On September 29, 2022, the SEC instituted settled cease-and-desist proceedings against Barclays PLC and Barclays Bank PLC, stating: "This matter arises from BBPLC's failure to put into place any internal control around the real-time tracking of securities being offered or sold off of its Commission-registered shelf registration statement. As a result of this failure, BBPLC offered and sold an unprecedented amount of securities--cumulatively totaling approximately $17.7 billion--in excess of what it had registered with the Commission, in violation of Sections 5(a) and (c) of the Securities Act. And, 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 SEC stated that: "[It] charged Barclays PLC and Barclays Bank PLC (BBPLC) in connection with the unregistered offer and sale of an unprecedented amount of securities due to a failure to implement any internal control to track such transactions in real time. Both firms restated their year-end 2021 audited financial statements filed with the Commission as a result of the overissuances and internal control failure. The firms agreed to pay a $200 million civil penalty and the SEC additionally ordered BBPLC to pay disgorgement and prejudgment interest of more than $161 million, which was deemed satisfied by an offer of rescission BBPLC made to investors in the unregistered offerings."

The Commission ordered that: "a Fair Fund is established for the $200,000,000 civil penalty collected from the Respondents so it can be distributed to harmed investors."

The Commission ordered that: "the Division's request for an extension of time until November 30, 2023 to submit a Proposed Plan of Distribution is granted."

The Commission ordered that "pursuant to the Omnibus Order, Heffler, Radetich & Saitta, LLP is appointed as the Tax Administrator for the QSF in the above-referenced proceeding."

The Commission ordered that: "A. KCC is appointed as the Fund Administrator . . . ; B. KCC shall obtain a bond . . . in the amount of $200,000,000.00; C. the Fund Administrator will submit invoices to the Commission staff for services rendered . . . ; D. at the direction of an Assistant Director of the Office of Distributions, OFM is authorized to pay the Fund Administrator’s fees and expenses from the Fair Fund."

The Commission ordered: "Division's request for an extension of time until May 30, 2024 to submit a Proposed Plan of Distribution is granted."

The Commission stated: "Notice is hereby given . . . that the Division of Enforcement has submitted to the Commission a proposed plan of distribution (the “Proposed Plan”) for the distribution of monies paid in the above-captioned matter."

The Commission stated: "The Division of Enforcement submits this Proposed Plan of Distribution (the “Plan”) to the United States Securities and Exchange Commission (the “Commission”) . . . . This Plan provides for the distribution of a Fair Fund (the “Fair Fund”), comprised of civil money penalties paid by Barclays PLC (“Barclays”) and Barclays Bank PLC (“Barclays Bank”) (collectively, the “Respondents”) in the above-captioned matter."

The Commission ordered that: "for good cause shown, the time for entering an order approving or disapproving the Plan is extended to June 30, 2025."

The Commission ordered that: "for good cause shown, the time for entering an order approving or disapproving the Proposed Plan is extended to July 31, 2025."

The Commission ordered that: "the Proposed Plan is approved, and the approved Plan of Distribution shall be posted simultaneously with this order on the Commission's website at www.sec.gov."

The Commission stated: "the Plan seeks to compensate investors for their losses on shares of Barclays American Depository Receipts ("ADRs") and Barclays ordinary shares purchased or acquired between June 26, 2019, and March 27, 2022, both dates inclusive, (the "Relevant Period") due to the misconduct of the Respondents described in the Order."