Bramson, RPT-Activist investor, could have bloody nose at Barclays AGA

(Repeats without changes)

* Sherborne activist seeks a seat on Bramson's board of directors

* May 2 AGM; five investors say they will not support him

* Top voting advisers also support the "opposite" vote

By Simon Jessop and Sinead Cruise

LONDON, April 26 (Reuters) – Activist investor Edward Bramson will likely fail in his bid to secure a seat on the board of directors at Barclays' annual meeting next week, even if shareholders do not are not satisfied with the results of the group investment bank.

Bramson's Sherborne Investors, based in New York, and the board of the British bank have been arguing for months on the strategy Barclays.

Bramson wants to reduce Barclays' investment banking to reduce risk and improve shareholder returns. Jes Staley, General Manager of Barclays, remains firmly committed to growing his business.

After failing to persuade Staley to change course since he started building a 5.5% stake in the bank last March, Bramson hopes that a seat on the board will strengthen pressure.

Both parties wrote to shareholders to present their arguments and Bramson attracted investors during one – to – one meetings, although none of them publicly supported it.

Reuters interviews with five institutional investors at Barclays suggest that Bramson has failed to convince them.

Sherborne declined to comment.

Mirza Baig, head of investment management at Aviva Investors, a top 40 shareholder, said Bramson was welcome on the bank's register, but the boardroom was a step away.

"He created a lot of value for other companies, but usually when he came in as executive chairman and took full control. It would be a different case where he would be just one voice on the board, "he said.

A second Barclays shareholder said it supports Bramson's goal of improving returns, but adopts a "scalable" approach.

"If you look at the banks that have tried to restructure their investment banking business – you see Natwest Markets, Deutsche Bank – I find it hard to think of an example where a rough restructuring has had a accretive effect on shareholder value. "

A third investor among the top 30 investors said he was impressed by the understanding of the challenge that new president Nigel Higgins had raised, and said investors would give him time.

"The management knows that it has to execute and produce improved returns … will continue to reshape the board, but he obviously did not think it would be useful to have someone with a diametrically opposed view."

A fourth investor, among the top 30 investors, agreed: "We voted for the president's invitation and it would be foolish to allow an activist to join the board of directors (at that time). this)".

Jupiter Fund Management, the 24th investor, also announced plans to vote against Bramson.

Barclays has nearly 500 institutional shareholders, according to Refinitiv data.

Since Staley joined Barclays in 2015, investment bank returns relative to invested capital have increased but remain lower than those of all businesses.

Barclays' first quarter figures showed that the investment bank had experienced a 6% decline in its market revenue and a 17% decline in bank advisory fees.

The investment bank's returns went from 13.2% last year to 9.5%.

Famous for his successful campaigns against small British companies in areas ranging from chemistry to advertising, Bramson's speech was rejected by shareholder advisory firms.

Institutional Shareholder Services, the largest in the world, has stated that Bramson's proposal "does not live up to the reasonable expectations of a shareholder attempting to solve the problems facing a systemically important bank. 28 billion pounds ".

Glbad Lewis also raised concerns about Bramson's lack of banking experience and its "questionable" shareholding structure, referring to Sherborne's use of derivative contracts to hedge losses in the event of a default. its strategy.

Critics said this arrangement meant that his interests were not really aligned with those of other shareholders in the long run.

The UK consultancy Pirc, however, advised investors to abstain from voting on Bramson's proposal, urging the board to do better in the coming year – or face a similar competition in 2020.