AGM Resolutions

Barclays PLC 26 April 2002 Barclays PLC Annual General Meeting The Annual General Meeting for 2002 of Barclays PLC was held on Thursday 25 April 2002 at the Queen Elizabeth II Conference Centre, London. A poll was held on each of the resolutions proposed which were passed with large majorities: Resolutions 1 That the Report of the Directors and the audited accounts of the Company for the year ended 31st December 2001, laid before the meeting, be received. 2 That Graham Martyn Wallace be re-elected a Director of the Company. 3 That Thomas David Guy Arculus be re-elected a Director of the Company. 4 That Hilary Mary Cropper be re-elected a Director of the Company. 5 That Sir Andrew Large be re-elected a Director of the Company. 6 That John Silvester Varley be re-elected a Director of the Company. 7 That PricewaterhouseCoopers, Chartered Accountants and Registered Auditors, be re-appointed as auditors of the Company to hold office until the conclusion of the next general meeting of the Company at which accounts are laid before the Company and that their remuneration be determined by the Directors. 8 That Barclays Bank PLC, being a subsidiary of the Company, be and is hereby authorised for the purposes of Part XA of the Companies Act 1985 (as amended by the Political Parties, Elections and Referendums Act 2000) to make Donations to EU Political Organisations and to incur EU Political Expenditure during the period ending on the earlier of 24th April 2006 or the date of the Company's Annual General Meeting in 2006, unless such authority is previously renewed, varied or revoked by the Company in general meeting, provided that any such Donations made and EU Political Expenditure incurred by Barclays Bank PLC shall not exceed an aggregate of £200,000 during any financial year of the Company (or pro rata for any part of any financial year); provided further that Barclays Bank PLC shall not use the authority granted by this resolution other than in the continuation of its existing business activities and that the Group's policy of making no direct contributions to political parties shall remain unchanged. 9 That Woolwich plc, being a subsidiary of the Company, be and is hereby authorised for the purposes of Part XA of the Companies Act 1985 (as amended by the Political Parties, Elections and Referendums Act 2000) to make Donations to EU Political Organisations and to incur EU Political Expenditure during the period ending on the earlier of 24th April 2006 or the date of the Company's Annual General Meeting in 2006, unless such authority is previously renewed, varied or revoked by the Company in general meeting, provided that any such Donations made and EU Political Expenditure incurred by Woolwich plc shall not exceed an aggregate of £20,000 during any financial year of the Company (or pro rata for any part of any financial year); provided further that Woolwich plc shall not use the authority granted by this resolution other than in the continuation of its existing business activities and that the Group's policy of making no direct contributions to political parties shall remain unchanged. 10 That Barclays Capital Services Limited, being a subsidiary of the Company, be and is hereby authorised for the purposes of Part XA of the Companies Act 1985 (as amended by the Political Parties, Elections and Referendums Act 2000) to make Donations to EU Political Organisations and to incur EU Political Expenditure during the period ending on the earlier of 24th April 2006 or the date of the Company's Annual General Meeting in 2006, unless such authority is previously renewed, varied or revoked by the Company in general meeting, provided that any such Donations made and EU Political Expenditure incurred by Barclays Capital Services Limited shall not exceed an aggregate of £10,000 during any financial year of the Company (or pro rata for any part of any financial year); provided further that Barclays Capital Services Limited shall not use the authority granted by this resolution other than in the continuation of its existing business activities and that the Group's policy of making no direct contributions to political parties shall remain unchanged. 11 That Barclays Mercantile Business Finance Limited, being a subsidiary of the Company, be and is hereby authorised for the purposes of Part XA of the Companies Act 1985 (as amended by the Political Parties, Elections and Referendums Act 2000) to make Donations to EU Political Organisations and to incur EU Political Expenditure during the period ending on the earlier of 24th April 2006 or the date of the Company's Annual General Meeting in 2006, unless such authority is previously renewed, varied or revoked by the Company in general meeting, provided that any such Donations made and EU Political Expenditure incurred by Barclays Mercantile Business Finance Limited shall not exceed an aggregate of £10,000 during any financial year of the Company (or pro rata for any part of any financial year); provided further that Barclays Mercantile Business Finance Limited shall not use the authority granted by this resolution other than in the continuation of its existing business activities and that the Group's policy of making no direct contributions to political parties shall remain unchanged. 12 That Barclays Bank S.A. (incorporated in Spain), being a subsidiary of the Company, be and is hereby authorised for the purposes of Part XA of the Companies Act 1985 (as amended by the Political Parties, Elections and Referendums Act 2000) to make Donations to EU Political Organisations and to incur EU Political Expenditure during the period ending on the earlier of 24th April 2006 or the date of the Company's Annual General Meeting in 2006, unless such authority is previously renewed, varied or revoked by the Company in general meeting, provided that any such Donations made and EU Political Expenditure incurred by Barclays Bank S.A. shall not exceed an aggregate of £10,000 during any financial year of the Company (or pro rata for any part of any financial year); provided further that Barclays Bank S.A. shall not use the authority granted by this resolution other than in the continuation of its existing business activities and that the Group's policy of making no direct contributions to political parties shall remain unchanged. 13 That in accordance with Article 51 of the Company's Articles of Association, each of the 2,499,000,000 issued and unissued ordinary shares of £1 each in the capital of the Company be subdivided into 4 ordinary shares of 25p each the subdivision to be effective immediately and application to be made for dealings in the new ordinary shares to commence on 29 April 2002. 14 That the Company be authorised generally to make market purchases (within the meaning of Section 163(3) of the Companies Act 1985) on the London Stock Exchange of up to an aggregate of 1,000,264,636 ordinary shares of 25p each in its capital, provided that: (a) the minimum price (exclusive of expenses) which may be paid for each ordinary share is not less than 25p; (b) the maximum price (exclusive of expenses) which may be paid for each ordinary share shall not be more than 105% of the average of the market values of the ordinary shares (as derived from the Daily Official List of the London Stock Exchange) for the five business days immediately preceding the date on which the purchase is made; and (c) the authority conferred by this resolution shall expire on the date of the annual general meeting of the Company to be held in 2003 (except in relation to any purchase of shares the contract for which was concluded before such date and which would or might be executed wholly or partly after such date). 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