Minutes of the Meeting of the Court of Directors held on 4 June 2026

8. Bank of England Annual Report and Accounts

(Afua Kyei, James Bell, Jane Cathrall, Matt Cartledge, Aarti Sharma, Chris Peacock, Javier Faiz and Rhys Taylor, EY Auditors)

The Finance team provided an overview of the final accounts and supporting review processes for the 2025/26 Financial Year.

Afua Kyei said that Court is asked to approve the full year payment in lieu of dividend of £66m, noting that of this total, a £20m interim payment was previously approved by Court and has now been paid. This proposal is in line with the Bank’s Memorandum of Understanding with HMT.

Jonathan Bewes, Chair of ARCo, said that ARCo had reviewed the Annual Report and Accounts at its meeting on 22 May, including the going concern basis of preparation, the draft report from the Bank’s auditors, and the extent to which the Report and Accounts met the requirements of being fair, balanced, and understandable. ARCo was satisfied with each matter and recommended the Annual Report and Accounts to Court. ARCo had also concluded the external audit had been effective.

Javier Faiz, EY, presented the EY Audit Report to Court alongside a draft of their proposed Audit Opinion. Javier Faiz confirmed that subject to finalisation of a few non-material outstanding matters and receipt of the signed Letter of Representation from the Bank they would be in a position to issue an unqualified Audit Opinion.

Diana Noble, Chair of RemCo, noted that RemCo had considered and was content with the Remuneration Report.

Court considered the draft Report and Accounts and the supporting documentation and confirmed that the Bank’s Annual Report and Accounts for 2025/26 had been suitably prepared on a going concern basis, that the audit had been effective, and that the Annual Report and Accounts were fair, balanced, and understandable.

On this basis, Court agreed to delegate final approval of the Bank’s Annual Report and Accounts to the Signing Committee, consisting of the Chair, the Governor, the PRA CEO, the CFO and the EY Auditors.

Court approved the payment in lieu of dividend of £66m.

Court agreed to delegate the signing of the Letter of Representation to the Chair and the CFO.

The Chair thanked all colleagues involved in the preparation of the Bank’s Annual Report and Accounts.

• The Bank’s 2026 climate transition plan (CTP) and 2026 climate-related financial disclosure

(James Talbot, Kate Hamilton, Rachel Jonckheere and Vicky Saporta)

James Talbot introduced the item and noted that, although the Bank remains on track to meet its 2040 target, increases in activity (associated with Series H Notes Printing and the Location Strategy Project) are expected to result in the Bank temporarily exceeding its permitted emissions at the interim milestones.

Court approved the approach set out in the paper.

• Report on the Bank’s official market operations March 2025 – February 2026

Vicky Saporta introduced the paper and said that the balance sheet transition was proceeding as expected. Regular lending has continued to increase whilst central bank reserves reduce as the APF is unwound.