Barclays Bank Plc · DRN-6138193

The complaint Mr D is unhappy that Barclays Bank Plc wouldn’t allow him to transfer the shares he’d accrued within his employer’s Buy as You Earn (BAYE) scheme into his investment ISA with them. What happened Mr D is employed by a business that I shall call Bank A. As part of his remuneration package, he’s able to purchase shares in his employer, under their BAYE scheme. In May 2025, Mr D requested an in-specie transfer (which is essentially the transfer of an investment from one provider to another without it having to be sold) from his Bank A BAYE scheme into his Barclays Smart Investor (SI) ISA, within the 90-day HMRC window. However, Barclays stated that they only accepted employee share schemes via Global Stocks and Rewards (GSR), operated by Morgan Stanley. Mr D was unhappy with this, so he complained to Barclays. In summary, he said that he wasn’t made aware of this requirement prior to the transfer request and this wasn’t apparent on Barclays’ website or on any of their literature. Mr D stated he couldn’t find any HMRC rules that would allow Barclays to refuse the transfer. As Barclays rejected the transfer, Mr D stated that he lost out on the 90-day HMRC tax window which means that he has permanently lost the ability to shelter those shares from future Capital Gains Tax (CGT). After Barclays didn’t uphold Mr D’s complaint, he raised his concerns with this service. To put things right, Mr D stated that he’s now seeking compensation for the lost tax benefits and inconvenience caused. The complaint was considered by one of our Investigators. He concluded that Barclays hadn’t treated Mr D unfairly and he also said, in summary: • Whilst Mr D’s transfer request met all of HMRC’s rules for ISA eligibility, it was rejected due to Barclays’ internal policy. Barclays have the right to have their own criteria, and just because a transfer request is eligible under HMRC’s rules doesn’t mean every business has to accept it. • Barclays had provided some evidence to show that their website at the time contained a help article that informed customers that the only shares that can be transferred directly into an ISA from a BAYE scheme are those held electronically with Global Stocks and Rewards. However, he accepted that this was contradicted in the August 2025 final response. • Barclays had also provided a copy of a call transcript from January 2025 where Mr D asked about transferring into the Barclays SI ISA and was informed that this wouldn’t be possible as BAYE transfers were only accepted via MS.

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• Regardless of whether that requirement was communicated to Mr D, prior to the transfer request, the transfer should have been initiated with Barclays. That’s because it’s common practice for transfers to be requested by the receiving scheme as it allows the receiving broker to check that the stocks which are being received, and the cash balance, will match the service they provide. • Since Mr D instructed the transfer with Computershare (the plan administrator for Bank A’s BAYE scheme) first, the transfer never technically started with Barclays and therefore it was never formally rejected. Barclays have confirmed that the request was never fully accepted or rejected, and even if it had, the acceptance or rejection of a transfer wouldn’t invalidate the 90-day period from vesting the shares. Mr D, however, disagreed with our Investigator’s findings. In summary, he said: • He accepted that Barclays is entitled to set their own acceptance criteria but they failed to treat him fairly due to inconsistent processes, lack of transparency and his reasonable reliance on prior conduct and assurances. • This was not an isolated issue. In January 2025, Barclays upheld a complaint from him relating to near-identical misinformation concerning SAYE share transfers. In that case, he was initially told the transfer was not possible, but only after he pursued the matter further was it ultimately processed. During the resolution of that upheld complaint, he explicitly advised Barclays that he would be bringing BAYE shares next and was reassured that similar issues would not recur. He reasonably relied on that assurance. • In the earlier case, the transfer involved moving shares from a Computershare nominee account into his Barclays nominee (non-ISA) account. In the present case, the only material difference was that the receiving account was an ISA. Barclays did not clearly disclose that this structural difference triggered a material internal restriction. Despite asking repeatedly for clarification of Barclays’ “business rules”, no clear or accessible information was provided to him at the time and the position was later contradicted in correspondence. • Since this complaint was raised, Barclays has migrated to EquatePlus, the same platform used by Computershare and these transfers are now described as straightforward. This strongly suggests that the barrier he encountered was not regulatory, but due to Barclays’ internal operational arrangements at the time. He was disadvantaged by that temporary setup and bore the consequences of it. • As a Bank A employee, he is subject to insider-dealing restrictions and must obtain pre- approval to open new investment accounts. This significantly limited his ability to act quickly and distinguishes his position from that of an unrestricted retail investor. • In practice, when the transfer failed, the shares did not simply “remain untouched”. They moved outside the intended wrapper into a standard account, creating further delays, loss of control and additional tax exposure during a one-off statutory window. The detriment was real and irreversible, even if the 90-day period theoretically continued to run. • Barclays failed to clearly disclose a material internal restriction, failed to apply learning from a prior upheld complaint, and failed to treat him fairly in circumstances where the consequences of the delay were permanent and foreseeable. Our Investigator was not persuaded to change his view as he didn’t believe Mr D had presented any new arguments he’d not already considered or responded to. Unhappy with

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that outcome, Mr D then asked the Investigator to pass the case to an Ombudsman for a decision. What I’ve decided – and why I’ve considered all the available evidence and arguments to decide what’s fair and reasonable in the circumstances of this complaint. I have summarised this complaint in less detail than Mr D has done and I’ve done so using my own words. The purpose of my decision isn’t to address every single point raised by all of the parties involved. If there’s something I’ve not mentioned, it isn’t because I’ve ignored it - I haven’t. I’m satisfied that I don’t need to comment on every individual argument to be able to reach what I think is the right outcome. No discourtesy is intended by this; our rules allow me to do this and it simply reflects the informal nature of our service as a free alternative to the courts. My role is to consider the evidence presented by Mr D and Barclays in order to reach what I think is an independent, fair and reasonable decision based on the facts of the case. In deciding what’s fair and reasonable, I must consider the relevant law, regulation and best industry practice. Where there’s conflicting information about what happened and gaps in what we know, my role is to weigh up the evidence we do have, but it is for me to decide, based on the available information that I've been given, what's more likely than not to have happened. And, having done so, I’m not upholding Mr D’s complaint - I’ll explain why below. I’ve looked closely at the timeline of events that are relevant to this complaint: • 22 May 2025 – email sent from Computershare to Barclays, stating that Mr D wished to transfer his holding of 403 Bank A shares to them. • 26 May 2025 – a follow up email to the initial request was sent to Barclays. • 28 May 2025 – third email request sent to Barclays. • 29 May 2025 - Barclays responded explaining that Mr D would need to raise the transfer request on their system and they would then liaise with Computershare to initiate the movement. I think it would be useful here to explain how the investment transfer process works that’s common across the industry because the order in which things happen is important. When a consumer wishes to move their monies from an existing scheme to a new offering, they first need to approach the receiving provider (so in this instance Barclays) and set out what they want to do. That receiving provider then reviews the application to understand what the consumer wishes to do and validate whether it’s a transaction that they’re able to facilitate. If it is a transaction that they’re able to undertake for the consumer, the receiving provider then passes the transfer instructions to the ceding scheme (in this instance, Computershare). Those instructions normally consist of confirmation of the customer’s details, how the monies should be moved, either as cash or in-specie along with how and where to remit the assets. And that distinction is important because by making an application to Barclays to move his Bank A holding to them, it would’ve become apparent that the shares originated from a BAYE scheme, so the breaks could’ve been put on the switch before they even started. However, from what I’ve seen, despite Barclays setting out the requirement to

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Computershare that Mr D needed to initiate a transfer request on their platform first, he never actually did, so Barclays has never rejected any such application from him. And in any event, the timeline is important here, because it was such a small window, there was no reason whatsoever that Mr D still couldn’t have transferred his BAYE shares to another provider within the 90-day HMRC period once he became aware that Barclays were unable to accept such transfers but he chose not to do so. I can’t blame Barclays for that and importantly, none of the email requests that Computershare sent to Barclays informed them that the Bank A shares came from a BAYE scheme. Mr D says that he’s unhappy Barclays wouldn’t accept the in-specie transfer of his Bank A BAYE shares, despite the fact that he feels he meets HMRC’s rules for such a transfer. Mr D also says that he can’t find any HMRC rules that would prevent Barclays from accepting them either. The short of this is, just because there isn’t any HMRC rules that prevent Barclays from accepting Mr D’s BAYE shares, it doesn’t mean that they’re obligated to do so. As a commercial enterprise, Barclays, just like Mr D’s employer (Bank A), are free to set whatever criteria they wish in relation to the investments that they’ll accept transfers into their platform from. For example, on an in-specie transfer, it’s not uncommon for providers to only accept transfers of stock that are held on certain exchanges or in a set format (such as stock that originated from retail nominee rather than corporate nominee shares). So, just because there’s no HMRC rules that say they can’t accept a transfer, it doesn’t follow that they have to or can be forced to do so. I note that Mr D has stated in his submission to this service that a similar issue occurred in January 2024 regarding his SAYE shares. He says that complaint was upheld as Barclays admitted that he’d been mis-advised and following that he says he was told the issue wouldn’t be repeated. However, there wasn’t any suggestion at that point that Mr D intended to switch a BAYE scheme. And having seen a transcript of the second call in January 2025 that Mr D had with Barclays, he was told that they can only accept transfers in if the holding provider is GSR, and as I’ve already explained, in this instance, Bank A use Computershare who at the time of the request, Barclays didn’t have a relationship with. Whilst I understand that Barclays now do offer the transfer facilitation of certain share save schemes from Computershare, at the time of this particular request, they didn’t. The fact that Barclays later expanded their operational capability doesn’t mean they acted unfairly by adhering to their existing criteria in May 2025. Barclays’ assurance that similar problems wouldn’t recur cannot reasonably be interpreted as a commitment that they could accept all BAYE or SAYE transfers regardless of their originating platform. And, I’ve not seen any evidence that Barclays provided any incorrect information about their ISA transfer criteria at the time of this request. I appreciate that Mr D was operating under additional constraints as a Bank A employee, including pre-approval requirements and restrictions designed to prevent insider dealing. I also recognise that he was navigating a tight statutory 90-day HMRC window. I don’t underestimate the impact that these limitations would have had on his ability to act quickly. However, while these circumstances explain why the failure of the transfer was particularly significant for him, they do not alter the obligations on Barclays as a receiving provider or impose any requirement on them to accept transfers from schemes that they were not operationally able to support at the time. And in any event, Mr D knew full well in advance (as early as January 2025) that he wanted to move the BAYE shares that were maturing into an investment ISA, so he had ample time to explore, prepare and navigate the insider dealing restrictions in readiness for the transfer.

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Importantly, the 90-day HMRC window isn’t dependent on a provider’s acceptance or processing of a transfer, and Barclays’ inaction cannot be characterised as a rejection where no instruction was ever made to them directly. This is central to understanding why Barclays’ actions didn’t cause Mr D to lose the tax advantage associated with the BAYE shares. Barclays have provided a screenshot of their website from the time that Mr D attempted to move his BAYE holding to them. That screenshot does clearly state that they’re only able to accept transfers in from employee share schemes that were managed by GSR. But in any event, I’ve not seen any evidence that Mr D telephoned Barclays in May 2025 ahead of making his application to Computershare to ask them to move his Bank A shares to Barclays. And, I think had he done, it’s more likely than not that he would’ve been advised that instruction wasn’t possible. Bringing all these factors together, I’ve not found any persuasive evidence that Barclays acted outside industry norms, failed to follow their stated processes or contributed to the loss of Mr D’s tax advantage. While I appreciate Mr D’s frustration and accept that he acted in good faith, the evidence shows that Barclays neither misinformed him at the relevant time nor rejected a transfer request from him. In the absence of fault by Barclays, I cannot reasonably require them to compensate Mr D for the consequences of a process they were never asked to initiate. In Barclays’ second complaint resolution letter of 20 August 2025 to Mr D, they explained that they were sending him £50 for some missing information and a failure to provide a complete complaint response. However, Barclays were clear in that response that they were still rejecting his original complaint issue about the transfer of the BAYE shares to his Barclays investment ISA. As the £50 relates to Barclays’ handling of Mr D’s complaint, I’m see no reason to comment on that further. My final decision I’m not upholding Mr D’s complaint and it therefore follows that I won’t be instructing Barclays Bank plc to take any further action on the matter. Under the rules of the Financial Ombudsman Service, I’m required to ask Mr D to accept or reject my decision before 15 April 2026. Simon Fox Ombudsman

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