page 159)

## 2024 Board Committee effectiveness review

The Board Committee reviews are an important part of the way Barclays monitors and improves Committee performance and effectiveness, maximising strengths and highlighting areas for further development.

CSA conducted a comprehensive review of all aspects of each Board Committee’s effectiveness, including with regard to meeting dynamics and constructive challenge, agendas, papers, Committee composition and interaction with the Board and other Board Committees.

The results of the 2024 Board Nominations Committee effectiveness review are reported below, and the results of the reviews of the effectiveness of the other Board Committees are reported within their individual reports elsewhere in this Board Governance report.

Following consideration of the findings of the 2024 Board Committee effectiveness reviews, the Committee remains satisfied that each of the Board Committees are operating effectively.

## Review of Board Nominations Committee effectiveness

As part of the review of this Committee’s effectiveness, CSA conducted one-on-one interviews with each member of the Committee and the Group Human Resources Director.

The results of the review confirm the Committee is operating effectively. It is considered to be well constituted and chaired, providing an effective and appropriate level of constructive challenge and oversight of the areas within its remit, with feedback confirming a good level of engagement from Directors in meetings. The review highlights that the Committee is considered to have the right level of skills and experience and is of an appropriate size.

The Committee’s interaction with the Board, Board Committees and senior management is considered effective, noting that the Committee is well integrated into overall Board processes. The review recognised the importance that both the Committee and the Board place on effective succession planning for the Board and ExCo and key subsidiaries within the Group. This work is coupled with a focus on broader talent development across the business.

Feedback indicated that concurrent meetings of the BPLC and BBPLC Board Nominations Committee continue to be effective, with coverage of BBPLC matters considered appropriate. Interaction with the BBUKPLC Board Nominations Committee was also considered effective, confirming that the Committee continues to exercise appropriate oversight of issues relevant to the Committee’s remit relating to BBUKPLC.

## Individual Director effectiveness

All Directors in office at the end of 2024 were subject to an individual effectiveness review as part of the external review facilitated by CSA. CSA discussed the results of the individual effectiveness reviews with the Group Chairman, with the results of the Group Chairman’s individual effectiveness review discussed with the Senior Independent Director. CSA considered each Director’s individual contribution to the Board, as well as any feedback received as part of the broader Board and Board Committee effectiveness review.

Based on the feedback obtained through the individual effectiveness reviews facilitated by CSA, the Board supported the view of the Committee that each Director continues to be effective and contributes to Barclays’ long-term sustainable success.

In accordance with the Code, all of the current Directors who will be continuing in office intend to submit themselves for election or re-election at the 2025 AGM to be held on 7 May 2025.

***

# Directors’ report: Board Audit Committee report (Page 160)

## Strengthening our internal control environment to underpin success

Overseeing the integrity of our financial disclosures and the effectiveness of the internal control environment.

**Board Audit Committee**
**Julia Wilson**
**Chair, Board Audit Committee**

| Member | Committee membership and meeting attendance in 2024$^1$ |
|---|---|
| Julia Wilson | 15/16 |
| Robert Berry | 16/16 |
| Marc Moses | 16/16 |
| Diane Schueneman$^2$ | 12/16 |

**Notes**
1 There were 14 scheduled and two ad hoc meetings of the Committee in 2024. Julia Wilson was unable to attend one short ad hoc meeting, which was called at short notice, due to an unavoidable personal commitment. Diane Schueneman was unable to attend three scheduled meetings (held in short succession) due to a prior commitment and one scheduled meeting due to travel disruptions.
2 Stepped down with effect from 31 January 2025.

## Dear Fellow Shareholders

The announcement of our three-year strategy at the Investor Update in February, and the statement of the Group’s priorities to be Simpler, Better and More balanced, set the framework for the Committee’s focus during 2024.

As part of the Investor Update, it was confirmed that Barclays will be managed and reported via five focused operating divisions. As a result, Barclays’ segmental reporting since Q1 2024 has reflected these five operating divisions, in addition to Head Office, bringing greater transparency to the key operating businesses. In anticipation of this, early in the year the Committee oversaw the preparation of a resegmentation document, published alongside the Barclays PLC 2023 Annual Report, as well as the work undertaken by management during the year to ensure a smooth transition for our external reporting systems to support the new reporting segments. The Committee reviewed the Investor Update materials, including considerations around the key messaging and how the three-year targets were presented.

The Committee also reviewed the materials presented at the separate deep dive sessions held during the year, by way of follow on to the Investor Update, on the UK Corporate Bank, the Investment Banking business and Private Bank and Wealth Management.

Overseeing the integrity of our financial disclosures is a key role of the Committee. The Committee reviewed the Group’s financial and narrative reporting for each quarterly and half-year results period, including how the new segments have been presented and updates on progress against our three-year targets. The Committee continues to challenge management’s approach to significant accounting estimates and judgements, including in relation to credit impairment and coverage, provisions, litigation, valuations and tax. It also monitored management’s approach to completion of the acquisition of Tesco Bank from a financial reporting perspective.

The Committee is supported in its role by the independent assurance provided by KPMG as our statutory auditors including areas of management challenge by KPMG and how they were resolved.

The legal and regulatory landscape for climate and sustainability reporting continues to evolve. In terms of consistent and universal reporting standards, this remains a nascent area, and as such requires the continued development and improvement in our approach, processes and controls to meet evolving requirements. During the year, Committee members received presentations on the current and future climate and sustainability reporting landscape, the new European Corporate Sustainability Reporting Directive (CSRD) (which applied to BBPLC and Barclays Europe for the first time for the year ended 31 December 2024, but is not expected to apply to BPLC until 1 January 2028), and the control framework to support the commitments made in Barclays’ Modern Slavery Statement and the implementation of the Barclays Human Rights Statement. The Chair and members of the Committee are also members of the Board Risk Committee and, in the case of myself and Robert Berry, the Board Sustainability Committee. Taking account of the work of those Committees' assessment of climate change and related political responses, the Committee continues to monitor how any related impacts and disclosure recommendations have been considered in preparing the Group’s financial statements.

As the Group looks to deliver on our three year strategy, it is imperative that our business' performance is underpinned by a robust control environment to support success and to achieve its consistently excellent objectives. With a strong controls tone from the top and building on the momentum from the previous year, the Committee was pleased to see the significant progress made in driving sustainable improvements in the Group’s internal control environment. As well as the benefit of the improvements made, it is important that management capacity is created to address the need to continue to upgrade internal controls as external threats such as cyber risk and financial crime continue generally to increase, and regulatory and political frameworks continue to change.

***

# Directors’ report: Board Audit Committee report (continued) (Page 161)

The Committee received regular updates on the control environment, including any emerging trends which might impact controls and a forward looking view of operational risk events which might impact the control environment. Following Committee feedback, management reporting was enhanced to provide a holistic view of controls matters across all three lines of defence, as well as refinements in reporting to provide a more aligned view across controls and operational risk. Maintaining an effective system of internal control is an ongoing process and the Committee welcomed management’s proposals to undertake a review of the group-wide controls framework to further enhance and streamline it where appropriate. The Committee works closely with the Board Risk Committee, particularly in regard to operational risk matters.

The Committee continues to receive regular updates on the more material remediation programmes across the Group, brought together under an internal programme which has the aim of enhancing controls in order to achieve a consistently excellent operating environment across the Group. The Committee has had oversight of this internal programme since its inception at the end of 2022. The Committee encourage management to provide greater visibility and transparency of progress against milestones and also where timelines are extended as a result of new elements being added to existing programmes. The Committee welcomes the ongoing efforts by management to continue to strengthen and enhance the control environment around regulatory reporting and trading controls. Controls in relation to financial crime remain an area of Group-wide focus for both the Committee and management, and the recent severe systems incident impacting many areas of our UK business is a reminder of the need for continued focus in the management of operational risk.

During 2024 we welcomed the appointment of a new Group Chief Internal Auditor, Gijs Borghouts. The Committee monitored the smooth transition between Gijs and his predecessor and the continued effectiveness of the Barclays Internal Audit (BIA) function during this time, both of which were successful.

The independent assurance provided by BIA is critical in supporting the work of the Committee and the Committeewas satisfied with BIA’s performance against its objectives for the year and concluded that it continues to perform effectively.

The Committee continues to work closely with the other Board Committees to ensure a consistent and streamlined approach to, and view of, key/thematic matters across the Group. This interconnectivity is supported by Committee cross-memberships, including having the Chair of the Board Risk Committee as a member of the Board Audit Committee and my membership on the Board Risk, Sustainability and Remuneration Committees.

To ensure that I have visibility over any material and key emerging issues impacting the Group (including its key subsidiaries), during the year I attended meetings of the Barclays US LLC/Barclays Bank Delaware Board Risk Committee. I also took the opportunity to visit Barclays' operations in India (Pune and Mumbai), meeting with the India Risk management team and with Risk colleagues across both offices.

In 2024, the Committee oversaw a change to the senior management of the Compliance function, with the appointment of a new Group Chief Compliance Officer, Matt Fitzwater, who took up the role in October 2024.

## Committee effectiveness

The 2024 Committee effectiveness review was externally facilitated, as required by the Code. The review is an important part of the way Barclays monitors and improves Committee performance and effectiveness, maximising strengths and highlighting areas for further development.

The Board appointed CSA to facilitate the review. As part of the review, CSA conducted one-on-one interviews with each member of the Committee, the Group Finance Director, BBPLC Chief Financial Officer, Group Chief Operating Officer, Group Chief Compliance Officer and Group Chief Risk Officer. CSA also observed the October 2024 Committee meeting.

The results of the Committee effectiveness review confirm the Committee is operating effectively. It is considered appropriately constituted and diligently chaired, providing an effective and appropriate level of constructive challenge and oversight of the areas within its remit, with thoughtful and well informed contributions from members in meetings. The review highlights that the Committee is considered to have the right level of skills and experience and is of an appropriate size. Agendas are considered appropriate having regard to the Committee’s broad remit, allowing for a good balance between high level and detailed discussion during meetings.

The Committee’s interaction with the Board, Board Committees and senior management is considered effective, noting that the Committee is well integrated into overall Board processes, with regular reporting by the Chair to the Board on key issues arising from the work of the Committee. Feedback noted the benefits of having the Chair of the Board Risk Committee serving on the Committee, helping to reduce any potential overlap between the work of the two Committees.

The review suggested that members would welcome additional training and external perspectives on topics of relevance to the work of the Committee. In addition, a continued focus on ensuring shorter and more focused papers which clearly identify the key matters for the Committee’s attention was considered beneficial.

Feedback indicated that concurrent meetings of the BPLC and BBPLC Board Audit Committee continue to be effective, with coverage of BBPLC matters considered appropriate. Interaction with the BBUKPLC Board Audit Committee was also considered effective, noting the regular interactions between the respective Committee Chairs and confirming that the Committee continues to exercise appropriate oversight of issues relevant to the Committee’s remit relating to BBUKPLC.

Please see the report of the Board Nominations Committee for further details on the process for conducting the 2024 Committee effectiveness review.

## Looking ahead

Looking ahead to 2025, the Committee will focus on developing the Transition Plan and nurturing more nascent areas of our sustainability agenda such as nature. We remain thoughtful on how we best address the complex issue of climate change whilst supporting a successful and growing economy with secure and affordable energy. We expect further divergence in the policy environment across the US, Europe and the UK and will carefully consider the implications for our clients and our own business and strategy in how we develop our approach in each region.

We continue to see a significant ongoing opportunity for Barclays to demonstrate its commercial leadership and support for its clients in the transition to a low-carbon economy.

We will continue to regularly liaise with our external stakeholders, following valuable and constructive engagements in 2024, to explain how we can work towards successfully achieving our sustainability goals while managing the impact of the energy transition. The Committee is looking forward to continuing to oversee the work towards achieving our ambition to become a net zero bank by 2050.

**Nigel Higgins**
Chair, Board Sustainability Committee
12 February 2025

***

# Directors’ report: Board Audit Committee report (continued) (Page 162)

In 2024, the FRC published updates to the Code. A key change relates to provision 29 of the Code which requires the board to monitor a company’s risk management and internal control framework and provide a declaration in the annual report as to the effectiveness of the company’s material controls. The new requirements under provision 29 will apply to financial years beginning on or after 1 January 2026.

The Committee will be considering management’s proposals for identifying ‘material controls’ for these purposes within Barclays and the reporting to the Committee on the effectiveness of those controls, ahead of implementation of the new rules and reporting in subsequent years. The Committee welcomes the assurances from the Financial Reporting Council that the implementation of these new requirements should be applied proportionately and take account of the specific risks of each organisation, to avoid unnecessary duplication and disclosure of non-material matters.

As announced in December 2024, Barclays commenced an external tender process for the Group’s statutory auditor. This process is being led by the Board Audit Committee, and supported by management who will have an advisory role only. The tender process is expected to conclude in June 2025, when the Committee will make its recommendation to the Board for selection of the preferred firm. The successful firm will commence the provision of services for the financial year ending 31 December 2027. Please see page 168 of this report for further information on the audit tender process.

**Julia Wilson**
Chair, Board Audit Committee
12 February 2025

## Audit tender process

*   RFI circulated and responses considered
*   Recommendation from the Committee to the Board to formally commence the audit tender process
*   RFP process, workshops held and final presentations to the Committee
*   Committee review of proposals and recommendation to the Board
*   Board selection of preferred audit firm and announcement released confirming selected firm

***

# Directors’ report: Board Audit Committee report (continued) (Page 163)

## Committee composition and meetings

The Committee is composed solely of independent Non-Executive Directors. Membership of the Committee is designed to provide the breadth of financial expertise and commercial acumen that the Committee needs to fulfil its responsibilities. Its members as a whole have recent and relevant experience of the banking and financial services sector, in addition to general management and commercial experience and are financially literate. Julia Wilson, the Committee Chair, who is the designated financial expert on the Committee for the purposes of SOx, has significant corporate finance, tax and accounting experience, including previously serving as the Group Finance Director of 3i plc and as chair of the board audit committee at Legal & General Group plc.

In 2024, the Committee met 16 times, including two ad hoc meetings (2023: 12 times, with no ad hoc meetings). Attendance by members at Committee meetings is shown on page 160.

Committee meetings were attended by representatives from management, including the Group Chief Executive, Group Finance Director, Group Chief Internal Auditor, Head of Group Control, Group Chief Risk Officer and Group Chief Compliance Officer, as well as representatives from the business and other functions, and also BBPLC senior management (reflecting the partially consolidated operation of the BPLC and BBPLC Committee meetings). The lead audit engagement partner of KPMG also attended Committee meetings. In addition, the Committee held regular private sessions with the Group Finance Director.

The Board, together with the Committee, is responsible for ensuring the independence and effectiveness of the internal audit function and external auditors. For this reason, the Committee holds regular private sessions with each of the Group Chief Internal Auditor and the lead KPMG audit engagement partner without management present. The appointment and removal of the Group Chief Internal Auditor is a matter reserved to the Committee, and the appointment and removal of the external auditor is a matter reserved to the Board based on the recommendation of the Committee. Neither task is delegated to management.

## Primary activities

The Committee discharged its responsibilities in 2024 through monitoring the effectiveness of the internal control environment and internal and external audit processes, as well as the integrity of financial statements and related announcements.

| Areas of focus | Role of Committee / Key issues considered | Conclusion / action taken |
|---|---|---|
| **Financial reporting** | | |
| Fair, balanced and understandable reporting | In light of the Board’s obligation under the Code, the Committee assesses external reporting to ensure it is fair, balanced and understandable. | In addition to this Annual Report and associated year-end reports, the Committee also reviewed the Group’s half-year and quarterly results announcements and associated investor presentations. The Committee informed these reviews through: • consideration of reports of the Group Disclosure Committee • direct questioning of management on the transparency and accuracy of disclosures • feedback from KPMG, including areas in which they challenged management and how those discussions impacted the disclosures • consideration of the results of management’s testing of controls relating to financial reporting processes, including the output of the Group’s internal control assessments and the SOx s404 internal control processes. The Committee closely considered the Group's financial disclosures and provided feedback, including on areas where disclosures could be enhanced and clarity provided. Having evaluated the available information, the assurances by management and KPMG and underlying processes used to prepare the published financial information, the Committee concluded and recommended to the Board that the 2024 Annual Report and Accounts are fair, balanced and understandable. |

## Role of the Committee

The role of the Committee is to review and monitor, among other things:
*   the integrity of the Group’s financial statements and related announcements
*   the effectiveness of the Group’s internal controls
*   the independence and effectiveness of the internal and external audit processes
*   the Group’s relationship with the external auditor
*   the effectiveness of the Group’s whistleblowing procedures.

The Committee’s terms of reference are available at [home.barclays/who-we-are/our-governance/board-committees/](home.barclays/who-we-are/our-governance/board-committees/).

Further information about the skills and experience of the Committee members can be found in their biographies in Our Board of Directors section from page 138.

***

# Directors’ report: Board Audit Committee report (continued) (Page 164)

## Critical accounting estimates and judgements

| Areas of focus | Key role of Committee | Conclusion / action taken |
|---|---|---|
| **Conduct provisions** (refer to Note 23 to the financial statements) | Barclays makes certain assumptions and estimates, analysis of which underpins provisions made for the costs of customer redress. The Committee analyses the judgements and estimates made by management to evaluate the adequacy of the provisions. | The Committee reviewed and challenged management’s approach to conduct provisions throughout the year, including in relation to the review commissioned by the FCA on historical motor finance commission arrangements and any potential related provision. The Committee also sought KPMG’s views on the timeliness and adequacy of provisioning in relation to conduct matters, as well as the triggers for raising a provision and the appropriateness of any decision to not raise a provision. The Committee was satisfied that management's judgement and approach resulted in an adequate and appropriate level of provision in relation to conduct matters. |
| **Impairment of financial instruments** (refer to Note 8 to the financial statements) | The Committee monitors management's judgements in relation to expected credit losses (ECLs), which are modelled using a range of forecast economic scenarios. Forward-looking models are used which require judgements to be made over modelling assumptions, including: • the determination of macroeconomic scenarios to be used • the methodology for weighting of scenarios • the criteria used to determine significant deterioration in credit quality • the application of management adjustments to the ECL modelled output. | The Committee considered regular reports from management on: • credit performance across the different businesses • the impact of the macroeconomic environment, including central bank interest rate decisions, inflation trends and unemployment levels • the use of post-model adjustments (PMAs), including the retention or release of PMAs • the refresh of macroeconomic variables and associated weighting. The Committee closely considered management’s judgement on impairment coverage levels, including in respect of material exposures and the impact of delinquencies in certain areas of the portfolios. The Committee also considered areas of challenge from KPMG on management’s approach to judgements, including with respect to the use and release of PMAs. As a consequence of the acquisition of Tesco Bank, the Committee reviewed the treatment of the acquired balances. Having considered and scrutinised the reports, the Committee agreed with management’s conclusion that the impairment provision was appropriate. |
| **Impairment of goodwill and intangibles** (refer to Note 21 to the financial statements) | The Committee considers management's judgement in relation to goodwill and intangibles. The carrying value of goodwill and intangible assets is assessed on the basis of discounted forecast future earnings. Given the significant component of earnings attributable to net interest income, such forecasts are particularly sensitive to the level of long-term interest rates and assumed levels of future lending. The period over which intangible assets are amortised appropriately reflects the useful economic life. | The Committee considered management's reports on its assessment of the Group's goodwill balances and intangibles to identify any indicators of impairment, including the methodology and controls applied to the process. The Committee was satisfied with management's determination that no indicators of impairment had been identified. |
| **Legal, competition and regulatory provisions** (refer to Note 25 to the financial statements) | Barclays is engaged in various legal, competition and regulatory matters which may give rise to provisioning based on the facts. The level of provisioning is subject to management judgement on the basis of legal advice. | The Committee received regular reports on the status of current legal, competition and regulatory matters and considered the impact of those matters on the Group’s provision levels. It challenged management’s judgements on the level of provision to be taken and triggers for making a provision. The Committee also sought KPMG’s views on the adequacy of provisions and areas where they had challenged management, including the steps taken by management to satisfy KPMG on the position taken. The Committee agreed that the level of provision at the year-end was appropriate. The Committee also reviewed the disclosures made in the legal, competition and regulatory notes during the year, providing feedback to enhance transparency in disclosures where appropriate, and concluded that they provided appropriate information for investors. |
| **Valuations** | Barclays exercises judgement in the valuation and disclosure of financial instruments, derivative assets and certain portfolios, particularly where quoted market prices are not available. | The Committee received updates on and scrutinised management's approach to valuations during the year. The Committee requested enhanced reporting from management on material positions and challenged management on decisions made with respect to valuations in the leveraged finance portfolio. Acknowledging the judgement involved in this area, the Committee sought KPMG’s views on their analysis and alignment with management on valuation decisions taken. The Committee was satisfied with the accounting treatment in respect of the various valuation matters. |

***

# Directors’ report: Board Audit Committee report (continued) (Page 165)

## Critical accounting estimates and judgements

| Areas of focus | Key role of Committee | Conclusion / action taken |
|---|---|---|
| **Tax** (refer to Note 9 to the financial statements) | The Committee is responsible for considering the Group's tax strategy and overseeing compliance with the Group's Tax Principles. Barclays is subject to taxation in a number of jurisdictions globally and makes judgements with regard to provisioning for tax at risk and to the recognition and measurement of deferred tax assets. | The Committee received reports from the Global Head of Tax on developments in tax matters during the year, including updates on the work of the Tax Management Oversight Committee. The Committee monitored the Group's interactions with tax authorities, developments in tax litigation matters across the Group and the material tax risks for the Group (including considering the adequacy of tax provisions and KPMG’s views). The Committee approved the UK Tax Strategy statement published in the Country Snapshot report and recommended the Country Snapshot to the Board for approval. |
| **Going concern and long-term viability** (refer to the Viability Statement on page 54) | Barclays is required to assess whether it is appropriate to prepare the financial statements on a going concern basis. In accordance with the Code, Barclays must provide a statement of its viability. To support this, the Committee considers both the going concern assumption and the form and content of the Viability Statement. | The Committee considered both the going concern assumption and the form and content of the Viability Statement taking into account: • the Medium Term Plan and Working Capital Report • the forecast capital, liquidity and funding profiles • the results of stress tests based on internal and regulatory assumptions. The Committee recommended to the Board that the financial statements should be prepared on a going concern basis and that there were no material uncertainties that would impact the going concern statement which required disclosure. The Committee also recommended the Viability Statement to the Board for approval. |
| **Distributions and return of capital to shareholders** | The Committee assesses the distributable reserves position in considering management’s proposals for distributions. | The Committee reviewed and recommended to the Board that there were sufficient distributable reserves in relation to (i) a dividend for the financial year ended 31 December 2023 of 5.3p per share along with a share buy-back of up to £1bn; and (ii) a dividend for the half year ended 30 June 2024 of 2.9p per share along with a share buy-back of up to £750m. In early 2025, the Committee reviewed and reported to the Board on the distributable reserves position for the full year dividend for the year ended 31 December 2024 along with a proposed share buy-back. |
| **Internal controls and business control environment** | The Committee considers the effectiveness of the overall control environment, including the status of any significant control issues and the progress of specific remediation plans. | The Committee: • considered feedback received from regulatory stakeholders on the Group’s internal control environment and management’s response • received regular reports on the more significant control matters and remediation programmes across the Group • discussed reports from the heads of BUK, the Investment Bank (both Markets and Investment Banking), PBWM, UKCB and USCB on their control environment, together with views from the second and third lines of defence. The Committee requested enhancements to management reporting to provide greater visibility on progress of material remediation programmes and enable earlier intervention by the Committee if appropriate. Following Committee feedback, management reporting on controls matters was enhanced to reflect a more integrated approach across the three lines of defence as well as a more streamlined view across the areas of controls and operational risk. The Committee acknowledged management's progress in driving sustainable improvements in the Group's internal control environment, and agreed with management's recognition that this did not reduce the need for constant focus on identifying further improvements. In that context, the Committee welcomed proposals to undertake a review of the Group-wide controls framework to further enhance and streamline it where appropriate. |
| **Whistleblowing** | | |
| Raising concerns | The Committee considers the adequacy of the Group’s arrangements to allow colleagues to raise concerns in confidence and anonymously without fear of retaliation, and the outcomes of any substantiated case. | The Committee received detailed semi-annual reports on whistleblowing from management. It monitored key whistleblowing metrics, the 'speak up' culture across the Group and any potential whistleblowing trends including around retaliation and anonymity. The Committee sought feedback from management on the effectiveness of enhancements made to the whistleblowing process, including impact on colleague experience and suggested ways in which speaking up among colleagues could be further encouraged. |

***

# Directors’ report: Board Audit Committee report (continued) (Page 166)

## Internal audit

| Areas of focus | Key role of Committee | Conclusion / action taken |
|---|---|---|
| Internal audit | The Committee monitors and assesses the performance of Barclays Internal Audit (BIA) and delivery of the internal audit plan, including scope of work performed, the level of resources, and the methodology and coverage of the internal audit plan. | Through regular reports from BIA, the Committee: • reviewed and agreed the internal audit plan, methodology and deliverables for 2024, including consideration of how regulatory priorities are managed alongside cyclical audit plans • reviewed BIA's audit reports in relation to specific audits, key areas of focus and emerging themes • tracked the levels of adverse audits and issues raised by BIA and monitored related remediation plans • received updates on BIA colleague matters, including colleague engagement and resourcing • discussed BIA's assessment of the control environment and management control approach in Group companies and functions. The Committee supported the new Group Chief Internal Auditor as he transitioned into the role. It welcomed enhancements made to BIA papers which supported the Committee’s review and understanding of key items of focus for the internal audit team. The Committee noted the independence of the BIA function. It also received regular updates from BIA's quality assurance function and monitored trends in the quality assurance report findings. Committee members, along with the board audit committee chairs of BBUKPLC, Barclays Europe and Barclays US LLC, attended a ‘BIA Teach In’. This covered BIA talent and succession planning, BIA’s approach to auditable entities and BIA’s use of AI to support in the effective provision of assurance work. At the end of the year, the Committee approved the 2025 audit plan and also approved BIA's Audit Charter following the annual review. The Committee conducted a performance assessment of BIA for 2024 and concluded it was satisfied with BIA's performance against its objectives agreed with the Committee Chair at the beginning of the year. |

## External audit

| Areas of focus | Key role of Committee | Conclusion / action taken |
|---|---|---|
| External audit | The Committee monitors the work and performance of KPMG as the Group’s statutory auditor. | The Committee: • met with key members of the KPMG audit team to discuss the 2024 audit plan and KPMG’s areas of focus and subsequently approved the 2024 audit plan • assessed regular reports from KPMG on the progress of the 2024 audit • discussed KPMG’s draft reports on control areas of focus and the control environment • approved the terms of the audit engagement letter and audit fees for 2024, on behalf of the Board. The Committee sought KPMG's views on a number of specific matters, including management's approach to accounting judgements such as the use and release of PMAs and treatment of M&A transactions, and sought to understand where KPMG had challenged management's assessment prior to reaching a conclusion. This included considering KPMG’s challenge in relation impairment decisions, valuations, provisioning for litigation and conduct matters and the approach to disclosures in the Group's full year, half-year and interim financial results. The Committee received updates from KPMG in relation to the limited assurance conducted on CSRD disclosures made for the first time by the Group’s significant subsidiaries, BBPLC and Barclays Europe. While BPLC is not expected to come into scope of CSRD reporting until 1 January 2028, the Committee will be looking to leverage learnings from the assurance conducted on BBPLC and Barclays Europe. The Committee considered KPMG’s response to the PRA Written Auditor Reporting for 2023, and discussed with KPMG the questions in scope for the 2024 Written Auditor Reporting. See the next page for further detail on the Committee’s assessment of KPMG’s performance for 2024. |

***

# Directors’ report: Board Audit Committee report (continued) (Page 167)

## External auditor

Following an external audit tender in 2015, KPMG was appointed as Barclays’ statutory auditor with effect from the 2017 financial year. Stuart Crisp, Barclays’ lead audit engagement partner, has been in the role since 2022 and attends all meetings of the Committee.

## Assessing external auditor effectiveness, objectivity and independence

The Committee is responsible for assessing the effectiveness, objectivity and independence of the Group’s statutory auditor. This responsibility was discharged by the Committee throughout the year at formal Committee meetings, during private meetings with the KPMG lead audit engagement partner and through discussions with key Group executives.

**Committee conclusion on KPMG effectiveness**
The Committee is satisfied that the external audit process for 2024 was effective.
In particular, the Committee considered that KPMG maintained its independence and objectivity, exercised robust challenge and demonstrated professional scepticism in the audit process.
The Committee assessed KPMG’s effectiveness, objectivity and independence in the following ways:

**Reporting throughout the year**
*   Met with senior members of the KPMG audit team from the UK, Ireland and US to discuss the approach to the 2024 audit and key areas of focus, including how the audit plan would address feedback from the prior year’s auditor effectiveness assessment.
*   Received regular reports from management on the non-audit services provided by KPMG to Barclays.
*   Received regular reports from management detailing any employees or workers hired from KPMG.
*   Discussed with KPMG their consideration of internal controls over financial reporting.
*   Considered areas in which KPMG challenged management’s assumptions in areas of key judgement.
*   Monitored for any potential threats to independence. No such matters were identified and reported by KPMG during 2024.

**Annual assessment and audit quality reporting**
*   The Group undertakes an annual formal assessment of KPMG’s performance, independence and objectivity. The assessment for 2024 was conducted by way of a questionnaire completed by key stakeholders across the Group who have regular interaction with KPMG. The questionnaire was designed to evaluate KPMG’s audit process, its effectiveness and overall output. It included questions covering areas such as performance regarding key judgements, independence and quality of people.
*   During 2024, the Committee received reports from the KPMG UK Head of Audit Quality on her assessment of audit quality for Barclays as well as areas of focus for KPMG in improving audit quality for Barclays and generally. This included her views on the quality of the audit team dedicated to Barclays and how KPMG intends to utilise AI/technology in delivering the Barclays audit. The KPMG Global Head of Audit attended one of these meetings.

**External reports**
*   The FRC published its Audit Quality Inspection and Supervision Report on KPMG LLP in July 2024. In the report, the FRC highlighted that KPMG has made notable improvements in priority areas and noted an improvement in audit quality. The percentage of audits inspected by the FRC requiring no more than limited improvements was 89%.
*   The FRC outlined two areas of key findings, relating to (1) improving the quality and consistency of the audit of estimates, particularly for impairment assessments and ECL provisions and (2) improving the quality and consistency of risk assessment and response to internal control deficiencies.
*   The results of the FRC review were shared with the Committee. While there remain areas for improvement, the FRC’s findings provided additional comfort to the Committee on the quality and effectiveness of KPMG’s audit.

**Non-audit services**
In order to safeguard the auditor’s independence and objectivity, Barclays has in place the Group Policy on the Provision of Services by the Group Statutory Auditor (the Policy) setting out the circumstances in which the auditor may be engaged to provide non-audit services. The Policy applies to all Barclays subsidiaries and other material entities over which Barclays has significant influence. The core principle of the Policy is that non-audit services (other than those legally required to be carried out by the Group’s auditor) should be performed by the auditor only in certain controlled circumstances. A summary of the Policy can be found at [home.barclays/who-we-are/our-governance/auditor-independence/](home.barclays/who-we-are/our-governance/auditor-independence/).

The Policy sets out the type of services that the auditor is permitted to carry out and pre-approves certain of these services provided the fee is below a certain threshold, except for specific categories of permitted services that require explicit Committee approval. All other permitted services must be approved in advance by the Committee. The Policy requires that all proposed work must be sponsored by a senior executive who is not involved in any work to which the proposed engagement relates. The audit assignment partner must also confirm that the engagement has been approved in accordance with the auditor’s own internal ethical standards and does not pose any threat to the auditor’s independence or objectivity.

The Policy is reviewed by the Committee on an annual basis to ensure that it is fit for purpose and that it reflects applicable rules and guidelines. The Policy is aligned with both the FRC’s requirements and KPMG’s own internal policy on non-audit services for FTSE 350 companies, which broadly restricts non-audit work to services that are ‘closely related’ to the audit.

***

# Directors’ report: Board Audit Committee report (continued) (Page 168)

The fees payable to KPMG for the year ended 31 December 2024 amounted to £91m (2023: £78m), of which £20m (2023: £14m) was payable in respect of non-audit services. A breakdown of the fees payable to the auditor for statutory audit and non-audit work can be found in Note 39 of the financial statements.

Of the £20m of non-audit services provided by KPMG during 2024, the significant categories of engagement, i.e. services where the fees amounted to more than £500,000, included:
*   limited assurance services provided pursuant to CSRD requirements in relation to disclosures by BBPLC and Barclays Europe
*   audit-related services, such as services in connection with CASS (Client Assets Sourcebook) audits
*   other services in connection with regulatory, compliance and internal control reports and specific audit procedures, required by law or regulation to be provided by the statutory auditor
*   other attestation and assurance services, such as ongoing attestation and assurance services for treasury and capital markets transactions to meet regulatory requirements, including regular reporting obligations and verification reports.

## External audit tender

An external audit tender was conducted in 2015 and the decision was made to appoint KPMG as Barclays’ external auditor with effect from the 2017 financial year.

Barclays is in compliance with the requirements of The Statutory Audit Services for Large Companies Market Investigation (Mandatory Use of Competitive Tender Processes and Audit Committee Responsibilities) Order 2014, which relates to the frequency and governance of tenders for the appointment of the external auditor and the setting of a policy on the provision of non-audit services.

As a UK public interest entity, Barclays is required to tender the external audit every 10 years and rotate the Group statutory auditor every 20 years. We disclosed in our Annual Report in 2023 that any tender was expected to be in respect of the 2027 financial year onwards.

On 12 December 2024, Barclays announced its intention to conduct a formal audit tender process for the Group statutory auditor with effect from the 2027 financial year onwards. The audit tender process is being led by the Board Audit Committee, having regard to the FRC guidance on best practice for audit tenders. Management will support the Committee in the audit tender process, and will share their views on an advisory only basis with the Committee.

During 2024, Barclays undertook an initial ‘Request for Information’ (RFI) to identify firms which satisfied our minimum requirements relating to credibility, capacity and independence. The size and complexity of Barclays requires an audit firm of sufficient size, resource and geographical reach to be able to ensure a high quality audit. As part of the RFI, the Chair of the Committee together with senior members of Finance management met interested firms to discuss with them Barclays' key priorities for the audit.

As part of the Request for Proposal (RFP) phase of the tender, firms will be invited to submit proposals to provide statutory audit services to the Barclays Group for up to a period of 10 years commencing from the financial year ending 31 December 2027.

Barclays’ primary objective for the audit tender process is ensuring a fair and transparent tender process and appointing the audit firm which will provide the highest quality audit in an effective and efficient manner. Firms will be assessed against criteria determined by the Board Audit Committee.

At the conclusion of the RFP phase, the Committee expects to recommend two audit firms to the Board for it to select the preferred firm. The audit tender process is expected to conclude in June 2025 and an announcement will be made following the selection of the preferred firm by the Board.

An overview of the process is set out below.

***

# Directors’ report: Board Risk Committee report (Page 169)

## Providing rigorous risk oversight during uncertain times

Strengthening risk management and resilience amid complex global challenges.

**Board Risk Committee**
**Robert Berry**
**Chair, Board Risk Committee**

| Member | Committee membership and meeting attendance in 2024$^1$ |
|---|---|
| Robert Berry | 10/10 |
| Dawn Fitzpatrick | 9/10 |
| Sir John Kingman | 9/10 |
| Marc Moses | 10/10 |
| Julia Wilson | 9/10 |
| Mohamed A. El-Erian$^2$ | 5/6 |
| Diane Schueneman$^3$ | 3/4 |

**Notes**
1 There were 10 scheduled meetings of the Committee in 2024. Owing to other/prior commitments, Mohamed A. El-Erian, Sir John Kingman and Diane Schueneman were each unable to attend one meeting. Dawn Fitzpatrick was unable to attend one meeting due to being called to jury service. Julia Wilson was unable to attend one meeting due to an unavoidable personal commitment.
2 Stepped down on 31 August 2024.
3 Stepped down with effect from 31 May 2024.

## Dear Fellow Shareholders

During 2024, the Committee focused on positioning the Group to navigate the financial and operational challenges arising from macroeconomic uncertainty, inflation and geopolitical tensions through proactive oversight and strengthened resilience.

Following the announcement of the Group's three-year strategy in February 2024, and the re-segmentation of the business into five business lines, the Committee receives regular business risk updates from management of those divisions. Reflecting the new business segmentation, the Committee undertook its annual review of Risk Appetite and considered the potential capital impacts from a number of strategic projects including the acquisition of Tesco Bank, and considered and approved an updated view of the Group's stress loss limits. The Committee also examined governance and compliance risk management processes and controls in place to effectively mitigate and oversee the inherent compliance risk arising from the Group transformation initiatives.

As part of the annual review of the Enterprise Risk Management Framework (ERMF), financial crime was elevated to a principal risk by the Board on recommendation of the Committee. This reflects the heightened financial crime risk environment and importance of related risks to Barclays and its stakeholders. This change took effect on 1 January 2025, with the Committee having overseen management’s work to put in place a financial crime risk management framework to support this change, including the development of a financial crime risk appetite statement and reporting dashboard. In addition, the Committee has continued oversight of management’s initiatives to detect and mitigate financial crime risk across the Group, ensuring alignment with strengthened regulatory expectations.

The Committee continued to monitor closely the rapidly changing macroeconomic environment throughout the year as well as the periodic bouts of volatility in traded markets and the potential for higher delinquencies in wholesale and retail lending due to pressure on margins and cost of living. This included impacts on structured financing portfolios with underlying retail exposure, as well as counterparties susceptible to the impacts of elevated rates. The Committee oversaw the active monitoring and risk mitigating actions put in place by management to manage these financial risks, including regular asset valuations and margining.

The Committee received regular updates on capital and liquidity management and oversaw compliance with the Group's prudential requirements, including judgements around risk-weighted assets and capital adequacy, and related enhancements to the governance oversight framework. The Committee also engaged in a detailed session on the strategic management of inherent interest rate risk via structural hedging arrangements.

The Committee continues to oversee work to drive robust operational risk management across Barclays, with the recent severe systems incident impacting many areas of our UK business a reminder of the need for continued vigilance in this area. During 2024, the Committee tracked Barclays' progress towards its goal of ensuring it can recover its important business services within impact tolerance in the event of material service disruption by the regulatory deadline of 31 March 2025, as required under the UK operational resilience framework. The Committee considered the risks associated with a cyberattack and the potential impact on customers and clients with management providing updates on ongoing efforts to strengthen the bank’s cybersecurity defences.

The Committee continued to monitor closely the rapidly changing macroeconomic environment throughout the year as well as the periodic bouts of volatility in traded markets and the potential for higher delinquencies in wholesale and retail lending due to pressure on margins and cost of living. This included impacts on structured financing portfolios with underlying retail exposure, as well as counterparties susceptible to the impacts of elevated rates. The Committee oversaw the active monitoring and risk mitigating actions put in place by management to manage these financial risks, including regular asset valuations and margining.

The Committee received regular updates on capital and liquidity management and oversaw compliance with the Group's prudential requirements, including judgements around risk-weighted assets and capital adequacy, and related enhancements to the governance oversight framework. The Committee also engaged in a detailed session on the strategic management of inherent interest rate risk via structural hedging arrangements.

The Committee continues to oversee work to drive robust operational risk management across Barclays, with the recent severe systems incident impacting many areas of our UK business a reminder of the need for continued vigilance in this area. During 2024, the Committee tracked Barclays' progress towards its goal of ensuring it can recover its important business services within impact tolerance in the event of material service disruption by the regulatory deadline of 31 March 2025, as required under the UK operational resilience framework. The Committee considered the risks associated with a cyberattack and the potential impact on customers and clients with management providing updates on ongoing efforts to strengthen the bank’s cybersecurity defences.

***

# Directors’ report: Board Risk Committee report (continued) (Page 170)

In addition, the Committee oversaw work to improve risk management in the process for new and amended product approvals, by enhancing end-to-end control processes, strengthening senior management accountability and governance.

The Committee continued to oversee the management of risks arising from the impact of climate change on Barclays and its customers. In particular, the Committee reviewed the climate-related components of the Group Stress tests to understand the impact of climate risk on Barclays' financial viability. The Committee also oversaw the management of risks to Barclays meeting its disclosed targets on reducing its financed emissions.

The Group uses models and data to support a broad range of business decisions and risk management activities across the Group. The Committee has continued its oversight of model risk management, including enhancements to the model risk framework to support regulatory compliance and address regulatory expectations.

Compliance risk remained a key area of oversight. The Committee received updates from Compliance management on its assessment of business activities that have the potential of posing higher levels of compliance risk. The Committee examined the output of read across exercises to inform enhancements to the bank’s compliance risk management capabilities such as surveillance mechanisms, as well as leveraging lessons learned from fines and penalties imposed on peer firms to ensure that Barclays practices align with regulatory expectations and proactively mitigate those risks with the potential to cause customer harm.

During 2024, the Committee’s remit was expanded to include responsibility for the oversight of the effectiveness of the executive’s approach to reputation risk management, with matters of strategic Group-wide reputation risk being reserved to the Board, supported by clear escalation protocols.

As part of the Committee’s oversight of Barclays’ recovery and resolvability capabilities, the Committee oversaw management’s testing and assurance plans under the BoE’s Resolvability Assessment Framework. Reflective of the need to ensure that Barclays’ financial and operational crisis management frameworks are aligned, the Committee participated in a simulation exercise to test Barclays’ response to a serious and fast moving operational crisis with severe financial implications. The exercises provided valuable learnings for the Committee and the wider organisation as to how Barclays can best prepare for and respond to any such crisis event. The outputs also support the Group's Recovery Plan which sets the actions available to the Group and its material entities in a severe financial stress event.

The Committee continues to work closely with the Board Audit Committee and Board Sustainability Committee to ensure a consistent approach is taken in relation to key matters across the Group. This interconnectivity is supported by Committee cross-memberships, including the Chair of the Board Audit Committee being a member of the Board Risk Committee and my membership on the Board Audit and Sustainability Committees.

To ensure that I have visibility over any material and key emerging issues impacting the Group (including its key subsidiaries), during the year I attended meetings of the Barclays US LLC/Barclays Bank Delaware Board Risk Committee. I also took the opportunity to visit Barclays' operations in India (Pune and Mumbai), meeting with the India Risk management team and with Risk colleagues across both offices.

In 2024, the Committee oversaw a change to the senior management of the Compliance function, with the appointment of a new Group Chief Compliance Officer, Matt Fitzwater, who took up the role in October 2024.

## Committee effectiveness

The 2024 Committee effectiveness review was externally facilitated, as required by the Code. The review is an important part of the way Barclays monitors and improves Committee performance and effectiveness, maximising strengths and highlighting areas for further development.

The Board appointed CSA to facilitate the review. As part of the review, CSA conducted one-on-one interviews with each member of the Committee, the Group Chief Risk Officer, Group Finance Director, BBPLC General Counsel, Group Chief Operating Officer, Group Chief Compliance Officer and BBPLC Chief Compliance Officer. CSA also observed the September 2024 Committee meeting.

The results of the Committee effectiveness review confirm the Committee is operating effectively. It is considered appropriately constituted and diligently chaired, providing an effective and appropriate level of constructive challenge and oversight of the areas within its remit, with thoughtful and well informed contributions from members in meetings. The review highlights that the Committee is considered to have the right level of skills and experience and is of an appropriate size.

The Committee’s interaction with the Board, Board Committees and senior management is considered effective, noting that the Committee is well integrated into overall Board processes, with regular reporting from the Chair to the Board on key issues arising from the work of the Committee. Feedback noted the benefits of having the Chair of the Board Audit Committee serving on the Committee, helping to reduce any potential overlap between the work of the two Committees.

Whilst agendas are considered appropriate having regard to the Committee’s broad remit, the review recommended that consideration be given to how future Committee agendas might be shaped towards more open-ended discussion and to bring in more external perspectives. A continued focus on ensuring shorter and more focused papers which clearly identify key matters for the Committee’s attention was considered beneficial.

Feedback indicated that concurrent meetings of the BPLC and BBPLC Board Risk Committee continue to be effective, with coverage of BBPLC matters considered appropriate. Interaction with the BBUKPLC Board Risk Committee was also considered effective, noting the regular interactions between the respective Committee Chairs and confirming that the Committee continues to exercise appropriate oversight of issues relevant to the Committee’s remit relating to BBUKPLC.

Please see the report of the Board Nominations Committee for further details on the process for conducting the 2024 Committee effectiveness review.

## Looking ahead

As we move into 2025 the Committee will continue to oversee management’s efforts to effectively monitor, manage and mitigate the impact of the risks most likely to pose harm or disruption to the Group’s operations and stability. In doing so, the Committee expects to maintain focus on several key topics including geopolitical tensions, macroeconomic uncertainty and ongoing inflationary pressures, with possible regulatory divergence on some issues likely to increase the complexity of effective risk management.

**Robert Berry**
Chair, Board Risk Committee
12 February 2025

## Committee meetings

In 2024, the Committee met 10 times, with no ad hoc meetings (2023: 11 times, including two ad hoc meetings) and the attendance by members at these meetings is shown on page 169. In addition to its members, Committee meetings were attended by representatives from senior management, including the Group Chief Executive, Group Chief Risk Officer, Group Finance Director, Group Chief Internal Auditor, Group Treasurer, Group Chief Compliance Officer and Group General Counsel, as well as representatives from the businesses and additional colleagues from the Risk and Compliance functions. The lead audit engagement partner of KPMG also attended Committee meetings. The Committee held regular private sessions with each of the Group Chief Risk Officer and the Group Chief Compliance Officer, without other management present.

## Role of the Committee

The Committee is responsible for reviewing, on behalf of the Board, management’s recommendations on the principal risks as set out in the ERMF (with the exception of reputation risk with strategic implications relating to the Group, which is a matter reserved to the Board), and in particular:
*   reviewing, on behalf of the Board, the management of those principal risks in the ERMF
*   considering and recommending to the Board the Group’s risk appetite and tolerances for those principal risks
*   reviewing, on behalf of the Board, the Group’s risk profile for those principal risks
*   commissioning, receiving and considering reports on key risk issues
*   safeguarding the independence, and overseeing the performance, of Barclays’ Risk and Compliance functions.

The Committee’s terms of reference are available at [home.barclays/who-we-are/our-governance/board-committees/](home.barclays/who-we-are/our-governance/board-committees/).

***

# Risk performance - Credit risk (Page 303)

## Credit risk: summary of contents

| Content | Page |
|---|---|
| Credit risk overview and summary of performance | 304 |
| Maximum exposure and effects of netting, collateral and risk transfer | 305 |
| Expected Credit Losses | 307 |
| – Loans and advances at amortised cost by geography | 307 |
| – Loans and advances at amortised cost by product | 311 |
| – Movement in gross exposure and impairment allowance including provisions for loan commitments and financial guarantees | 312 |
| – Stage 2 decomposition | 320 |
| – Stage 3 decomposition | 321 |
| Management adjustments to models for impairment | 322 |
| Measurement uncertainty and sensitivity analysis | 326 |
| Analysis of the concentration of credit risk | 335 |
| – Credit risk concentration by Industry for contractual maturity, staging and geography | 335 |
| Approach to management and representation of credit quality | 337 |
| – Asset credit quality | 337 |
| – Debt securities | 337 |
| – Balance sheet credit quality | 338 |
| – Credit exposures by internal PD grade | 340 |
| Analysis of specific portfolios and asset types | 345 |
| – Secured home loans | 345 |
| – Retail Credit cards and Retail Other | 347 |
| Forbearance | 348 |
| – Retail forbearance programmes | 349 |
| – Wholesale forbearance programmes | 350 |
| Analysis of debt securities | 350 |
| Analysis of derivatives | 351 |
| Analysis of credit risk on assets held for sale | 351 |

Credit risk represents a significant risk and mainly arises from exposure to loans and advances together with the counterparty credit risk arising from derivative contracts entered into with clients.

This section outlines the expected credit loss allowances, the movements in allowances during the period, material management adjustments to model output and measurement uncertainty and sensitivity analysis.

The Group reviews and monitors risk concentrations in a variety of ways. This section outlines performance against key concentration risks.

Credit risk monitors exposure performance across a range of significant portfolios.

The Group monitors exposures to assets where there is a heightened likelihood of default and assets where an actual default has occurred. From time to time, suspension of certain aspects of client credit agreements are agreed, generally during temporary periods of financial difficulties where the Group is confident that the client will be able to remedy the suspension. This section outlines the current exposure to assets with this treatment.

This section provides an analysis of credit risk on debt securities and derivatives.

This section provides an analysis of credit risk on assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 304)

## Overview

Credit risk represents a significant risk to the Group and mainly arises from exposure to loans and advances together with the counterparty credit risk arising from derivative contracts entered with clients.

Credit risk disclosures exclude other financial assets not subject to credit risk, mainly equity securities. For off-balance sheet exposures certain contingent liabilities not subject to credit risk such as performance guarantees are excluded.

Credit risk disclosures are materially aligned to the recommendations of the Taskforce on Disclosures about Expected Credit Losses (DECL).

## Acquisition of Tesco Bank

Barclays Group has acquired Tesco bank’s retail banking business effective November 1, 2024. Gross loans and advances at amortised cost as at December 31, 2024 includes £8.3bn of unsecured lending balances from the Tesco Bank's acquisition, comprising of £4.2bn of credit card receivables and £4.1bn of unsecured personal loans, with corresponding impairment allowance of £0.2bn. On the acquisition date, balances were originated into Stage 1 with £0.06bn in purchased or originated credit-impaired (POCI) balances. POCI balances represent a fixed pool of assets purchased at a deep discount to face value reflecting credit losses incurred from the point of origination to date of acquisition.

## Asset Held for Sale

A separate section has been included within credit risk disclosures to reflect portfolios which were classified as assets held for sale. These includes a co-branded card portfolio and German consumer finance business.

## Summary of performance in the year

### Gross exposure
Gross loans and advances at amortised cost to customers and banks increased to £420bn (2023: £405bn), driven by £11bn increase in debt securities on account of Treasury investments and £8.3bn from Tesco Bank acquisition, partially offset by (£6.3bn) reclassification of a co-branded card portfolio to assets held for sale and (£3.2bn) sale of Italian mortgages business.

### Maximum exposure
The Group’s net exposure to credit risk increased 4.3% to £1,074bn (2023: £1,030bn) which is mainly driven by £20bn increase in loan commitments, £18bn debt securities issued by government and £11bn cash collateral and settlement balances. Overall, the extent to which the mitigation is held against its total exposure has remained stable at 42% (2023: 42%).

### Credit quality
Delinquencies were broadly stable across the group with an anticipated increase in US cards. A range of activities are in place to protect our existing defensive positioning against macroeconomic headwinds. The Corporate loans portfolio benefited from high-quality exposure and credit protection.

Further analysis on the credit quality of assets is presented in the approach to management and representation of credit quality section.

### Stage decomposition
A net decrease of £2.5bn is observed in Stage 2 gross exposure driven by an improved GDP forecast along with repayments in Business Banking and reclassification of a co-branded card portfolio to assets held for sale.

Stage 3 balances have increased to £7.4bn (2023: £7.2bn) driven by stage migration in corporate loans and US cards partially offset by sale of Italian mortgages business.

Refer to pages 320 to 321 for further details.

### Scenario
The economy is gradually recovering and is further stimulated as restrictive monetary policy continues loosening. For Q424, macroeconomic scenarios have been refreshed and are designed around a broad range of economic outcomes. The Downside 2 (DS2) scenario has been broadly aligned to Barclays 2024 Internal Stress Test (IST24) which includes climate drivers.

Refer to the Barclays resilience to climate scenarios on page 126 for further details.

### ECL
Impairment allowances on loans and advances at amortised cost including off-balance sheet decreased to £5.5bn (2023: £6.3bn) primarily driven by sale of Italian mortgage business, reclassification of a co-branded card portfolio to assets held for sale and an improved macroeconomic outlook, partially offset by the acquisition of Tesco Bank. As a result, on-balance sheet coverage decreased 20 bps to 1.2% (2023: 1.4%).

### Charge
Credit impairment charges were £1,982m (2023: £1,881m), driven by the charge on the acquisition of Tesco Bank and anticipated higher delinquencies in US cards partially offset by the impact of credit risk management actions and methodology enhancements.

### Management adjustments
Economic uncertainty adjustments decreased to £78m (2023: £198m), informed by lower inflationary risk and a resilient credit performance in UK retail lending.

Refer to the Management adjustment to models for impairment section on page 322 for further details.

### Climate
Barclays has performed a credit risk assessment of physical and transition risk due to climate change through a combination of a scenario approach and targeted reviews on specific portfolios identified as more susceptible to climate risk. As further enhancements during the year, the DS2 scenario has been aligned to the IST24 which is climate aware and for specific portfolios new climate modelling techniques were utilised to assess physical and transition risk due to climate change at customer level.

Further detail can be found in the Financial statements section in Note 8 Credit impairment charges. Description of terminology can be found in the glossary, available at [home.barclays/annualreport](home.barclays/annualreport).

Refer to credit risk management section for the details of governance, policies and procedures.

***

# Risk performance - Credit risk (continued) (Page 305)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

The following tables present a reconciliation between the Group’s maximum exposure and its net exposure to credit risk, reflecting the financial effects of risk mitigation reducing the Group's exposure.

The Group mitigates the credit risk to which it is exposed through netting and set-off, collateral and risk transfer. Further detail on the Group’s policies to each of these forms of credit enhancement is presented on pages 132 to 135 of the Barclays PLC Pillar 3 Report 2024 (unaudited).

### Collateral obtained
Where collateral has been obtained in the event of default, the Group does not, ordinarily, use such assets for its own operations and they are usually sold on a timely basis. The carrying value of assets held by the Group as at 31 December 2024, as a result of the enforcement of collateral, was £12m (2023: £6m).

**Maximum exposure and effects of netting, collateral and risk transfer (audited)**

| As at 31 December 2024 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 210,184 | — | — | — | — | 210,184 |
| Cash collateral and settlement balances | 119,843 | — | — | — | — | 119,843 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 168,061 | — | (22) | (168,026) | — | 13 |
| Retail credit cards | 34,779 | — | — | — | — | 34,779 |
| Retail other | 13,808 | — | (1,106) | (2,502) | (36) | 10,164 |
| Corporate loans | 129,625 | (3,006) | (1,107) | (67,909) | (11,548) | 46,055 |
| **Total loans and advances at amortised cost** | **346,273** | **(3,006)** | **(2,235)** | **(238,437)** | **(11,584)** | **91,011** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,875 | — | — | (1,874) | — | 1 |
| Retail credit cards - excluding POCI | 396 | — | — | — | — | 396 |
| Retail credit cards - POCI | 40 | — | — | — | — | 40 |
| Retail other - excluding POCI | 217 | — | (21) | (175) | — | 21 |
| Retail other - POCI | 17 | — | — | — | — | 17 |
| Corporate loans | 2,490 | — | (32) | (1,108) | (415) | 935 |
| **Total credit-impaired loans and advances at amortised cost** | **5,035** | **—** | **(53)** | **(3,157)** | **(415)** | **1,410** |
| Debt securities at amortised cost | 68,210 | — | — | (583) | (90) | 67,537 |
| Reverse repurchase agreements and other similar secured lending | 4,734 | — | — | (4,734) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 78,014 | — | — | (657) | — | 77,357 |
| Traded loans | 13,470 | — | — | (878) | — | 12,592 |
| **Total trading portfolio assets** | **91,484** | **—** | **—** | **(1,535)** | **—** | **89,949** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 45,068 | — | (17) | (41,766) | — | 3,285 |
| Debt securities | 2,965 | — | — | (182) | — | 2,783 |
| Reverse repurchase agreements | 141,773 | — | (2,429) | (138,905) | — | 439 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **189,916** | **—** | **(2,446)** | **(180,853)** | **—** | **6,617** |
| Derivative financial instruments | 293,530 | (230,434) | (30,637) | (12,633) | (5,284) | 14,542 |
| Financial assets at fair value through other comprehensive income | 78,055 | — | — | (1,104) | (246) | 76,705 |
| Other assets | 891 | — | (1) | — | — | 890 |
| Assets held for sale | 9,544 | — | — | — | — | 9,544 |
| **Total on-balance sheet** | **1,412,664** | **(233,440)** | **(35,319)** | **(439,879)** | **(17,204)** | **686,822** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,346 | — | (2,664) | (441) | (248) | 21,993 |
| Loan commitments | 423,149 | — | (550) | (55,327) | (1,899) | 365,373 |
| **Total off-balance sheet** | **448,495** | **—** | **(3,214)** | **(55,768)** | **(2,147)** | **387,366** |
| **Total** | **1,861,159** | **(233,440)** | **(38,533)** | **(495,647)** | **(19,351)** | **1,074,188** |

Off-balance sheet exposures are shown gross of provisions of £439m (2023: £504m). See Note 24 for further details. In addition to the above, the Group holds forward starting reverse repos with notional contract amounts of £108.6bn (2023: £54.3bn). These balances are fully collateralised. Corporate loans at amortised cost include £3.3bn (2023: £5.3bn) of BBLS, CBILS and CLBILS supported by UK government guarantees of £3.2bn (2023: £5.1bn), which are included within the Risk transfer column in the table. Reported off-balance sheet loan commitments also include exposures relating to financial assets classified as assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 307)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

The following tables present a reconciliation between the Group’s maximum exposure and its net exposure to credit risk, reflecting the financial effects of risk mitigation reducing the Group's exposure.

The Group mitigates the credit risk to which it is exposed through netting and set-off, collateral and risk transfer. Further detail on the Group’s policies to each of these forms of credit enhancement is presented on pages 132 to 135 of the Barclays PLC Pillar 3 Report 2024 (unaudited).

### Collateral obtained
Where collateral has been obtained in the event of default, the Group does not, ordinarily, use such assets for its own operations and they are usually sold on a timely basis. The carrying value of assets held by the Group as at 31 December 2024, as a result of the enforcement of collateral, was £12m (2023: £6m).

**Maximum exposure and effects of netting, collateral and risk transfer (audited)**

| As at 31 December 2024 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 210,184 | — | — | — | — | 210,184 |
| Cash collateral and settlement balances | 119,843 | — | — | — | — | 119,843 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 168,061 | — | (22) | (168,026) | — | 13 |
| Retail credit cards | 34,779 | — | — | — | — | 34,779 |
| Retail other | 13,808 | — | (1,106) | (2,502) | (36) | 10,164 |
| Corporate loans | 129,625 | (3,006) | (1,107) | (67,909) | (11,548) | 46,055 |
| **Total loans and advances at amortised cost** | **346,273** | **(3,006)** | **(2,235)** | **(238,437)** | **(11,584)** | **91,011** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,875 | — | — | (1,874) | — | 1 |
| Retail credit cards - excluding POCI | 396 | — | — | — | — | 396 |
| Retail credit cards - POCI | 40 | — | — | — | — | 40 |
| Retail other - excluding POCI | 217 | — | (21) | (175) | — | 21 |
| Retail other - POCI | 17 | — | — | — | — | 17 |
| Corporate loans | 2,490 | — | (32) | (1,108) | (415) | 935 |
| **Total credit-impaired loans and advances at amortised cost** | **5,035** | **—** | **(53)** | **(3,157)** | **(415)** | **1,410** |
| Debt securities at amortised cost | 68,210 | — | — | (583) | (90) | 67,537 |
| Reverse repurchase agreements and other similar secured lending | 4,734 | — | — | (4,734) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 78,014 | — | — | (657) | — | 77,357 |
| Traded loans | 13,470 | — | — | (878) | — | 12,592 |
| **Total trading portfolio assets** | **91,484** | **—** | **—** | **(1,535)** | **—** | **89,949** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 45,068 | — | (17) | (41,766) | — | 3,285 |
| Debt securities | 2,965 | — | — | (182) | — | 2,783 |
| Reverse repurchase agreements | 141,773 | — | (2,429) | (138,905) | — | 439 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **189,916** | **—** | **(2,446)** | **(180,853)** | **—** | **6,617** |
| Derivative financial instruments | 293,530 | (230,434) | (30,637) | (12,633) | (5,284) | 14,542 |
| Financial assets at fair value through other comprehensive income | 78,055 | — | — | (1,104) | (246) | 76,705 |
| Other assets | 891 | — | (1) | — | — | 890 |
| Assets held for sale | 9,544 | — | — | — | — | 9,544 |
| **Total on-balance sheet** | **1,412,664** | **(233,440)** | **(35,319)** | **(439,879)** | **(17,204)** | **686,822** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,346 | — | (2,664) | (441) | (248) | 21,993 |
| Loan commitments | 423,149 | — | (550) | (55,327) | (1,899) | 365,373 |
| **Total off-balance sheet** | **448,495** | **—** | **(3,214)** | **(55,768)** | **(2,147)** | **387,366** |
| **Total** | **1,861,159** | **(233,440)** | **(38,533)** | **(495,647)** | **(19,351)** | **1,074,188** |

Off-balance sheet exposures are shown gross of provisions of £439m (2023: £504m). See Note 24 for further details. In addition to the above, the Group holds forward starting reverse repos with notional contract amounts of £108.6bn (2023: £54.3bn). These balances are fully collateralised. Corporate loans at amortised cost include £3.3bn (2023: £5.3bn) of BBLS, CBILS and CLBILS supported by UK government guarantees of £3.2bn (2023: £5.1bn), which are included within the Risk transfer column in the table. Reported off-balance sheet loan commitments also include exposures relating to financial assets classified as assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 307)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

The following tables present a reconciliation between the Group’s maximum exposure and its net exposure to credit risk, reflecting the financial effects of risk mitigation reducing the Group's exposure.

The Group mitigates the credit risk to which it is exposed through netting and set-off, collateral and risk transfer. Further detail on the Group’s policies to each of these forms of credit enhancement is presented on pages 132 to 135 of the Barclays PLC Pillar 3 Report 2024 (unaudited).

### Collateral obtained
Where collateral has been obtained in the event of default, the Group does not, ordinarily, use such assets for its own operations and they are usually sold on a timely basis. The carrying value of assets held by the Group as at 31 December 2024, as a result of the enforcement of collateral, was £12m (2023: £6m).

**Maximum exposure and effects of netting, collateral and risk transfer (audited)**

| As at 31 December 2024 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 210,184 | — | — | — | — | 210,184 |
| Cash collateral and settlement balances | 119,843 | — | — | — | — | 119,843 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 168,061 | — | (22) | (168,026) | — | 13 |
| Retail credit cards | 34,779 | — | — | — | — | 34,779 |
| Retail other | 13,808 | — | (1,106) | (2,502) | (36) | 10,164 |
| Corporate loans | 129,625 | (3,006) | (1,107) | (67,909) | (11,548) | 46,055 |
| **Total loans and advances at amortised cost** | **346,273** | **(3,006)** | **(2,235)** | **(238,437)** | **(11,584)** | **91,011** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,875 | — | — | (1,874) | — | 1 |
| Retail credit cards - excluding POCI | 396 | — | — | — | — | 396 |
| Retail credit cards - POCI | 40 | — | — | — | — | 40 |
| Retail other - excluding POCI | 217 | — | (21) | (175) | — | 21 |
| Retail other - POCI | 17 | — | — | — | — | 17 |
| Corporate loans | 2,490 | — | (32) | (1,108) | (415) | 935 |
| **Total credit-impaired loans and advances at amortised cost** | **5,035** | **—** | **(53)** | **(3,157)** | **(415)** | **1,410** |
| Debt securities at amortised cost | 68,210 | — | — | (583) | (90) | 67,537 |
| Reverse repurchase agreements and other similar secured lending | 4,734 | — | — | (4,734) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 78,014 | — | — | (657) | — | 77,357 |
| Traded loans | 13,470 | — | — | (878) | — | 12,592 |
| **Total trading portfolio assets** | **91,484** | **—** | **—** | **(1,535)** | **—** | **89,949** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 45,068 | — | (17) | (41,766) | — | 3,285 |
| Debt securities | 2,965 | — | — | (182) | — | 2,783 |
| Reverse repurchase agreements | 141,773 | — | (2,429) | (138,905) | — | 439 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **189,916** | **—** | **(2,446)** | **(180,853)** | **—** | **6,617** |
| Derivative financial instruments | 293,530 | (230,434) | (30,637) | (12,633) | (5,284) | 14,542 |
| Financial assets at fair value through other comprehensive income | 78,055 | — | — | (1,104) | (246) | 76,705 |
| Other assets | 891 | — | (1) | — | — | 890 |
| Assets held for sale | 9,544 | — | — | — | — | 9,544 |
| **Total on-balance sheet** | **1,412,664** | **(233,440)** | **(35,319)** | **(439,879)** | **(17,204)** | **686,822** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,346 | — | (2,664) | (441) | (248) | 21,993 |
| Loan commitments | 423,149 | — | (550) | (55,327) | (1,899) | 365,373 |
| **Total off-balance sheet** | **448,495** | **—** | **(3,214)** | **(55,768)** | **(2,147)** | **387,366** |
| **Total** | **1,861,159** | **(233,440)** | **(38,533)** | **(495,647)** | **(19,351)** | **1,074,188** |

Off-balance sheet exposures are shown gross of provisions of £439m (2023: £504m). See Note 24 for further details. In addition to the above, the Group holds forward starting reverse repos with notional contract amounts of £108.6bn (2023: £54.3bn). These balances are fully collateralised. Corporate loans at amortised cost include £3.3bn (2023: £5.3bn) of BBLS, CBILS and CLBILS supported by UK government guarantees of £3.2bn (2023: £5.1bn), which are included within the Risk transfer column in the table. Reported off-balance sheet loan commitments also include exposures relating to financial assets classified as assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 307)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

The following tables present a reconciliation between the Group’s maximum exposure and its net exposure to credit risk, reflecting the financial effects of risk mitigation reducing the Group's exposure.

The Group mitigates the credit risk to which it is exposed through netting and set-off, collateral and risk transfer. Further detail on the Group’s policies to each of these forms of credit enhancement is presented on pages 132 to 135 of the Barclays PLC Pillar 3 Report 2024 (unaudited).

### Collateral obtained
Where collateral has been obtained in the event of default, the Group does not, ordinarily, use such assets for its own operations and they are usually sold on a timely basis. The carrying value of assets held by the Group as at 31 December 2024, as a result of the enforcement of collateral, was £12m (2023: £6m).

**Maximum exposure and effects of netting, collateral and risk transfer (audited)**

| As at 31 December 2024 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 210,184 | — | — | — | — | 210,184 |
| Cash collateral and settlement balances | 119,843 | — | — | — | — | 119,843 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 168,061 | — | (22) | (168,026) | — | 13 |
| Retail credit cards | 34,779 | — | — | — | — | 34,779 |
| Retail other | 13,808 | — | (1,106) | (2,502) | (36) | 10,164 |
| Corporate loans | 129,625 | (3,006) | (1,107) | (67,909) | (11,548) | 46,055 |
| **Total loans and advances at amortised cost** | **346,273** | **(3,006)** | **(2,235)** | **(238,437)** | **(11,584)** | **91,011** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,875 | — | — | (1,874) | — | 1 |
| Retail credit cards - excluding POCI | 396 | — | — | — | — | 396 |
| Retail credit cards - POCI | 40 | — | — | — | — | 40 |
| Retail other - excluding POCI | 217 | — | (21) | (175) | — | 21 |
| Retail other - POCI | 17 | — | — | — | — | 17 |
| Corporate loans | 2,490 | — | (32) | (1,108) | (415) | 935 |
| **Total credit-impaired loans and advances at amortised cost** | **5,035** | **—** | **(53)** | **(3,157)** | **(415)** | **1,410** |
| Debt securities at amortised cost | 68,210 | — | — | (583) | (90) | 67,537 |
| Reverse repurchase agreements and other similar secured lending | 4,734 | — | — | (4,734) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 78,014 | — | — | (657) | — | 77,357 |
| Traded loans | 13,470 | — | — | (878) | — | 12,592 |
| **Total trading portfolio assets** | **91,484** | **—** | **—** | **(1,535)** | **—** | **89,949** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 45,068 | — | (17) | (41,766) | — | 3,285 |
| Debt securities | 2,965 | — | — | (182) | — | 2,783 |
| Reverse repurchase agreements | 141,773 | — | (2,429) | (138,905) | — | 439 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **189,916** | **—** | **(2,446)** | **(180,853)** | **—** | **6,617** |
| Derivative financial instruments | 293,530 | (230,434) | (30,637) | (12,633) | (5,284) | 14,542 |
| Financial assets at fair value through other comprehensive income | 78,055 | — | — | (1,104) | (246) | 76,705 |
| Other assets | 891 | — | (1) | — | — | 890 |
| Assets held for sale | 9,544 | — | — | — | — | 9,544 |
| **Total on-balance sheet** | **1,412,664** | **(233,440)** | **(35,319)** | **(439,879)** | **(17,204)** | **686,822** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,346 | — | (2,664) | (441) | (248) | 21,993 |
| Loan commitments | 423,149 | — | (550) | (55,327) | (1,899) | 365,373 |
| **Total off-balance sheet** | **448,495** | **—** | **(3,214)** | **(55,768)** | **(2,147)** | **387,366** |
| **Total** | **1,861,159** | **(233,440)** | **(38,533)** | **(495,647)** | **(19,351)** | **1,074,188** |

Off-balance sheet exposures are shown gross of provisions of £439m (2023: £504m). See Note 24 for further details. In addition to the above, the Group holds forward starting reverse repos with notional contract amounts of £108.6bn (2023: £54.3bn). These balances are fully collateralised. Corporate loans at amortised cost include £3.3bn (2023: £5.3bn) of BBLS, CBILS and CLBILS supported by UK government guarantees of £3.2bn (2023: £5.1bn), which are included within the Risk transfer column in the table. Reported off-balance sheet loan commitments also include exposures relating to financial assets classified as assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 308)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2024 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 210,184 | — | — | — | — | 210,184 |
| Cash collateral and settlement balances | 119,843 | — | — | — | — | 119,843 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 168,061 | — | (22) | (168,026) | — | 13 |
| Retail credit cards | 34,779 | — | — | — | — | 34,779 |
| Retail other | 13,808 | — | (1,106) | (2,502) | (36) | 10,164 |
| Corporate loans | 129,625 | (3,006) | (1,107) | (67,909) | (11,548) | 46,055 |
| **Total loans and advances at amortised cost** | **346,273** | **(3,006)** | **(2,235)** | **(238,437)** | **(11,584)** | **91,011** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,875 | — | — | (1,874) | — | 1 |
| Retail credit cards - excluding POCI | 396 | — | — | — | — | 396 |
| Retail credit cards - POCI | 40 | — | — | — | — | 40 |
| Retail other - excluding POCI | 217 | — | (21) | (175) | — | 21 |
| Retail other - POCI | 17 | — | — | — | — | 17 |
| Corporate loans | 2,490 | — | (32) | (1,108) | (415) | 935 |
| **Total credit-impaired loans and advances at amortised cost** | **5,035** | **—** | **(53)** | **(3,157)** | **(415)** | **1,410** |
| Debt securities at amortised cost | 68,210 | — | — | (583) | (90) | 67,537 |
| Reverse repurchase agreements and other similar secured lending | 4,734 | — | — | (4,734) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 78,014 | — | — | (657) | — | 77,357 |
| Traded loans | 13,470 | — | — | (878) | — | 12,592 |
| **Total trading portfolio assets** | **91,484** | **—** | **—** | **(1,535)** | **—** | **89,949** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 45,068 | — | (17) | (41,766) | — | 3,285 |
| Debt securities | 2,965 | — | — | (182) | — | 2,783 |
| Reverse repurchase agreements | 141,773 | — | (2,429) | (138,905) | — | 439 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **189,916** | **—** | **(2,446)** | **(180,853)** | **—** | **6,617** |
| Derivative financial instruments | 293,530 | (230,434) | (30,637) | (12,633) | (5,284) | 14,542 |
| Financial assets at fair value through other comprehensive income | 78,055 | — | — | (1,104) | (246) | 76,705 |
| Other assets | 891 | — | (1) | — | — | 890 |
| Assets held for sale | 9,544 | — | — | — | — | 9,544 |
| **Total on-balance sheet** | **1,412,664** | **(233,440)** | **(35,319)** | **(439,879)** | **(17,204)** | **686,822** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,346 | — | (2,664) | (441) | (248) | 21,993 |
| Loan commitments | 423,149 | — | (550) | (55,327) | (1,899) | 365,373 |
| **Total off-balance sheet** | **448,495** | **—** | **(3,214)** | **(55,768)** | **(2,147)** | **387,366** |
| **Total** | **1,861,159** | **(233,440)** | **(38,533)** | **(495,647)** | **(19,351)** | **1,074,188** |

Off-balance sheet exposures are shown gross of provisions of £439m (2023: £504m). See Note 24 for further details. In addition to the above, the Group holds forward starting reverse repos with notional contract amounts of £108.6bn (2023: £54.3bn). These balances are fully collateralised. Corporate loans at amortised cost include £3.3bn (2023: £5.3bn) of BBLS, CBILS and CLBILS supported by UK government guarantees of £3.2bn (2023: £5.1bn), which are included within the Risk transfer column in the table. Reported off-balance sheet loan commitments also include exposures relating to financial assets classified as assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 308)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2024 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 210,184 | — | — | — | — | 210,184 |
| Cash collateral and settlement balances | 119,843 | — | — | — | — | 119,843 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 168,061 | — | (22) | (168,026) | — | 13 |
| Retail credit cards | 34,779 | — | — | — | — | 34,779 |
| Retail other | 13,808 | — | (1,106) | (2,502) | (36) | 10,164 |
| Corporate loans | 129,625 | (3,006) | (1,107) | (67,909) | (11,548) | 46,055 |
| **Total loans and advances at amortised cost** | **346,273** | **(3,006)** | **(2,235)** | **(238,437)** | **(11,584)** | **91,011** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,875 | — | — | (1,874) | — | 1 |
| Retail credit cards - excluding POCI | 396 | — | — | — | — | 396 |
| Retail credit cards - POCI | 40 | — | — | — | — | 40 |
| Retail other - excluding POCI | 217 | — | (21) | (175) | — | 21 |
| Retail other - POCI | 17 | — | — | — | — | 17 |
| Corporate loans | 2,490 | — | (32) | (1,108) | (415) | 935 |
| **Total credit-impaired loans and advances at amortised cost** | **5,035** | **—** | **(53)** | **(3,157)** | **(415)** | **1,410** |
| Debt securities at amortised cost | 68,210 | — | — | (583) | (90) | 67,537 |
| Reverse repurchase agreements and other similar secured lending | 4,734 | — | — | (4,734) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 78,014 | — | — | (657) | — | 77,357 |
| Traded loans | 13,470 | — | — | (878) | — | 12,592 |
| **Total trading portfolio assets** | **91,484** | **—** | **—** | **(1,535)** | **—** | **89,949** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 45,068 | — | (17) | (41,766) | — | 3,285 |
| Debt securities | 2,965 | — | — | (182) | — | 2,783 |
| Reverse repurchase agreements | 141,773 | — | (2,429) | (138,905) | — | 439 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **189,916** | **—** | **(2,446)** | **(180,853)** | **—** | **6,617** |
| Derivative financial instruments | 293,530 | (230,434) | (30,637) | (12,633) | (5,284) | 14,542 |
| Financial assets at fair value through other comprehensive income | 78,055 | — | — | (1,104) | (246) | 76,705 |
| Other assets | 891 | — | (1) | — | — | 890 |
| Assets held for sale | 9,544 | — | — | — | — | 9,544 |
| **Total on-balance sheet** | **1,412,664** | **(233,440)** | **(35,319)** | **(439,879)** | **(17,204)** | **686,822** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,346 | — | (2,664) | (441) | (248) | 21,993 |
| Loan commitments | 423,149 | — | (550) | (55,327) | (1,899) | 365,373 |
| **Total off-balance sheet** | **448,495** | **—** | **(3,214)** | **(55,768)** | **(2,147)** | **387,366** |
| **Total** | **1,861,159** | **(233,440)** | **(38,533)** | **(495,647)** | **(19,351)** | **1,074,188** |

Off-balance sheet exposures are shown gross of provisions of £439m (2023: £504m). See Note 24 for further details. In addition to the above, the Group holds forward starting reverse repos with notional contract amounts of £108.6bn (2023: £54.3bn). These balances are fully collateralised. Corporate loans at amortised cost include £3.3bn (2023: £5.3bn) of BBLS, CBILS and CLBILS supported by UK government guarantees of £3.2bn (2023: £5.1bn), which are included within the Risk transfer column in the table. Reported off-balance sheet loan commitments also include exposures relating to financial assets classified as assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 309)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2023 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 224,634 | — | — | — | — | 224,634 |
| Cash collateral and settlement balances | 108,889 | — | — | — | — | 108,889 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 171,512 | — | (13) | (171,484) | — | 15 |
| Retail credit cards | 34,221 | — | — | — | — | 34,221 |
| Retail other | 9,952 | — | (1,028) | (2,329) | (39) | 6,556 |
| Corporate loans | 127,062 | (3,876) | (1,117) | (61,892) | (14,716) | 45,461 |
| **Total loans and advances at amortised cost** | **342,747** | **(3,876)** | **(2,158)** | **(235,705)** | **(14,755)** | **86,253** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,996 | — | — | (1,994) | — | 2 |
| Retail credit cards - excluding POCI | 387 | — | — | — | — | 387 |
| Retail credit cards - POCI | — | — | — | — | — | — |
| Retail other - excluding POCI | 317 | — | (23) | (263) | — | 31 |
| Retail other - POCI | — | — | — | — | — | — |
| Corporate loans | 1,956 | — | (4) | (1,098) | (546) | 308 |
| **Total credit-impaired loans and advances at amortised cost** | **4,656** | **—** | **(27)** | **(3,355)** | **(546)** | **728** |
| Debt securities at amortised cost | 56,749 | — | — | (956) | (156) | 55,637 |
| Reverse repurchase agreements and other similar secured lending | 2,594 | — | — | (2,594) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 75,498 | — | — | (521) | — | 74,977 |
| Traded loans | 12,653 | — | — | (189) | — | 12,464 |
| **Total trading portfolio assets** | **88,151** | **—** | **—** | **(710)** | **—** | **87,441** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 47,639 | — | (47) | (41,334) | (4) | 6,254 |
| Debt securities | 2,586 | — | — | (221) | — | 2,365 |
| Reverse repurchase agreements | 149,131 | — | (3,416) | (145,292) | — | 423 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **199,466** | **—** | **(3,463)** | **(186,847)** | **(4)** | **9,152** |
| Derivative financial instruments | 256,836 | (198,809) | (31,211) | (10,036) | (3,791) | 12,989 |
| Financial assets at fair value through other comprehensive income | 71,830 | — | — | (362) | (198) | 71,270 |
| Other assets | 2,197 | — | (1) | — | — | 2,196 |
| Assets held for sale | 3,855 | — | — | — | — | 3,855 |
| **Total on-balance sheet** | **1,357,948** | **(202,685)** | **(36,833)** | **(437,210)** | **(18,904)** | **662,316** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,340 | — | (2,225) | (358) | (283) | 22,474 |
| Loan commitments | 390,437 | — | (1,506) | (41,862) | (1,773) | 345,296 |
| **Total off-balance sheet** | **415,777** | **—** | **(3,731)** | **(42,220)** | **(2,056)** | **367,770** |
| **Total** | **1,773,725** | **(202,685)** | **(40,564)** | **(479,430)** | **(20,960)** | **1,030,086** |

***

# Risk performance - Credit risk (continued) (Page 308)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2023 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 224,634 | — | — | — | — | 224,634 |
| Cash collateral and settlement balances | 108,889 | — | — | — | — | 108,889 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 171,512 | — | (13) | (171,484) | — | 15 |
| Retail credit cards | 34,221 | — | — | — | — | 34,221 |
| Retail other | 9,952 | — | (1,028) | (2,329) | (39) | 6,556 |
| Corporate loans | 127,062 | (3,876) | (1,117) | (61,892) | (14,716) | 45,461 |
| **Total loans and advances at amortised cost** | **342,747** | **(3,876)** | **(2,158)** | **(235,705)** | **(14,755)** | **86,253** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,996 | — | — | (1,994) | — | 2 |
| Retail credit cards - excluding POCI | 387 | — | — | — | — | 387 |
| Retail credit cards - POCI | — | — | — | — | — | — |
| Retail other - excluding POCI | 317 | — | (23) | (263) | — | 31 |
| Retail other - POCI | — | — | — | — | — | — |
| Corporate loans | 1,956 | — | (4) | (1,098) | (546) | 308 |
| **Total credit-impaired loans and advances at amortised cost** | **4,656** | **—** | **(27)** | **(3,355)** | **(546)** | **728** |
| Debt securities at amortised cost | 56,749 | — | — | (956) | (156) | 55,637 |
| Reverse repurchase agreements and other similar secured lending | 2,594 | — | — | (2,594) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 75,498 | — | — | (521) | — | 74,977 |
| Traded loans | 12,653 | — | — | (189) | — | 12,464 |
| **Total trading portfolio assets** | **88,151** | **—** | **—** | **(710)** | **—** | **87,441** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 47,639 | — | (47) | (41,334) | (4) | 6,254 |
| Debt securities | 2,586 | — | — | (221) | — | 2,365 |
| Reverse repurchase agreements | 149,131 | — | (3,416) | (145,292) | — | 423 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **199,466** | **—** | **(3,463)** | **(186,847)** | **(4)** | **9,152** |
| Derivative financial instruments | 256,836 | (198,809) | (31,211) | (10,036) | (3,791) | 12,989 |
| Financial assets at fair value through other comprehensive income | 71,830 | — | — | (362) | (198) | 71,270 |
| Other assets | 2,197 | — | (1) | — | — | 2,196 |
| Assets held for sale | 3,855 | — | — | — | — | 3,855 |
| **Total on-balance sheet** | **1,357,948** | **(202,685)** | **(36,833)** | **(437,210)** | **(18,904)** | **662,316** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,340 | — | (2,225) | (358) | (283) | 22,474 |
| Loan commitments | 390,437 | — | (1,506) | (41,862) | (1,773) | 345,296 |
| **Total off-balance sheet** | **415,777** | **—** | **(3,731)** | **(42,220)** | **(2,056)** | **367,770** |
| **Total** | **1,773,725** | **(202,685)** | **(40,564)** | **(479,430)** | **(20,960)** | **1,030,086** |

***

# Risk performance - Credit risk (continued) (Page 309)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2023 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 224,634 | — | — | — | — | 224,634 |
| Cash collateral and settlement balances | 108,889 | — | — | — | — | 108,889 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 171,512 | — | (13) | (171,484) | — | 15 |
| Retail credit cards | 34,221 | — | — | — | — | 34,221 |
| Retail other | 9,952 | — | (1,028) | (2,329) | (39) | 6,556 |
| Corporate loans | 127,062 | (3,876) | (1,117) | (61,892) | (14,716) | 45,461 |
| **Total loans and advances at amortised cost** | **342,747** | **(3,876)** | **(2,158)** | **(235,705)** | **(14,755)** | **86,253** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,996 | — | — | (1,994) | — | 2 |
| Retail credit cards - excluding POCI | 387 | — | — | — | — | 387 |
| Retail credit cards - POCI | — | — | — | — | — | — |
| Retail other - excluding POCI | 317 | — | (23) | (263) | — | 31 |
| Retail other - POCI | — | — | — | — | — | — |
| Corporate loans | 1,956 | — | (4) | (1,098) | (546) | 308 |
| **Total credit-impaired loans and advances at amortised cost** | **4,656** | **—** | **(27)** | **(3,355)** | **(546)** | **728** |
| Debt securities at amortised cost | 56,749 | — | — | (956) | (156) | 55,637 |
| Reverse repurchase agreements and other similar secured lending | 2,594 | — | — | (2,594) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 75,498 | — | — | (521) | — | 74,977 |
| Traded loans | 12,653 | — | — | (189) | — | 12,464 |
| **Total trading portfolio assets** | **88,151** | **—** | **—** | **(710)** | **—** | **87,441** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 47,639 | — | (47) | (41,334) | (4) | 6,254 |
| Debt securities | 2,586 | — | — | (221) | — | 2,365 |
| Reverse repurchase agreements | 149,131 | — | (3,416) | (145,292) | — | 423 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **199,466** | **—** | **(3,463)** | **(186,847)** | **(4)** | **9,152** |
| Derivative financial instruments | 256,836 | (198,809) | (31,211) | (10,036) | (3,791) | 12,989 |
| Financial assets at fair value through other comprehensive income | 71,830 | — | — | (362) | (198) | 71,270 |
| Other assets | 2,197 | — | (1) | — | — | 2,196 |
| Assets held for sale | 3,855 | — | — | — | — | 3,855 |
| **Total on-balance sheet** | **1,357,948** | **(202,685)** | **(36,833)** | **(437,210)** | **(18,904)** | **662,316** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,340 | — | (2,225) | (358) | (283) | 22,474 |
| Loan commitments | 390,437 | — | (1,506) | (41,862) | (1,773) | 345,296 |
| **Total off-balance sheet** | **415,777** | **—** | **(3,731)** | **(42,220)** | **(2,056)** | **367,770** |
| **Total** | **1,773,725** | **(202,685)** | **(40,564)** | **(479,430)** | **(20,960)** | **1,030,086** |

***

# Risk performance - Credit risk (continued) (Page 310)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2023 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 224,634 | — | — | — | — | 224,634 |
| Cash collateral and settlement balances | 108,889 | — | — | — | — | 108,889 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 171,512 | — | (13) | (171,484) | — | 15 |
| Retail credit cards | 34,221 | — | — | — | — | 34,221 |
| Retail other | 9,952 | — | (1,028) | (2,329) | (39) | 6,556 |
| Corporate loans | 127,062 | (3,876) | (1,117) | (61,892) | (14,716) | 45,461 |
| **Total loans and advances at amortised cost** | **342,747** | **(3,876)** | **(2,158)** | **(235,705)** | **(14,755)** | **86,253** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,996 | — | — | (1,994) | — | 2 |
| Retail credit cards - excluding POCI | 387 | — | — | — | — | 387 |
| Retail credit cards - POCI | — | — | — | — | — | — |
| Retail other - excluding POCI | 317 | — | (23) | (263) | — | 31 |
| Retail other - POCI | — | — | — | — | — | — |
| Corporate loans | 1,956 | — | (4) | (1,098) | (546) | 308 |
| **Total credit-impaired loans and advances at amortised cost** | **4,656** | **—** | **(27)** | **(3,355)** | **(546)** | **728** |
| Debt securities at amortised cost | 56,749 | — | — | (956) | (156) | 55,637 |
| Reverse repurchase agreements and other similar secured lending | 2,594 | — | — | (2,594) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 75,498 | — | — | (521) | — | 74,977 |
| Traded loans | 12,653 | — | — | (189) | — | 12,464 |
| **Total trading portfolio assets** | **88,151** | **—** | **—** | **(710)** | **—** | **87,441** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 47,639 | — | (47) | (41,334) | (4) | 6,254 |
| Debt securities | 2,586 | — | — | (221) | — | 2,365 |
| Reverse repurchase agreements | 149,131 | — | (3,416) | (145,292) | — | 423 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **199,466** | **—** | **(3,463)** | **(186,847)** | **(4)** | **9,152** |
| Derivative financial instruments | 256,836 | (198,809) | (31,211) | (10,036) | (3,791) | 12,989 |
| Financial assets at fair value through other comprehensive income | 71,830 | — | — | (362) | (198) | 71,270 |
| Other assets | 2,197 | — | (1) | — | — | 2,196 |
| Assets held for sale | 3,855 | — | — | — | — | 3,855 |
| **Total on-balance sheet** | **1,357,948** | **(202,685)** | **(36,833)** | **(437,210)** | **(18,904)** | **662,316** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,340 | — | (2,225) | (358) | (283) | 22,474 |
| Loan commitments | 390,437 | — | (1,506) | (41,862) | (1,773) | 345,296 |
| **Total off-balance sheet** | **415,777** | **—** | **(3,731)** | **(42,220)** | **(2,056)** | **367,770** |
| **Total** | **1,773,725** | **(202,685)** | **(40,564)** | **(479,430)** | **(20,960)** | **1,030,086** |

***

# Risk performance - Credit risk (continued) (Page 311)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2023 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 224,634 | — | — | — | — | 224,634 |
| Cash collateral and settlement balances | 108,889 | — | — | — | — | 108,889 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 171,512 | — | (13) | (171,484) | — | 15 |
| Retail credit cards | 34,221 | — | — | — | — | 34,221 |
| Retail other | 9,952 | — | (1,028) | (2,329) | (39) | 6,556 |
| Corporate loans | 127,062 | (3,876) | (1,117) | (61,892) | (14,716) | 45,461 |
| **Total loans and advances at amortised cost** | **342,747** | **(3,876)** | **(2,158)** | **(235,705)** | **(14,755)** | **86,253** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,996 | — | — | (1,994) | — | 2 |
| Retail credit cards - excluding POCI | 387 | — | — | — | — | 387 |
| Retail credit cards - POCI | — | — | — | — | — | — |
| Retail other - excluding POCI | 317 | — | (23) | (263) | — | 31 |
| Retail other - POCI | — | — | — | — | — | — |
| Corporate loans | 1,956 | — | (4) | (1,098) | (546) | 308 |
| **Total credit-impaired loans and advances at amortised cost** | **4,656** | **—** | **(27)** | **(3,355)** | **(546)** | **728** |
| Debt securities at amortised cost | 56,749 | — | — | (956) | (156) | 55,637 |
| Reverse repurchase agreements and other similar secured lending | 2,594 | — | — | (2,594) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 75,498 | — | — | (521) | — | 74,977 |
| Traded loans | 12,653 | — | — | (189) | — | 12,464 |
| **Total trading portfolio assets** | **88,151** | **—** | **—** | **(710)** | **—** | **87,441** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 47,639 | — | (47) | (41,334) | (4) | 6,254 |
| Debt securities | 2,586 | — | — | (221) | — | 2,365 |
| Reverse repurchase agreements | 149,131 | — | (3,416) | (145,292) | — | 423 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **199,466** | **—** | **(3,463)** | **(186,847)** | **(4)** | **9,152** |
| Derivative financial instruments | 256,836 | (198,809) | (31,211) | (10,036) | (3,791) | 12,989 |
| Financial assets at fair value through other comprehensive income | 71,830 | — | — | (362) | (198) | 71,270 |
| Other assets | 2,197 | — | (1) | — | — | 2,196 |
| Assets held for sale | 3,855 | — | — | — | — | 3,855 |
| **Total on-balance sheet** | **1,357,948** | **(202,685)** | **(36,833)** | **(437,210)** | **(18,904)** | **662,316** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,340 | — | (2,225) | (358) | (283) | 22,474 |
| Loan commitments | 390,437 | — | (1,506) | (41,862) | (1,773) | 345,296 |
| **Total off-balance sheet** | **415,777** | **—** | **(3,731)** | **(42,220)** | **(2,056)** | **367,770** |
| **Total** | **1,773,725** | **(202,685)** | **(40,564)** | **(479,430)** | **(20,960)** | **1,030,086** |

***

# Risk performance - Credit risk (continued) (Page 311)

## Maximum exposure and effects of netting, collateral and risk transfer (audited)

| As at 31 December 2023 | Maximum exposure £m | Netting and set-off £m | Cash collateral £m | Non-cash collateral £m | Risk transfer £m | Exposure net of risk mitigation £m |
|---|---|---|---|---|---|---|
| **On-balance sheet:** | | | | | | |
| Cash and balances at central banks | 224,634 | — | — | — | — | 224,634 |
| Cash collateral and settlement balances | 108,889 | — | — | — | — | 108,889 |
| Loans and advances at amortised cost: | | | | | | |
| Retail mortgages | 171,512 | — | (13) | (171,484) | — | 15 |
| Retail credit cards | 34,221 | — | — | — | — | 34,221 |
| Retail other | 9,952 | — | (1,028) | (2,329) | (39) | 6,556 |
| Corporate loans | 127,062 | (3,876) | (1,117) | (61,892) | (14,716) | 45,461 |
| **Total loans and advances at amortised cost** | **342,747** | **(3,876)** | **(2,158)** | **(235,705)** | **(14,755)** | **86,253** |
| **Of which credit-impaired (Stage 3):** | | | | | | |
| Retail mortgages | 1,996 | — | — | (1,994) | — | 2 |
| Retail credit cards - excluding POCI | 387 | — | — | — | — | 387 |
| Retail credit cards - POCI | — | — | — | — | — | — |
| Retail other - excluding POCI | 317 | — | (23) | (263) | — | 31 |
| Retail other - POCI | — | — | — | — | — | — |
| Corporate loans | 1,956 | — | (4) | (1,098) | (546) | 308 |
| **Total credit-impaired loans and advances at amortised cost** | **4,656** | **—** | **(27)** | **(3,355)** | **(546)** | **728** |
| Debt securities at amortised cost | 56,749 | — | — | (956) | (156) | 55,637 |
| Reverse repurchase agreements and other similar secured lending | 2,594 | — | — | (2,594) | — | — |
| Trading portfolio assets: | | | | | | |
| Debt securities | 75,498 | — | — | (521) | — | 74,977 |
| Traded loans | 12,653 | — | — | (189) | — | 12,464 |
| **Total trading portfolio assets** | **88,151** | **—** | **—** | **(710)** | **—** | **87,441** |
| Financial assets at fair value through the income statement: | | | | | | |
| Loans and advances | 47,639 | — | (47) | (41,334) | (4) | 6,254 |
| Debt securities | 2,586 | — | — | (221) | — | 2,365 |
| Reverse repurchase agreements | 149,131 | — | (3,416) | (145,292) | — | 423 |
| Other financial assets | 110 | — | — | — | — | 110 |
| **Total financial assets at fair value through the income statement** | **199,466** | **—** | **(3,463)** | **(186,847)** | **(4)** | **9,152** |
| Derivative financial instruments | 256,836 | (198,809) | (31,211) | (10,036) | (3,791) | 12,989 |
| Financial assets at fair value through other comprehensive income | 71,830 | — | — | (362) | (198) | 71,270 |
| Other assets | 2,197 | — | (1) | — | — | 2,196 |
| Assets held for sale | 3,855 | — | — | — | — | 3,855 |
| **Total on-balance sheet** | **1,357,948** | **(202,685)** | **(36,833)** | **(437,210)** | **(18,904)** | **662,316** |
| **Off-balance sheet:** | | | | | | |
| Contingent liabilities | 25,340 | — | (2,225) | (358) | (283) | 22,474 |
| Loan commitments | 390,437 | — | (1,506) | (41,862) | (1,773) | 345,296 |
| **Total off-balance sheet** | **415,777** | **—** | **(3,731)** | **(42,220)** | **(2,056)** | **367,770** |
| **Total** | **1,773,725** | **(202,685)** | **(40,564)** | **(479,430)** | **(20,960)** | **1,030,086** |

***

# Risk performance - Credit risk (continued) (Page 316)

## Reconciliation of ECL movement to credit impairment charge/(release) for the period

| | Stage 1 £m | Stage 2 £m | Stage 3 excluding POCI £m | Stage 3 POCI £m | Total £m |
|---|---|---|---|---|---|
| Retail mortgages | (7) | (3) | 4 | — | (6) |
| Retail credit cards | 114 | (153) | 1,645 | — | 1,606 |
| Retail other | 79 | (7) | 124 | — | 196 |
| Corporate loans | (76) | (78) | 353 | — | 199 |
| ECL movements excluding assets held for sale, disposals and write-offs$^1$ | 110 | (241) | 2,126 | — | 1,995 |
| ECL movement on loan commitments and other financial guarantees | (9) | (37) | (19) | — | (65) |
| ECL movement on other financial assets | 3 | 5 | (3) | — | 5 |
| ECL movement on debt securities at amortised cost | 1 | (5) | — | — | (4) |
| Recoveries and reimbursements$^2$ | (21) | 20 | (90) | — | (91) |
| ECL charge on assets held for sale$^3$ | | | | | 74 |
| Total exchange and other adjustments | | | | | 68 |
| **Total credit impairment charge for the year** | | | | | **1,982** |

**Notes:**
1 In 2024, gross write-offs amounted to £1,547m and post write-off recoveries amounted to £76m. Net write-offs represent gross write-offs less post write-off recoveries and amounted to £1,471m.
2 Recoveries and reimbursements include £15m for reimbursements expected to be received under the arrangement where Group has entered into financial guarantee contracts which provide credit protection over certain assets with third parties and cash recoveries of previously written off amounts of £76m.
3 ECL charge on assets held for sale relate to the German consumer finance business.

***

# Risk performance - Credit risk (continued) (Page 312)

## Loan commitments and financial guarantees (audited)$^1$

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2024** | | | | | | | | | | | |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 11,714 | — | 450 | — | 6 | — | — | — | 12,170 | — |
| Retail credit cards | 144,957 | 50 | 5,435 | 83 | 228 | — | — | — | 150,620 | 133 |
| Retail other | 8,607 | 6 | 535 | 2 | 80 | — | — | — | 9,186 | 8 |
| Corporate loans | 205,847 | 190 | 24,289 | 232 | 866 | 23 | — | — | 231,002 | 445 |
| **Total** | **372,124** | **254** | **30,699** | **317** | **1,198** | **23** | **—** | **—** | **396,260** | **586** |

Note:
1 Loan commitments reported also include financial assets classified as held for sale.

***

# Risk performance - Credit risk (continued) (Page 316)

## Loan commitments and financial guarantees (audited)$^1$

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2024** | | | | | | | | | | | |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 11,714 | — | 450 | — | 6 | — | — | — | 12,170 | — |
| Retail credit cards | 144,957 | 50 | 5,435 | 83 | 228 | — | — | — | 150,620 | 133 |
| Retail other | 8,607 | 6 | 535 | 2 | 80 | — | — | — | 9,186 | 8 |
| Corporate loans | 205,847 | 190 | 24,289 | 232 | 866 | 23 | — | — | 231,002 | 445 |
| **Total** | **372,124** | **254** | **30,699** | **317** | **1,198** | **23** | **—** | **—** | **396,260** | **586** |

Note:
1 Loan commitments reported also include financial assets classified as held for sale.

***

# Risk performance - Credit risk (continued) (Page 317)

## Loan commitments and financial guarantees (audited)$^1$

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2024** | | | | | | | | | | | |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 11,714 | — | 450 | — | 6 | — | — | — | 12,170 | — |
| Retail credit cards | 144,957 | 50 | 5,435 | 83 | 228 | — | — | — | 150,620 | 133 |
| Retail other | 8,607 | 6 | 535 | 2 | 80 | — | — | — | 9,186 | 8 |
| Corporate loans | 205,847 | 190 | 24,289 | 232 | 866 | 23 | — | — | 231,002 | 445 |
| **Total** | **372,124** | **254** | **30,699** | **317** | **1,198** | **23** | **—** | **—** | **396,260** | **586** |

Note:
1 Loan commitments reported also include financial assets classified as held for sale.

***

# Risk performance - Credit risk (continued) (Page 317)

## Loan commitments and financial guarantees (audited)$^1$

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2024** | | | | | | | | | | | |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 11,714 | — | 450 | — | 6 | — | — | — | 12,170 | — |
| Retail credit cards | 144,957 | 50 | 5,435 | 83 | 228 | — | — | — | 150,620 | 133 |
| Retail other | 8,607 | 6 | 535 | 2 | 80 | — | — | — | 9,186 | 8 |
| Corporate loans | 205,847 | 190 | 24,289 | 232 | 866 | 23 | — | — | 231,002 | 445 |
| **Total** | **372,124** | **254** | **30,699** | **317** | **1,198** | **23** | **—** | **—** | **396,260** | **586** |

Note:
1 Loan commitments reported also include financial assets classified as held for sale.

***

# Risk performance - Credit risk (continued) (Page 318)

## Loans and advances at amortised cost (audited)

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 150,202 | 50 | 19,469 | 105 | 2,424 | 428 | — | — | 172,095 | 583 |
| Retail credit cards | 30,409 | 523 | 5,578 | 1,630 | 1,720 | 1,333 | — | — | 37,707 | 3,486 |
| Retail other | 8,469 | 59 | 1,343 | 118 | 493 | 176 | — | — | 10,305 | 353 |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 150,202 | 50 | 19,469 | 105 | 2,424 | 428 | — | — | 172,095 | 583 |
| Retail credit cards | 30,409 | 523 | 5,578 | 1,630 | 1,720 | 1,333 | — | — | 37,707 | 3,486 |
| Retail other | 8,469 | 59 | 1,343 | 118 | 493 | 176 | — | — | 10,305 | 353 |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |
| **Total** | **301,585** | **938** | **39,692** | **2,267** | **7,191** | **2,535** | **—** | **—** | **348,468** | **5,721** |

## Reconciliation of ECL movement to credit impairment charge/(release) for the period

| | Stage 1 £m | Stage 2 £m | Stage 3 excluding POCI £m | Stage 3 POCI £m | Total £m |
|---|---|---|---|---|---|
| Retail mortgages | (7) | (3) | 4 | — | (6) |
| Retail credit cards | 114 | (153) | 1,645 | — | 1,606 |
| Retail other | 79 | (7) | 124 | — | 196 |
| Corporate loans | (76) | (78) | 353 | — | 199 |
| ECL movement excluding assets held for sale, disposals and write-offs$^1$ | 110 | (241) | 2,126 | — | 1,995 |
| ECL movement on loan commitments and other financial guarantees | (9) | (37) | (19) | — | (65) |
| ECL movement on other financial assets | 3 | 5 | (3) | — | 5 |
| ECL movement on debt securities at amortised cost | 1 | (5) | — | — | (4) |
| Recoveries and reimbursements$^2$ | (21) | 20 | (90) | — | (91) |
| ECL charge on assets held for sale$^3$ | | | | | 74 |
| Total exchange and other adjustments | | | | | 68 |
| **Total credit impairment charge for the year** | | | | | **1,982** |

**Notes:**
1 In 2024, gross write-offs amounted to £1,547m and post write-off recoveries amounted to £76m. Net write-offs represent gross write-offs less post write-off recoveries and amounted to £1,471m.
2 Recoveries and reimbursements include £15m for reimbursements expected to be received under the arrangement where Group has entered into financial guarantee contracts which provide credit protection over certain assets with third parties and cash recoveries of previously written off amounts of £76m.
3 ECL charge on assets held for sale relate to the German consumer finance business.

***

# Risk performance - Credit risk (continued) (Page 318)

## Loans and advances at amortised cost (audited)

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 150,202 | 50 | 19,469 | 105 | 2,424 | 428 | — | — | 172,095 | 583 |
| Retail credit cards | 30,409 | 523 | 5,578 | 1,630 | 1,720 | 1,333 | — | — | 37,707 | 3,486 |
| Retail other | 8,469 | 59 | 1,343 | 118 | 493 | 176 | — | — | 10,305 | 353 |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 150,202 | 50 | 19,469 | 105 | 2,424 | 428 | — | — | 172,095 | 583 |
| Retail credit cards | 30,409 | 523 | 5,578 | 1,630 | 1,720 | 1,333 | — | — | 37,707 | 3,486 |
| Retail other | 8,469 | 59 | 1,343 | 118 | 493 | 176 | — | — | 10,305 | 353 |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |
| **Total** | **301,585** | **938** | **39,692** | **2,267** | **7,191** | **2,535** | **—** | **—** | **348,468** | **5,721** |

***

# Risk performance - Credit risk (continued) (Page 319)

## Loans and advances at amortised cost (audited)

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 150,202 | 50 | 19,469 | 105 | 2,424 | 428 | — | — | 172,095 | 583 |
| Retail credit cards | 30,409 | 523 | 5,578 | 1,630 | 1,720 | 1,333 | — | — | 37,707 | 3,486 |
| Retail other | 8,469 | 59 | 1,343 | 118 | 493 | 176 | — | — | 10,305 | 353 |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 150,202 | 50 | 19,469 | 105 | 2,424 | 428 | — | — | 172,095 | 583 |
| Retail credit cards | 30,409 | 523 | 5,578 | 1,630 | 1,720 | 1,333 | — | — | 37,707 | 3,486 |
| Retail other | 8,469 | 59 | 1,343 | 118 | 493 | 176 | — | — | 10,305 | 353 |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |
| **Total** | **301,585** | **938** | **39,692** | **2,267** | **7,191** | **2,535** | **—** | **—** | **348,468** | **5,721** |

***

# Risk performance - Credit risk (continued) (Page 316)

## Loan commitments and financial guarantees (audited)$^1$

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2024** | | | | | | | | | | | |
| Retail mortgages | 7,776 | — | 448 | — | 4 | — | — | — | 8,228 | — |
| Retail credit cards | 144,791 | 59 | 2,807 | 54 | 142 | — | — | — | 147,740 | 113 |
| Retail other | 8,607 | 6 | 535 | 2 | 44 | — | — | — | 9,186 | 8 |
| Corporate loans | 212,889 | 108 | 20,418 | 231 | 847 | 44 | — | — | 234,154 | 383 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 11,714 | — | 450 | — | 6 | — | — | — | 12,170 | — |
| Retail credit cards | 144,957 | 50 | 5,435 | 83 | 228 | — | — | — | 150,620 | 133 |
| Retail other | 8,607 | 6 | 535 | 2 | 80 | — | — | — | 9,186 | 8 |
| Corporate loans | 205,847 | 190 | 24,289 | 232 | 866 | 23 | — | — | 231,002 | 445 |
| **Total** | **372,124** | **254** | **30,699** | **317** | **1,198** | **23** | **—** | **—** | **396,260** | **586** |

Note:
1 Loan commitments reported also include financial assets classified as held for sale.

***

# Risk performance - Credit risk (continued) (Page 318)

## Loans and advances at amortised cost (audited)

| | Stage 1 | | Stage 2 | | Stage 3 excluding POCI | | Stage 3 POCI | | Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| **Gross exposure** | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m | £m | ECL £m |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |
| **As at 31 December 2023** | | | | | | | | | | | |
| Corporate loans | 112,505 | 287 | 13,302 | 414 | 2,554 | 598 | — | — | 128,361 | 1,299 |

## Reconciliation of ECL movement to credit impairment charge/(release) for the period

| | Stage 1 £m | Stage 2 £m | Stage 3 excluding POCI £m | Stage 3 POCI £m | Total £m |
|---|---|---|---|---|---|
| Corporate loans | (171) | 16 | 368 | — | 213 |
| ECL movement on loan commitments and financial guarantees | (72) | (28) | 21 | — | (79) |
| ECL movement on debt securities at amortised cost | 2 | (17) | — | — | (15) |
| Recoveries and reimbursements$^5$ | 4 | (4) | (73) | — | (73) |
| **Total credit impairment charge for the year** | | | | | **1,881** |

***

# Risk performance - Credit risk (continued) (Page 321)

## Stage 3 decomposition

Stage 3 comprises exposures that are considered to be credit impaired. An asset is considered credit impaired when one or more events occur that have a detrimental impact on the estimated future cash flows of the financial asset. This comprises assets defined as defaulted, other individually assessed exposures and POCI as part of Tesco bank acquisition where imminent default or actual loss is identified.

**Loans and advances at amortised cost**

| | Gross Exposure | | Impairment Allowance |
|---|---|---|---|
| Stage 3 excluding POCI | | Stage 3 POCI | | Total Stage 3 | Stage 3 excluding POCI | | Stage 3 POCI | | Total Stage 3 |
| Exposures not charged off £m | Exposures individually assessed or in recovery book £m | Total £m | £m | £m | £m | £m | £m | £m | £m |
| **As at 31 December 2024$^1$** | | | | | | | | | | |
| Retail mortgages | 1,438 | 355 | 1,793 | — | 1,793 | 28 | 33 | 61 | — | 61 |
| Retail credit cards | 179 | — | 179 | 40 | 219 | 88 | 3 | 91 | — | 91 |
| Retail other | 164 | 93 | 257 | 17 | 274 | 77 | 61 | 138 | — | 138 |
| Corporate loans | 1,294 | 877 | 2,171 | — | 2,171 | 110 | 310 | 420 | — | 420 |
| **Total UK** | **3,075** | **1,325** | **4,400** | **57** | **4,457** | **303** | **407** | **710** | **—** | **710** |
| Retail mortgages | 45 | 124 | 169 | — | 169 | 4 | 22 | 26 | — | 26 |
| Retail credit cards | 707 | 1,017 | 1,724 | — | 1,724 | 428 | 988 | 1,416 | — | 1,416 |
| Retail other | 21 | 100 | 121 | — | 121 | 1 | 22 | 23 | — | 23 |
| Corporate loans | 41 | 904 | 945 | — | 945 | 2 | 204 | 206 | — | 206 |
| **Total Rest of the World** | **814** | **2,145** | **2,959** | **—** | **2,959** | **435** | **1,236** | **1,671** | **—** | **1,671** |
| Retail mortgages | 1,483 | 479 | 1,962 | — | 1,962 | 32 | 55 | 87 | — | 87 |
| Retail credit cards | 886 | 1,017 | 1,903 | 40 | 1,943 | 516 | 991 | 1,507 | — | 1,507 |
| Retail other | 185 | 193 | 378 | 17 | 395 | 78 | 83 | 161 | — | 161 |
| Corporate loans | 1,335 | 1,781 | 3,116 | — | 3,116 | 112 | 514 | 626 | — | 626 |
| **Total Stage 3** | **3,889** | **3,470** | **7,359** | **57** | **7,416** | **738** | **1,643** | **2,381** | **—** | **2,381** |
| **As at 31 December 2023** | | | | | | | | | | | |
| Retail mortgages | 1,473 | 339 | 1,812 | — | 1,812 | 67 | 45 | 112 | — | 112 |
| Retail credit cards | 198 | — | 198 | — | 198 | 107 | — | 107 | — | 107 |
| Retail other | 177 | 87 | 264 | — | 264 | 80 | 64 | 144 | — | 144 |
| Corporate loans | 1,198 | 494 | 1,692 | — | 1,692 | 139 | 207 | 346 | — | 346 |
| **Total UK** | **3,046** | **920** | **3,966** | **—** | **3,966** | **393** | **316** | **709** | **—** | **709** |
| Retail mortgages | 155 | 457 | 612 | — | 612 | 23 | 293 | 316 | — | 316 |
| Retail credit cards | 617 | 905 | 1,522 | — | 1,522 | 413 | 813 | 1,226 | — | 1,226 |
| Retail other | 65 | 164 | 229 | — | 229 | 2 | 30 | 32 | — | 32 |
| Corporate loans | 50 | 812 | 862 | — | 862 | 3 | 249 | 252 | — | 252 |
| **Total Rest of the World** | **887** | **2,338** | **3,225** | **—** | **3,225** | **441** | **1,385** | **1,826** | **—** | **1,826** |
| Retail mortgages | 1,628 | 796 | 2,424 | — | 2,424 | 90 | 338 | 428 | — | 428 |
| Retail credit cards | 815 | 905 | 1,720 | — | 1,720 | 520 | 813 | 1,333 | — | 1,333 |
| Retail other | 242 | 251 | 493 | — | 493 | 82 | 94 | 176 | — | 176 |
| Corporate loans | 1,248 | 1,306 | 2,554 | — | 2,554 | 142 | 456 | 598 | — | 598 |
| **Total Stage 3** | **3,933** | **3,258** | **7,191** | **—** | **7,191** | **834** | **1,701** | **2,535** | **—** | **2,535** |

Note:
1 Exposures exclude the portfolios which have been classified as assets held for sale.

***

# Risk performance - Credit risk (continued) (Page 322)

## Management adjustments to models for impairment (audited)

| | Impairment allowance pre management adjustments £m | Economic uncertainty adjustments (a) £m | Other adjustments (b) £m | Management adjustments (a+b) £m | Total impairment allowance$^4$ £m | Proportion of management adjustments to total impairment allowance % |
|---|---|---|---|---|---|---|
| **As at 31 December 2024** | | | | | | |
| Retail mortgages | 51 | 36 | 71 | 107 | 158 | 67.7 |
| Retail credit cards | 787 | — | (22) | (22) | 765 | (2.9) |
| Retail other | 298 | — | 90 | 90 | 388 | 23.2 |
| Corporate loans | 759 | 42 | 39 | 81 | 840 | 9.6 |
| **Total UK** | **1,895** | **78** | **178** | **256** | **2,151** | **11.9** |
| Retail mortgages | 29 | — | — | — | 29 | — |
| Retail credit cards | 2,631 | — | (23) | (23) | 2,608 | (0.9) |
| Retail other | 24 | — | 4 | 4 | 28 | 14.3 |
| Corporate loans | 695 | — | (2) | (2) | 693 | (0.3) |
| **Total Rest of the World** | **3,379** | **—** | **(21)** | **(21)** | **3,358** | **(0.6)** |
| **Total** | **5,274** | **78** | **157** | **235** | **5,509** | **4.3** |
| Debt securities at amortised cost | 30 | — | (7) | (7) | 23 | (30.4) |
| **Total including debt securities at amortised cost** | **5,304** | **78** | **150** | **228** | **5,532** | **4.1** |
| **As at 31 December 2023** | | | | | | |
| Retail mortgages | 54 | 57 | 121 | 178 | 232 | 76.7 |
| Retail credit cards | 700 | 45 | (9) | 36 | 736 | 4.9 |
| Retail other | 251 | 9 | 62 | 71 | 322 | 22.0 |
| Corporate loans | 761 | 71 | 10 | 81 | 842 | 9.6 |
| **Total UK** | **1,766** | **182** | **184** | **366** | **2,132** | **17.2** |
| Retail mortgages | 354 | — | (3) | (3) | 351 | (0.9) |
| Retail credit cards | 2,855 | — | 8 | 8 | 2,863 | 0.3 |
| Retail other | 45 | — | (6) | (6) | 39 | (15.4) |
| Corporate loans | 828 | 16 | (4) | 12 | 840 | 1.4 |
| **Total Rest of the World** | **4,082** | **16** | **(5)** | **11** | **4,093** | **0.3** |
| **Total** | **5,848** | **198** | **179** | **377** | **6,225** | **6.1** |
| Debt securities at amortised cost | 27 | — | — | — | 27 | — |
| **Total including debt securities at amortised cost** | **5,875** | **198** | **179** | **377** | **6,252** | **6.0** |

***

# Risk performance - Credit risk (continued) (Page 324)

## Economic uncertainty adjustments presented by stage (audited)

| | Stage 1 £m | Stage 2 £m | Stage 3 £m | Total £m |
|---|---|---|---|---|
| **As at 31 December 2024** | | | | |
| Retail mortgages | 7 | 18 | 11 | 36 |
| Retail credit cards | — | — | — | — |
| Retail other | — | — | — | — |
| Corporate loans | 26 | 10 | 6 | 42 |
| **Total UK** | **33** | **28** | **17** | **78** |
| Retail mortgages | — | — | — | — |
| Retail credit cards | — | — | — | — |
| Retail other | — | — | — | — |
| Corporate loans | — | — | — | — |
| **Total Rest of the World** | **—** | **—** | **—** | **—** |
| **Total** | **33** | **28** | **17** | **78** |
| **As at 31 December 2023** | | | | |
| Retail mortgages | 12 | 32 | 13 | 57 |
| Retail credit cards | 8 | 37 | — | 45 |
| Retail other | 3 | 6 | — | 9 |
| Corporate loans | 48 | 12 | 11 | 71 |
| **Total UK** | **71** | **87** | **24** | **182** |
| Retail mortgages | — | — | — | — |
| Retail credit cards | — | — | — | — |
| Retail other | — | — | — | — |
| Corporate loans | 4 | 12 | — | 16 |
| **Total Rest of the World** | **4** | **12** | **—** | **16** |
| **Total** | **75** | **99** | **24** | **198** |

**Notes:**
1 Positive values reflect an increase in impairment allowance and negative values reflect a reduction in the impairment allowance.
2 Includes £4.7bn (2023: £5.2bn) of modelled ECL, £0.5bn (2023: £0.4bn) of individually assessed impairments, £0.4bn (2023: £0.3bn) of ECL from non-modelled exposures and debt securities and excludes £(0.3)bn (2023: £nil) of ECL from assets held for sale (co-branded card portfolio).
3 Management adjustments related to other financial assets subject to impairment not included in the table above include financial assets at fair value through other comprehensive income £(2)m, reverse repurchase agreements £(2)m and cash collateral and settlement balances £(1)m within the IB portfolio.
4 Total impairment allowance consists of ECL stock on drawn and undrawn exposure.

***

# Risk performance - Credit risk (continued) (Page 325)

## Economic uncertainty adjustments presented by stage (audited)

| | Stage 1 £m | Stage 2 £m | Stage 3 £m | Total £m |
|---|---|---|---|---|
| **As at 31 December 2024** | | | | |
| Retail mortgages | 7 | 18 | 11 | 36 |
| Retail credit cards | — | — | — | — |
| Retail other | — | — | — | — |
| Corporate loans | 26 | 10 | 6 | 42 |
| **Total UK** | **33** | **28** | **17** | **78** |
| Retail mortgages | — | — | — | — |
| Retail credit cards | — | — | — | — |
| Retail other | — | — | — | — |
| Corporate loans | — | — | — | — |
| **Total Rest of the World** | **—** | **—** | **—** | **—** |
| **Total** | **33** | **28** | **17** | **78** |
| **As at 31 December 2023** | | | | |
| Retail mortgages | 12 | 32 | 13 | 57 |
| Retail credit cards | 8 | 37 | — | 45 |
| Retail other | 3 | 6 | — | 9 |
| Corporate loans | 48 | 12 | 11 | 71 |
| **Total UK** | **71** | **87** | **24** | **182** |
| Retail mortgages | — | — | — | — |
| Retail credit cards | — | — | — | — |
| Retail other | — | — | — | — |
| Corporate loans | 4 | 12 | — | 16 |
| **Total Rest of the World** | **4** | **12** | **—** | **16** |
| **Total** | **75** | **99** | **24** | **198** |

**Notes:**
1 Positive values reflect an increase in impairment allowance and negative values reflect a reduction in the impairment allowance.
2 Includes £4.7bn (2023: £5.2bn) of modelled ECL, £0.5bn (2023: £0.4bn) of individually assessed impairments, £0.4bn (2023: £0.3bn) of ECL from non-modelled