UT (Tax & Chancery) UT-2023-000064 - [2025] UKUT 00203 (TCC)

In considering these submissions, we deal first with Statement 1.

Mr Staley accepts he had a close professional relationship with Mr Epstein. He repeated this on numerous occasions during the course of his cross-examination, even going as far as to say that he was a “very close professional friend”.Our findings of fact demonstrate that the relationship was more profound than that: see our evaluation at [189] to [217] above. Mr Staley did not contend that he forgot about the nature of his relationship at the time of approving the Letter but later remembered that the relationship was close. Even without access to the emails from JPM later provided by the Authority he knew that at the very least that the relationship was a close professional one.

As the Authority submitted, Mr Staley self-evidently knew the type of relationship he had with Mr Epstein because of its length, the extent of their contact and the level of involvement between them.

This is reinforced, as the Authority submitted, by the way that his evidence changed under cross-examination: see our findings at [213] above. As the Authority observed, Mr Staley knew the true status of the relationship but had until the hearing sought to minimise it. That approach started with the first press enquiries when the Mail on Sunday made contact in October 2015 and Mr Staley told Mr Epstein that he was going to “play it simple” and take the line that he simply knew Mr Epstein as a client. The approach did not change as demonstrated by what Mr Staley told Barclays during the preparation of the Bowdoin Talking Points and the early drafts of the Letter, as described at [281] to [317] and [372] to [387] above.Mr Staley has always been the only person involved in the preparation of the Letter who knew first-hand the facts about and true nature of the relationship, as he accepted in his cross-examination. As we have found, he had consistently given Mr Hoyt and Mr Higgins the impression that the relationship was less close than had in reality been the case.

Against those findings, we turn to the question as to whether in the context in which Mr Staley approved the Letter was such that Mr Staley did not believe that Statement 1 was inaccurate.

Mr Staley’s position is that the enquiry was very narrow and restricted, and intended to achieve only one purpose, which was to inform the Authority that neither Mr Staley nor Barclays had had any knowledge of or involvement in Mr Epstein’s unlawful conduct. We note that in his closing submissions, Mr Smith described the Authority’s enquiry in wider terms, that is whether Barclays was satisfied that there had been no impropriety in the relationship between Mr Staley and Mr Epstein: see the summary at [456(7)] above.

If Mr Staley’s impression was that the Authority had made a very narrow and restricted enquiry, then he could only have obtained that impression from either Mr Higgins or Mr Hoyt. However, although Mr Higgins’s view of the scope of the enquiry was that it was focused on whether Mr Staley had been, or should have been, aware of Mr Epstein’s criminal misconduct, as we have found, both he and Mr Hoyt appreciated that in order to give the Authority comfort on that point, both of them needed to have from Mr Staley a full picture of the extent of the relationship between Mr Staley and Mr Epstein: see our findings on this point at [367] to [371] above.

The reason why Mr Hoyt and Mr Higgins had become comfortable that the “no close relationship” language could be included in the Letter was because it was what they believed to be the case on the basis of what Mr Staley had told them. As we have found, he had given them the clear impression that the relationship was only close, and during that time only professionally close, in the period where Mr Epstein was a client of the JPM Private Bank and that there had only been occasional meetings between the two men after that time. As we have found, the language about occasional meetings, which Mr Staley had not objected to despite seeing the draft in which it was contained, was considered by Mr Hoyt to be indicative of the fact that there was no close relationship between the two men.

Therefore, we do not consider that Mr Staley has any legitimate complaint that the draft did not represent what he said he had consistently told Barclays, namely that the two men did have a professionally close relationship.

Mr Hoyt and Mr Higgins, believed that the focus of the Authority’s enquiry was on whether Mr Staley was aware, or should have been aware of Mr Epstein’s criminal misconduct, but appreciated that to understand what the true position was they needed to assess in the round whether what they were being told made it plausible or implausible that Mr Staley was aware of or participated in Mr Epstein’s misconduct. They proceeded on the basis that because they were under the impression that since Mr Epstein’s release from prison the relationship had not been close, then they could be satisfied that Mr Staley was not, and could not have been, aware of Mr Epstein’s criminal misconduct.

Therefore, we are satisfied that Mr Staley could not have had a narrower view of the scope of the enquiry than Mr Hoyt or Mr Higgins. He must have appreciated, as those two men did, whether the enquiry was as wide as the Authority contended, or as narrow as Mr Higgins believed to be the case, that in order to give an accurate answer to the Authority, Mr Staley had the responsibility of ensuring that he gave an accurate account of the nature of the relationship between himself and Mr Epstein and that this was properly reflected in the terms of the Letter. Indeed, he must have known that was the case because it was reflected in the first paragraph of the Letter, which was to the effect that Mr Higgins had informed himself and become comfortable regarding the association between Mr Staley and Mr Epstein on the basis of the conversations that had taken place between him and others and Mr Staley.

We do not consider that there is any support for Mr Staley’s case from what was said between him and Mr Hoyt on the call that took place on 7 October 2019. Our findings as to what was said on that call are set out at [424] to [431] above. These findings do not indicate that Mr Staley relied on what Mr Hoyt told him about the reasons for including the “no close relationship” language. We have accepted Mr Hoyt’s evidence that he had made it clear to Mr Staley that it was his responsibility to come to his own independent view as to whether that was the correct characterisation of the relationship between himself and Mr Epstein. Although Mr Staley did not draft the Letter himself, Mr Hoyt’s email of 6 October 2019, set out at [422] above, made it clear that it was Mr Staley’s responsibility to confirm that the language used was fair and accurate. Neither does the fact that Mr Hoyt said that he thought the letter would meet the Authority’s needs assist Mr Staley. It is clear that Mr Hoyt made that statement because it reflected the understanding that he had from Mr Staley as to the nature of the relationship between him and Mr Epstein. Again, Mr Staley could not have thought that the inclusion of that statement obviated the need for him to be satisfied that Statement 1 was accurate. Indeed, he told Mr Hoyt during the call that the “no close relationship” language was “fine”.

Neither do we consider that Mr Staley can place any reliance on the last paragraph of the Letter to support his case. As the Authority observed, this paragraph focuses purely on the question of whether Mr Staley had any involvement in the activities of Mr Epstein and does not address Mr Staley’s knowledge or awareness of Mr Epstein’s alleged misconduct.

We reject Mr Smith’s submission that it was flawed logic that Mr Staley took advantage of the fortuitous opportunity afforded by the inclusion of the “no close relationship language”.

We accept that there was no evidence that Mr Staley has acted without integrity at any other time during his long and distinguished career. We also accept that he appears to have performed very well as the Chief Executive of Barclays, as shown by Mr Higgins’s generous tribute to Mr Staley’s work with Barclays, as described at [79] above.

Nevertheless, it was clear that Mr Staley had a clear motive for downplaying his relationship with Mr Epstein, in common with a considerable number of other well-known business and public figures who would have been very concerned about their reputations when the allegations against Mr Epstein came to light and when they were named as having an association with Mr Epstein. As we have said, Mr Staley adopted a strategy of downplaying the relationship and he never deviated from it. We have found that in a number of respects his evidence before the Tribunal was not credible and he declined to assist the Tribunal with explanations as to matters which clearly called for an explanation. At the time he described his relationship to Barclays, he had no reason to believe that the full position would emerge through the disclosure by JPM of the many emails he exchanged with Mr Epstein.

Therefore, we do consider that Mr Staley, in full knowledge that the nature of the Authority’s enquiry required him to give a full account of the nature of his relationship with Mr Epstein, decided to approve the Letter with the “no close relationship language” despite knowing that this language was inaccurate. As the Authority submitted, Mr Staley faced a difficult dilemma; either he disclosed to Barclays the true nature and extent of his relationship with Mr Epstein, which would be likely to result in an investigation by the Authority and a risk to his career with Barclays, or he could take the risk that the Authority would be misled by the Statements which he approved in the Letter.

Indeed, as the Authority observed, even if Mr Staley’s belief was that the scope of the enquiry was as narrow as he intended, that would not render Statement 1 accurate. The Letter still would have stated that the men were not close when they clearly were.

It is important to note that Mr Higgins and Mr Hoyt have (since October 2019) come to doubt the terms in which the Letter was stated. Mr Higgins’s evidence (which was not challenged) was:

“Had my colleagues at Barclays and I been aware of all of the information of which I am now aware, I am sure that we would have questioned Mr Staley about that further information in depth. At this distance, and without the benefit of discussing this information with Mr Staley and other colleagues, I cannot be certain what we would have concluded. However, based on the information of which I am now aware (albeit without having had the chance to test it with Mr Staley) it is likely that we would have taken a different approach to responding to Mr Davidson’s question.”

His oral evidence was that: “It may well have resulted in a different letter, or no letter or a discussion with the Authority”. Mr Hoyt was of a similar view. In his witness statement, he was clear that from his perspective, his drafting had been based on what he had known at the time; he was reliant upon Mr Staley’s judgement as to how the relationship should be described; he was not aware of the emails he has since become aware of; and that he considers that those emails are “at odds with how the relationship is described in the 8 October Letter”. He explained that, had he been aware of them at the time, he would have raised them with Mr Staley and taken them into account when considering Barclays’ response to the Authority.

Therefore, in our view there is no basis on which Mr Staley could have drawn the conclusion that inclusion of the “no close relationship language” was accurate.

We can deal with Statement 2 briefly.

We have found at [419] that there is no evidence to support Mr Staley’s assertion that he was advised by Mr Hoyt that the reference to “contact” in the Letter meant physical meeting. As we found, Mr Hoyt had in mind the idea that Mr Staley and Mr Epstein had last met in April 2015, and had not focused on the question of whether there had been any “contact” since then. In our view, it was incumbent on Mr Staley to inform Mr Higgins and Mr Hoyt that the language was inaccurate because he had been in contact with Mr Epstein after April 2015, indeed he had been in contact until October of that year. It is therefore clear to us that Mr Staley knew that Statement 2 was inaccurate.

For completeness, we should note that Mr Smith referred to the fact that Mr Staley was dyslexic, the implication being that this may have affected Mr Staley’s understanding of what was being said in the Letter. We had no evidence to support this assertion or how it might have affected Mr Staley’s knowledge as to the accuracy of the Statements. Accordingly, we have not placed any reliance on that point.