UK Corporate Governance Code

On 16 July 2018 the FRC published the updated UK Corporate Governance Code. The new Code applies to accounting periods beginning on or after 1 January 2019

The new code is accompanied by updated guidance on board effectiveness and UK Corporate Governance Code 2018 highlights.

The FRC announced a consultation into a proposed revision of the Code on 24 May 2023.

• The consultation closes on Wednesday 13 September 2023
• ICAEW’s full response to the consultation

The updated version of the Code is expected to be published in January 2024, with the revised provisions expected to apply to financial years beginning on or after 1 January 2025.

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. You can also view a timeline of the UK's Corporate Governance journey

The Code has been revised in 2003, 2008 (The Combined Code on Corporate Governance), 2010, 2012, 2018 (The UK Corporate Governance Code) and is currently under consultation for a further review.

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 July 2018 ''to stimulate boards’ thinking on how they can carry out their role and encourage them to focus on continually improving their
effectiveness.'

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 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.

Improving the quality of 'comply or explain' reporting
FRC document intended to help companies improve transparency when reporting against the 2018 UK Corporate Governance Code and advise them on how to achieve good quality explanations when departing from the Code. February 2021.

Briefings and summaries

KPMG Board Leadership Centre
The Board Leadership Centre  has published a number of briefings on the UK Corporate Governance Code which are available to download from the KPMG website.

The new UK Corporate Governance Code and associated guidance
Corporate update from law firm Ashurst published in July 2018.

Updated Corporate Governance Code 
Summary of the new code from law firm Linklaters published in July 2018.

Reports

Annual review of the UK Corporate Governance Code 
FRC report from November 2023, which gauges the quality of reporting against the Principles and Provisions of the UK Corporate Governance Code. 100 FTSE 350 and Small Cap companies are assessed.

Corporate Governance Review 2022
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?

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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.

More eBooks

• eBooks on Corporate Governance
• eBooks by subject
• A-Z of eBooks

• View a list of articles and books in our collection on the UK Corporate Governance Code (2010–)
• View a list of articles and books in our collection on the Combined Code (1998–2010)

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

You can obtain copies of articles or extracts of books and reports through our document supply service.

• Cadbury Report
• Current and recently concluded corporate governance reviews and inquiries
• Greenbury report
• Hampel Report