SFO v Barclays plc and Barclays Bank plc

Allegations & issues

The SFO charged Barclays plc with conspiracies to commit fraud by false representation, and both companies with unlawful financial assistance, concerning the 2008 capital raisings involving Qatar. [1, §§2, 8–13]

Key rulings & findings

Taking the prosecution’s alleged facts in its favour, the Crown Court held that the charges could not be maintained under the applicable principles of corporate criminal liability. [1, §§5–6]

Admissions

The companies contested the charges and obtained a judicial dismissal; this was not an agreed settlement. [1, §§1, 229]

Disposition

Charges dismissed against the companies. The SFO then sought a voluntary bill of indictment to revive the prosecution; the High Court refused that application, explaining its reasons in a judgment dated 12 November 2018. [2, §§1–3]

Penalties, damages & redress

No criminal penalty was imposed on the companies by these dismissal rulings. [1, §229; 2, §3]

Restrictions & obligations

These rulings determined whether the corporate prosecution could proceed, rather than professional registration or employment eligibility. [1, §§1–3; 2, §1]

Why the corporate prosecution failed

The court had to decide whose alleged conduct and state of mind could count as those of the companies. Senior employment alone did not answer that question. The High Court examined the authority delegated for the transactions, including the responsibilities retained by the board and its committees. [2, §§110–122]

For the capital raisings, the board and Board Finance Committee retained final approval. The court concluded that the individuals identified by the SFO were not the companies’ directing mind and will for the functions alleged. It also addressed the loan separately, including the approving committee’s prohibition on using it to finance the capital raising. [2, §§119–129]

What the dismissal established

The Crown Court assessed whether the prosecution could proceed while taking the alleged facts in the SFO’s favour. Its conclusion was that the rules governing corporate criminal responsibility prevented the charges from being maintained. This was a successful legal challenge before a corporate trial. [1, §§5–6, 229]

The High Court’s refusal left that dismissal in place. Its judgment addressed the specific corporate prosecution and expressly treated the position of the individual defendants separately. It did not decide all possible civil or regulatory consequences of the transactions. [2, §§1–3, 132–135]

THE UNDERLYING RECORD

Primary sources

Read the full documents for their precise wording and context. Regulator summaries are identified separately from court records.