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Principles of corporate governance

Find out more about the theory and principles of corporate governance.

In this section

Corporate governance overview

Why do companies fail?

Corporate governance and internal control weaknesses are often the root cause of corporate failure. However, without fully understanding the subtleties at play, revisions to the Corporate Governance Code will only go so far in addressing the problems.

Thought leadership projects

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.

Webinars and other recordings

A discussion of the Corporate Governance changes introduced by the Bill

This webinar looked at the main insolvency reforms contained in the new Corporate Insolvency and Governance Act 2020.

Key issues arising from recent Commission operational reports | 15 October 2019

This webinar looks at a number of recent Operational Case reports published by the commission and consider how these would inform internal and external audit work in the sector. The topics covered include conflicts of interest and how to manage them, property purchase and sale, charity rationalisation and merger, and the charity governance code.

What is good corporate governance?

Simon Lowe, Chairman of Grant Thornton Governance Institute, and Elizabeth Richards, Head of Corporate Governance, ICAEW, discuss the factors that constitute effective corporate governance.

Disclaimer: The opinions expressed by external guest speakers in interviews or other publications included on this website are, by their nature, those of the speaker. They are not necessarily fully endorsed by the ICAEW or purport to reflect the official policies and views of the ICAEW or its members.

Corporate Governance representations

Responses the ICAEW has issued to corporate governance consultations since 2005

ICAEW REP 094-23 UK Corporate Governance Code Consultation

A representation dated 13 September 2023 to a consultation published by FRC on 24 May 2023. Restoring trust in the UK’s corporate reporting, governance and audit regime requires a fully ‘joined-up’ approach to reform.

Bloomsbury Accounting and Tax Service

Eligible firms have free access to Bloomsbury Professional's comprehensive online library, comprising more than 60 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 and the code

A chapter examining the concept of 'corporate governance' and its growth and development in England, including the UK Corporate Governance Code.

Directors' remuneration

Overview of key recommendations made for directors' remuneration, as well as the statutory and common law position.

The corporate governance journey

An overview of the corporate governance framework in the UK and the evolution of the UK’s Corporate Governance Code.

Risk management and internal control

An overview of internal control and risk management in the UK’s Corporate Governance Code, with four example checklists.

Understanding corporate governance

The meaning of corporate governance and how to apply its theories in practice are covered in this eBook section.

Corporate governance

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

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 Acceptable usage terms.

The Library & Information Service provides a collection of eBooks as a benefit of membership. Please note that ICSA publications are only available to ICAEW members and ACA students.  Please log in to access these titles. If you are unable to access an eBook, please see our Help and support or contact library@icaew.com

Driven to the brink: why corporate governance, board leadership and culture matter

A collection of stories about how inadequate governance and flawed culture caused a massive destruction of shareholder value.

Handbook of board governance, The: a comprehensive guide for public, private, and not-for-profit board members

This title provides comprehensive, expert-led coverage of all aspects of corporate governance for public, nonprofit, and private boards. Provides practical guidance and expert insight relevant to board members across the spectrum to aid the building of a more effective board. Written from the United States perspective.

Non-executive director's handbook (4th edition)

An essential source of reference and route map for the position of Non-executive director. Contains case studies and checklists throughout.

Corporate governance: a practical guide for accountants

A user-friendly guide to compliance for corporate accountants.

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.

Useful links

FRC Corporate Governance review 2022

FRC report from November 2022, which gauges the quality of reporting against the UK Corporate Governance Code 100 FTSE 350 and Small Cap companies were assessed. Previous editions can also be viewed

Review of the 2022 AGM season

Leading global proxy solicitor, shareholder engagement firm and corporate governance advisors Georgeson publish an annual review of trends from European AGMs covering the following jurisdictions: UK, France, the Netherlands, Germany, Switzerland, Italy and Spain (a separate report is published on Denmark). Each countries entry is divided into three sections: voting; proxy advisers; corporate governance developments.

PWC Annual Corporate Directors Survey

Results from the latest PWC survey, which received responses from 663 public company directors. Provides in-depth analysis of contemporary governance trends and emphasises how boards are reacting to a rapidly evolving governance landscape.

Grant Thornton Corporate Governance Review

A review of the annual reports of 281 of the UK’s FTSE 350 companies with years ending between April 2019 and April 2020. As well as assessing compliance with the UK Corporate Governance Code, the review considers the application, namely quality and detail of explanations, and draws attention to best practice and emerging trends in narrative reporting.

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