UK codes and guidance

Timeline of developments in the UK

2010

FRC Consultation on Turnbull

A limited review may take place later in the year: to be announced
ICSA Review of the Higgs Guidance

• 2 consultations planned March and June 2010
• Aim of the review is to offer guidance, without being prescriptive, to assist boards in implementing the UK Corporate Governance Code.
FRC revised UK Corporate Governance Code

Published June 2010
Stewardship Code

The first code for institutional shareholders.

Revised UK Corporate Governance Code

FRC Review of the Combined Code leading to Consultation on revised UK Corporate Governance Code
Sir David Walker Review

DTR requirements

Narrative information in the form of a management report in both annual report and half-yearly report
Review of the Combined Code

ASB Reporting Statement – Operating and Financial Review

Provides guidance on the content and format of narrative reports
Companies Act 2006: enhanced narrative reporting regime

Business review in Directors’ Report to provide a clear and balanced analysis of the company’s performance and future prospects

FRC published The Combined Code on Corporate Governance (incorporating revisions from Turnbull, Smith and Higgs)

Responsibility for reviewing and updating corporate governance recommendations was transferred from the London Stock Exchange to the FRC
Smith Report

FRC working party to provide guidance on Audit Committees
Tyson Review

DTI commissioned report on the recruitment and development of NED’s –explicitly recommended diversity in board membership
Higgs Review

Reviewed the role and effectiveness of non-executive directors following WorldCom and Enron

Sarbanes-Oxley Act

introduced changes relating to financial reporting, internal accounting controls, whistle-blowing and restricted the range of services that an audit firm can provide to a client

Turnbull Report

provided guidance to directors on the internal control procedures seen as necessary to manage risk in organisations

Hampel Committee

reviewed implementation of the findings of Cadbury and Greenbury Committees
Resulted in: The Combined Code: Principles of Good Governance and Code of Best Practice published by LSE in 1998

Greenbury Report

formed after concern over remuneration paid to directors of quoted companies and newly privatised companies: also addressed generous termination packages