UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934 

Release No. 99038 / November 29, 2023

ADMINISTRATIVE PROCEEDING

File No. 3-21181

In the Matter of

Barclays PLC and Barclays Bank 

PLC,

Respondents.

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SECOND EXTENSION ORDER

The Division of Enforcement (“Division”) has requested an extension of time until May 

30, 2024 to submit a Proposed Plan of Distribution under Rule 1101(a) of the Commission’s 

Rules on Fair Fund and Disgorgement Plans, 17 C.F.R. § 201.1101(a).

On September 29, 2022, the Commission issued an Order Instituting Cease-and-Desist 

Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the 

Securities Exchange Act of 1934, Making Findings, and Imposing a Cease-and-Desist Order (the 

“Order”)1against Barclays PLC (“BPLC”) and Barclays Bank PLC (“BBPLC”) (collectively, the 

“Respondents”). In the Order, the Commission found that BPLC failed to put into place any 

internal control around the real-time tracking of securities being offered or sold pursuant to its 

Commission-registered shelf registration statements. As a result of this failure, between June 26 

2019 and March 9, 2022, BBPLC offered and sold an unprecedented amount of securities—

cumulatively totaling approximately $17.7 billion—in excess of what it had registered with the 

1

 Securities Act Rel. No. 11110 (Sept. 29, 2022).
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Commission, in violation of Sections 5(a) and 5(c) of the Securities Act. In connection with the 

over-issuances and internal control failure, BPLC and BBPLC restated their year-end 2021 

audited financial statements filed with the Commission.

The Commission ordered the Respondents to pay a $200,000,000 civil penalty to the 

Commission. The Commission ordered the funds paid pursuant to the Order be held in an 

account at the United States Treasury. 

On March 30, 2023, the Commission issued an order2that created a Fair Fund, pursuant 

to Section 308(a) of the Sarbanes-Oxley Act of 2002, so the penalty collected can be distributed 

to harmed investors (the “Fair Fund”).

The Fair Fund consists of the $200,000,000.00 collected from the Respondents, and has 

been deposited in a Commission-designated account at the U.S. Department of the Treasury. 

Any accrued interest will be added to the Fair Fund.

On June 1, 2023, the Division, pursuant to delegated authority, issued an Extension 

Order,3extending the time to submit a proposed plan of distribution to November 30, 2023 

because the staff needed more time to engage a third-party to assist with some of the 

administrative tasks of implementing the distribution, develop the distribution methodology, and 

prepare the proposed plan of distribution.

The Division now believes an additional six months of time is needed. In its request for 

an extension of time, the Division states that additional time is needed to further develop the 

distribution methodology and complete the proposed plan of distribution. 

2

 Order Establishing a Fair Fund, Exchange Act Rel. No. 97221 (Mar. 30, 2023).

3

 Extension Order, Exchange Act Rel. No. 97632 (June 1, 2023).
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Accordingly, for good cause shown, IT IS HEREBY ORDERED that the Division’s 

request for an extension of time until May 30, 2024 to submit a Proposed Plan of Distribution is 

granted.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.4

Vanessa A. Countryman

Secretary 

4

 17 C.F.R. § 200.30-4(a)(21)(i).