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Corporate governance

Corporate governance is the system by which companies are directed and controlled. Find out more about corporate governance principles, codes and reports, Board subcommittees, roles and responsibilities and shareholder relations. Corporate governance involves balancing the interests of a company’s many stakeholders, such as shareholders, employees, management, customers, suppliers, financiers and the community. Getting governance right is essential to build public trust in companies.

 

In this section

Principles of Corporate Governance

Connect and Reflect

To succeed in the modern world, businesses must move away from defensive old-style news management and corporate positioning. ICAEW argues that if companies embrace a positive approach to corporate governance that ensures they connect with and reflect society, they will reap many benefits.

Find out more about the duties and responsibilities of the chairperson, directors, non-executive directors (NEDs) and company secretaries

ICAEW's guide to directors' duties and responsibilities

This ICAEW guide provides an overview of directors' duties and responsibilities, including on internal governance, transactions between a company and its directors or shareholders, and corporate administration. It also covers responsibilities in relation to insolvent or financially challenged companies, as well as penalties for breach of directors' responsibilities.

The role of accountants, auditors and business

The role that accountants and auditors play in working to mitigate the risk that large commercial organisations face as a result of the Modern Slavery Act's requirement to annually report on the risk of modern slavery in their business and supply chains.

Find out more about the workings and responsibilities of the audit, nomination, remuneration and risk committees. These responsibilities include board effectiveness, board diversity, executive remuneration, audit tenders and internal audit.

Corporate governance codes and reports

The early 1990s saw increasing calls for standards in corporate governance to be raised in the wake of the BCCI and Maxwell cases. Since then, there have been a number of key reports on corporate governance in the UK which you can access through the links on this page.

UK Corporate Governance Code

Updated 22 January 2024, 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).

Activist Investors

Shareholder activism in UK quoted companies continues to be an important and topical issue. The context of this research is the investment scene in the UK and within this context over the last two decades it is clear that considerable change has taken place. The research report covers a variety of topics and provides an overview of some of the positive and negative implications of activism.

The rise of shareholder accountability

This title provides comprehensive, expert-led coverage of all aspects of corporate governance for public, nonprofit, and private boards. This section comprises four chapters on the subject of shareholder relations and shareholder activism.

Corporate Governance Community

Corporate Governance Community

Stay up to date with the latest news and developments in corporate governance, which will help you in your work as a corporate governance professional, a member of a board or a non-executive director. Free to join.

Bloomsbury Accounting and Tax Service

Eligible firms have free access to Bloomsbury Professional's comprehensive online library, comprising around 80 titles from some of the country's leading tax and accounting subject matter experts. Find out who is eligible and how you can access the Accounting and Tax Service.

Corporate governance

The full text of the Combined Code and related documents issued by the Financial Reporting Council.

Companies legislation

The full text of the UK Companies Act 2006 and related legislation, including Limited Liability Partnerships Act 2000.

Rights and duties of directors

Guide to the rights and powers of directors and their specific duties under company law and associated legislation.

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