THIS PROSPECTUS AND ANY ACCOMPANYING DOCUMENTS ARE IMPORTANT AND REQUIRE YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take, you are recommended to seek immediately your own personal financial advice from your stockbroker, bank manager, solicitor, accountant, fund manager or other appropriate independent financial adviser, who is authorised under the Financial Services and Markets Act 2000 (the “FSMA”) if you are in the UK or, if not, from another appropriately authorised independent financial adviser. If you sell or have sold or otherwise transferred all of your Existing Ordinary Shares (other than ex-rights) held in certificated form before 18 September 2013 (the “Ex-Rights Date”) please send this Prospectus, together with any Provisional Allotment Letter, duly renounced, if and when received, at once to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for delivery to the purchaser or transferee except that such documents should not be sent to any jurisdiction where to do so might constitute a violation of local securities laws or regulations. If you sell or have sold or otherwise transferred all or some of your Existing Ordinary Shares (other than ex-rights) held in uncertificated form before the Ex-Rights Date, a claim transaction will automatically be generated by Euroclear UK which, on settlement, will transfer the appropriate number of Nil Paid Rights to the purchaser or transferee. If you sell or have sold or otherwise transferred only part of your holding of Existing Ordinary Shares (other than ex-rights) held in certificated form before the Ex-Rights Date, you should refer to the instruction regarding split applications in Part II “Terms and Conditions of the Rights Issue” of this Prospectus and in the Provisional Allotment Letter, if and when received. This Prospectus, which comprises a prospectus relating to the Rights Issue prepared in accordance with the Prospectus Rules made under section 73A of the FSMA, has been approved by the Financial Conduct Authority (the “FCA”) in accordance with Section 85 of the FSMA and made available to the public in accordance with Rule 3.2 of the Prospectus Rules. The Company has requested that the FCA provides a certificate of approval and a copy of this document (and a translated summary, where applicable) to the relevant competent authorities in Belgium, Cyprus, France, Germany, Italy, Malta, The Netherlands, The Republic of Ireland and Spain. The Existing Ordinary Shares are admitted to the premium listing segment of the Official List of the UK Listing Authority and admitted to trading on the London Stock Exchange’s main market for listed securities. Application has been made to the UK Listing Authority and to the London Stock Exchange for the New Ordinary Shares to be admitted to the premium listing segment of the Official List of the UK Listing Authority and to trading on the main market for listed securities of the London Stock Exchange, respectively. It is expected that Admission will become effective and that dealings in the New Ordinary Shares (nil paid) on the London Stock Exchange will commence at 8.00 a.m. (London time) on 18 September 2013. BARCLAYS PLC (incorporated and registered in England and Wales with registered number 48839) 1 for 4 Rights Issue of 3,219,067,868 New Ordinary Shares at 185 pence per New Ordinary Share Barclays Investment Bank Global Co-ordinator and Joint Bookrunner Credit Suisse Deutsche Bank BofA Merrill Lynch Citigroup Sponsor, Joint Bookrunner Joint Bookrunner and Joint Bookrunner and Joint Bookrunner and and Initial Underwriter Initial Underwriter Initial Underwriter Initial Underwriter Joint Bookrunners and Additional Underwriters ABN AMRO Banco Santander BNP PARIBAS ING J.P. Morgan Cazenove MEDIOBANCA Morgan Stanley RBC Capital Markets SMBC Nikko Your attention is drawn to Part I “Letter from the Chairman of Barclays PLC” which is set out on pages 54 to 62 of this Prospectus. You should read the whole of this Prospectus, the relevant Form (if applicable) and the documents (or parts thereof) incorporated herein by reference. Shareholders and any other persons contemplating a purchase of the Nil Paid Rights, the Fully Paid Rights or the New Ordinary Shares should review the risk factors set out on pages 22 to 37 of this Prospectus for a discussion of certain factors that should be considered when deciding on what action to take in relation to the Rights Issue and deciding whether or not to purchase the Nil Paid Rights, the Fully Paid Rights or the New Ordinary Shares. The latest time and date for acceptance and payment in full for the New Ordinary Shares by holders of the Nil Paid Rights is expected to be 11.59 p.m. on 2 October 2013 (in the event of acceptance or instruction by return of a Provisional Allotment Letter or a Sharestore Form of Instruction) or 2.00 p.m. on 2 October 2013 (in the event of acceptance by settlement of an MTM instruction in CREST). The procedures for delivery of the Nil Paid Rights, acceptance and payment are set out in Part II “Terms and Conditions of the Rights Issue” of this Prospectus and, for Qualifying Certificated Shareholders only, also in the relevant Form which is being despatched on 17 September 2013. Qualifying CREST Shareholders should refer to paragraph 2.2 of Part II “Terms and Conditions of the Rights Issue” of this Prospectus. If you have questions on the procedure for application and payment you should contact the Receiving Agent. The Receiving Agent cannot provide advice on the merits of the proposals or give any financial, legal or tax advice. Further information is set out in “Where to find help” on page iii. Qualifying Certificated Shareholders are being sent a Form on 17 September 2013 and Qualifying CREST Shareholders will receive a credit to their appropriate stock accounts in CREST in respect of the Nil Paid Rights to which they are entitled on as soon as practicable after 8.00 a.m. on 18 September 2013. The Nil Paid Rights so credited are expected to be enabled for settlement by Euroclear UK as soon as practicable after Admission. The Underwriters and their respective affiliates may, acting as investors for their own account, in accordance with applicable legal and regulatory provisions, and subject to the provisions of the Underwriting Agreement, engage in transactions in relation to the Nil Paid Rights, the Fully Paid Rights, the New Ordinary Shares and/or related instruments for the purpose of hedging their underwriting exposure or otherwise. Accordingly, references in this Prospectus to Nil Paid Rights, Fully Paid Rights or New Ordinary Shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, the Underwriters and any of their affiliates acting as investors for their own account. Except as required by applicable law or regulation, none of the Underwriters propose to make any public disclosure in relation to such transactions. In addition certain of the Underwriters or their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which such Underwriters (or their affiliates) may from time to time acquire, hold or dispose of Shares. The distribution of this Prospectus and/or any Form and/or the transfer of Nil Paid Rights, Fully Paid Rights and/or New Ordinary Shares into a jurisdiction other than the United Kingdom, Belgium, Cyprus, France, Germany, Italy, Malta, The Netherlands, The Republic of Ireland and Spain may be restricted by law and therefore persons into whose possession this Prospectus and/or any related documents comes should inform themselves about and observe any such restrictions. In particular, this Prospectus and the Forms should not be distributed, forwarded to or transmitted in, into or from any of the Excluded Territories or into any other jurisdiction where the extension or availability of the Rights Issue would breach any applicable law. Any failure to comply with any such restrictions may constitute a violation of the securities laws of any such jurisdiction. This Prospectus is intended only for use in connection with the Rights Issue outside of the United States and Canada and is not to be given or sent, in whole or in part, to any person within the United States or Canada. In the United States, the Rights Issue is being made pursuant to the US Prospectus. The US Prospectus is available for free on the SEC’s website at www.sec.gov or by accessing Barclays’ website at Barclays.com/rightsissue. If you have received this Prospectus and you are a US holder of Existing Ordinary Shares or a holder of ADSs wherever located, you should receive a notice informing you of how to access the US Prospectus electronically; alternatively, you may contact the bank, broker or financial intermediary through which you hold your Existing Ordinary Shares or ADSs to request a copy of the US Prospectus. Copies of the US Prospectus may also be obtained by contacting Barclays, c/o D.F.King & Co., Inc., 48 Wall Street, New York, NY 10005, +1 (212) 269-5550 (call collect) or +1 (800) 269-6427 (toll free in the US). In Canada, the Rights Issue is being made pursuant to a Canadian Offering Memorandum that incorporates by reference the US Prospectus. The Canadian Offering Memorandum is available for free by accessing Barclays’ website at Barclays.com/rightissue. If you have received this Prospectus and you are a holder in Canada of Existing Ordinary Shares or ADSs, you should receive a notice informing you of how to access the Canadian Offering Memorandum electronically; alternatively, you may contact the bank, broker or financial intermediary through which you hold your Existing Ordinary Shares or ADSs to request a copy of the Canadian Offering Memorandum.