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UK Corporate Governance Code

The UK Corporate Governance Code (formerly known as the Combined Code) sets out standards of good practice for listed companies on board composition and development, remuneration, shareholder relations, accountability and audit. The code is published by the Financial Reporting Council (FRC).

What's on this page?

  • The code
  • History of the code
  • Online articles
  • Useful links
  • eBooks
  • Articles and books in the Library collection

Contact the Library

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Featured book

A director's guide to duties
(Jordan Publishing, 2015) 
Distils the duties of directors into layman's language using a question-and-answer format. Refers to relevant corporate governance standards, including the UK Corporate Governance Code. 

To borrow this book please contact the Library.

The code

On 17 June 2016 the FRC published the updated UK Corporate Governance Code. The new Code applies to accounting periods beginning on or after 17 June 2016. It is designed to comply with new EU regulations on statutory audit.

The new Code is accompanied by updated guidance on audit committees, the revised ethical standard 2016 and revised auditing standards 2016.

The Government launched a green paper and consultation on Corporate Governance Reform in November 2016. The Government's response to the green paper consultation was published in August 2017 with the press release entitled World-leading package of corporate governance reforms announced to increase boardroom accountability and enhance trust in business. The FRC issued a press release announcing "a fundamental review of the UK Corporate Governance Code. The Government’s feedback will help inform the development our consultation later this year."

History of the code

The development of the code is outlined in our UK Corporate Governance Code timeline which traces the evolution of the code through past consultations and revisions.

Online articles

The library provides access to a range of articles in full text from leading business, finance and management journals. Access to articles is provided to logged-in ICAEW members, ACA students and other entitled users subject to suppliers' terms of use.

FRC to tighten up sanctions and governance code

The article mentions that the Financial Reporting Council would strengthen its sanctions and bring in reforms to the corporate governance code for the year 2017. Please note the full text of this article is available from the library

Are you up to scratch with corporate governance?

A short article on how the changes introduced in the updated 2014 UK corporate governance code will affect directors.

FRC nears end of Sisyphean task

The FRC's third attempt at overhauling the going concern accounting principle aims to compromise, Naomi Rainey reports.

Cheques & balances

Can too much corporate governance stifle SMEs' freedom - or can it actually be a boon for businesses?

UK gives more guidance on comply or explain

The article discusses a report by the FRC on the UK's comply or explain approach which encourages companies to reveal more detail on their governance arrangements.

Changing chairs

A shake-up of Britain's boardrooms under a revised Corporate Governance Code has attached greater importance to the role of chairman.

Follow the code

The article focuses on the consultation proposals by the Financial Reporting Council (FRC) for reforming the UK Corporate Governance Code.

Useful links

Briefings and summaries

Audit Committee Institute (KMPG) 
The Audit Committee Institute (KPMG) has published a number of briefings on the UK Corporate Governance Code which are available to download from the ACI website.

New Corporate Governance Code - clawback or explain
A September 2014 summary from international law firm Linklaters, covering the changes to the UK Corporate Governance Code in 2014. 

UK Corporate Reporting changes: how will companies forecast for the long term?
ICAEW Chief Executive Michael Izza discusses the September 2014 revised UK Corporate Governance Code on his blog.

Updated UK Corporate Governance Code and associated guidance
Corporate briefing from law firm Ashurst published in October 2014.

FRC guidance

FRC Guidance on Risk Management and Internal Control and Related Financial and Business Reporting (the Risk Guidance)
Updated in September 2014, the guidance is an amalgamation of the 2005 Turnbull and 2009 Going Concern guidance notes, revised to reflect the finalised requirements of the Code and in the light of comments from consultation in November 2013 and April 2014.

FRC Guidance for Directors of Banks on Solvency and Liquidity Risk Management and the Going Concern Basis of Accounting
This September 2014 guidance provides supplementary considerations for the banking sector, and should be read in conjunction with the Risk Guidance.

FRC Extracts from International Standards on Auditing (UK and Ireland) 260, 570 and 700
Revised in September 2013, the extracts draw attention to related changes to the standards that were made following consultation in 2012. The revisions are effective for audits of financial statements for periods commencing on or after 1 October 2014.

FRC Guidance on Audit Committees
The guidance, updated in April 2016, is 'intended to assist company boards when implementing the sections of the UK Corporate Governance Code dealing with audit committees and to assist directors serving on audit committees in carrying out their role.' Formerly known as the Smith Guidance.

FRC Guidance on Board Effectiveness
Guidance published by the FRC in March 2011 'to assist companies in applying the principles of the UK Corporate Governance Code. The guidance relates to the sections of the Code that deal with leadership and the effectiveness of the board.'

Reports

Corporate Governance Review 2016: The future of governance: one small step...
Annual survey and report conducted by Grant Thornton of FTSE 350 companies, assessing compliance with disclosure requirements of the UK Corporate Governance Code.

When is comply or explain the right approach?
An ICAEW paper on good corporate governance and the role of comply or explain as a means to that end. Corporate governance codes in the EU are applied on a comply-or-explain basis. However, in other areas of business regulation, we rarely observe this approach in practice. So, under what conditions is comply or explain appropriate? And, what do these conditions mean for its application in different countries?

eBooks

The Library provides full text access to a selection of key business and reference eBooks from leading publishers. eBooks are available to logged-in ICAEW members, ACA students and other entitled users. If you are unable to access an eBook, please see our Help and support advice or contact library@icaew.com.

Corporate governance

An authoritative guide to company secretarial practice. Detailed commentary is accompanied by over 80 precedents. Chapter 17 Corporate Governance deals specifically with the current UK Corporate Governance Code.

Overview of corporate governance

The key institutions, products and professions of the City of London. Chapter 25 is a overview of corporate governance and follows the development of UK governance codes.

The Combined Code on Corporate Governance

An introduction to governance for directors and executives. Chapter 6 looks at the Combined code on Corporate Governance, the forerunner to the UK Corporate Governance Code.

Terms of use: You are permitted to access, download, copy, or print out content from eBooks for your own research or study only, subject to the terms of use set by our suppliers and any restrictions imposed by individual publishers. Please see individual supplier pages for full terms of use.

Articles and books in the Library collection

To find out how you can borrow books from the Library please see our guide to book loans.

You can obtain copies of articles or extracts of books and reports by post, fax or email through our document supply service.

Can't find what you are looking for?

If you're having trouble finding the information you need, ask the Library & Information Service. Contact us by telephone on +44 (0)20 7920 8620, by web chat or by email at library@icaew.com.

ICAEW accepts no responsibility for the content on any site to which a hypertext link from this site exists. The links are provided ‘as is’ with no warranty, express or implied, for the information provided within them. Please see the full copyright and disclaimer notice.

Corporate governance

An authoritative guide to company secretarial practice. Detailed commentary is accompanied by over 80 precedents. Chapter 17 Corporate Governance deals specifically with the current UK Corporate Governance Code.

Overview of corporate governance

The key institutions, products and professions of the City of London. Chapter 25 is a overview of corporate governance and follows the development of UK governance codes.

The Combined Code on Corporate Governance

An introduction to governance for directors and executives. Chapter 6 looks at the Combined code on Corporate Governance, the forerunner to the UK Corporate Governance Code.