Reed Smith Client Alerts

The UK Financial Reporting Council (FRC) has published the new edition of the UK Corporate Governance Code following the completion of its consultation process earlier this year. The new Code is substantially different in layout from the current Code and includes significant amendments in the areas of stakeholder engagement, board composition, diversity and executive remuneration. There have also been some important changes to the consultation draft of the new Code. Most notably, these include the re-instatement of some, but not all, of the concessions for companies below the FTSE 350 in the current Code. This article summarises the key changes the FRC has made to the current Code and highlights where the FRC has changed its position as a result of the consultation. It also summarises the changes to company reporting obligations as a result of the Companies (Miscellaneous Reporting) Regulations 2018.

Authors: Delphine Currie James F. Wilkinson Fiona McFarlane Edmund Tyler

The new Code follows from the renewed focus on corporate governance reform by the UK government, which began with a Green Paper consultation published by the Department for Business, Energy & Industrial Strategy (BEIS) in November 2016. The outcome of this consultation, and work of the House of Commons BEIS Committee, has driven many of the FRC’s changes to the Code, as well as the content of the new Companies (Miscellaneous Reporting) Regulations 2018 (the Regulations).