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Company directors articles and features

Articles and feature from the ICAEW on the role and responsibilities of company directors

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Ensuring the Section 172 statement is actually used

ICAEW Insights

While the Section 172 statement is almost three years old, a lot of work remains to ensure it provides decision-useful information for stakeholders and guarantee its original aim of enhancing trust is met.

Bridging the gap: the value of Section 172 statements

ICAEW Insights

What information investors want to see in relation to reporting on stakeholders, and how key decisions take their perspectives into account, has been clarified by the FRC’s FR Lab. Its report highlights the value of the Section 172 statement.

Restoring trust in audit and corporate governance: what does the BEIS White Paper mean for company directors?

A key dimension of the reform package is the wider impact it will have on boards and company directors.

The small practice approach to the future of audit


29 January 2021: Barry Au moved from big firm audit into a director role at small practice Wisteria Accountants. He explains how collaboration, technology and how audit can contribute to the greater good, as part of a series of articles based on themes from ICAEW’s Audit Manifesto.

How to improve your s172 statement

Financial Reporting Faculty January 2021

22 January 2021: ICAEW’s Financial Reporting Faculty reflects on what preparers of large companies’ reports can do to make their Section 172 statements more meaningful and wide-reaching in the upcoming financial reporting period.

Uncertain times

Outlining key findings from the Financial Reporting Lab's reports on reporting in times of uncertainty and s172 disclosures.

Update on EU Directors duties

The EU picks up on the shareholder primacy v stakeholder capitalism debate

Co-ordinated s172(1) reporting

Good reporting starts with good content, gathered from sources right across the business.

SME directors: making the most of virtual board meetings

Clive Bawden May 2020

28 May 2020: with boards of SMEs and charities facing the prospect of meeting virtually for months, perhaps years, Clive Bawden offers practical tips for members to make virtual board meetings a success.

The stakeholder imperative: an urgent priority for boards

How have boards responded to the ongoing coronavirus crisis in light of the wide range of stakeholders they have to consider, and what should they be doing to plan for the future?

Boards in the age of COVID-19

Audit reform, cyber threats, climate risk - these were some of the risks recently on board members’ minds until the impact of COVID-19 pushed them rapidly down the agenda.

More to do as boards hit gender targets one year early

Julia Root-Gutteridge London Accountant March 2020

Despite London-listed companies hitting the one third target of women on their boards, the number of women in senior roles such as finance director remains below target, while progress on ethnic diversity is equally slow, writes Julia Root Gutteridge of the ICAEW Business Team.

Three reasons a board role could boost your career

February 2020

6 February 2020: do you have your sights set on a non-executive director (NED) position? Or aspirations to build a portfolio career one day? Taking a board, committee, governor or trustee position in an organisation outside of your main career path can lay the groundwork for future success – it’s never too early to get started.

Seven reasons why a board role can boost your career

Julia Root-Gutteridge London Accountant November 2019

The chief executive of Women on Boards UK recently told ICAEW members about the seven ways in which early board roles can boost careers. Julia Root-Gutteridge, ICAEW’s Board Effectiveness manager, reports.

Section 172 Revisited: will directors need to take a radical new approach to compliance?

Many will be familiar with the duty in s172 of the Companies Act 2006 which requires directors of UK companies to consider the principle of "enlightened shareholder value" when making decisions.

How employee directors add value

Corporate Governance Community Corporate Governance Community Newsletter December 2018

Directors’ duties to ‘have regard to’ a wide range of stakeholders has been with us since the Companies Act (2006). Stakeholders includes company employees.

UK pensions regulator: knocking on the boardroom door?

Jonathan Sharp | Sarah Hickling Corporate Governance Community Newsletter June 2018

The legal and regulatory landscape governing defined benefit (DB) schemes is changing following the BHS and Carillion insolvencies: the Government published a White Paper on Protecting DB Schemes in March, and the UK Pensions Regulator has said it is changing its approach and getting tougher.

Directors' duties in the zone of insolvency

This article looks at the principles that divide culpability and responsibility and how the directors should address potential liability.

Corporate Governance in a multi-national organisation

Beatriz Araujo, Joanna Hewitt, Isabel Carty Corporate Governance Community Newsletter September 2017

A practical look at the questions NEDs operating in multi-national organisations should be asking about how decisions are made and how authority is delegated at the subsidiary level.

Shadow directors must face up to risks

The UK government has signalled its intention to crack down on the roles played by shadow or de facto directors in companies under investigation. David Parsley discusses the risks involved in those making board level decisions while not being a formal director of an organisation.

Other changes to company law

Business Law March 2016

SBEE introduced other significant changes to company law, with the following implementation dates.

The dangers of acting as a de facto or shadow director

This article identifies the vulnerabilities for ICAEW members who act as a shadow or de-facto director.

Excess remuneration

Section 994 Companies Act 2006 deals with conduct that is prejudicial to one or more shareholders. A relatively unusual circumstance for it is a claim that shareholders involved in management have been awarding themselves excessive remuneration.

Small Business, Enterprise and Employment Act - What you need to know

An overview of the Small Business, Enterprise and Employment Act 2015.

Getting women on boards

Helen Roxburgh Economia March 2015

Helen Roxburgh looks at its merits, and which countries are doing it best

Companies Act 2006: issues for the FD

Kathryn Cearns | Carol Shutkever Business and Management September 2007

Although the Companies Act 2006 (2006 Act) will impact on all aspects of corporate governance and reporting, below we focus on the principal areas which will be of interest to finance directors.

Companies Act 2006: a summary

Liz Coles Business and Management February 2007

After much widely publicised controversy over some of its key provisions, the Companies Act (originally the Company Law Reform Bill) was finally passed by parliament on 8 November 2006.