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TECHNICAL ADVISORY SERVICES HELPSHEET

Covered person

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Published: 01 Jan 2017 Reviewed: 30 Oct 2025 Update History

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Technical helpsheet issued to help ICAEW members interpret the definition of ‘covered person' in the FRC Ethical Standard.

Introduction

This helpsheet has been issued by ICAEW’s Technical Advisory Service to help ICAEW members interpret the definition of ‘covered person' in the FRC Ethical Standard.

Members may also wish to refer to the following related guidance:

FRC Ethical Standard - Definition

The FRC Glossary of Terms – (Auditing and Ethics) defines a ‘covered person’ as:

A person in a position to influence the conduct or outcome of the engagement.

For an audit engagement, the definition then continues in four broad areas (each of which is addressed in further detail below):

  • The engagement team;
  • Other people involved in the audit;
  • Supervisory, management and oversight personnel; and
  • Other persons in a position to influence.

The engagement team

A covered person includes:

(a) Each member of the engagement team and persons who provide engagement quality review for the engagement.

Definition of engagement team

The FRC Glossary of Terms – Auditing and Ethics defines ‘engagement team’ as:

All partners and staff performing the engagement, and any other individuals who perform procedures on the engagement, excluding and external expert and internal auditors who provide direct assistance on an engagement.

It goes on to confirm that this includes the audit team, professional personnel from other disciplines involved in the engagement and those who provide quality control (other than the engagement quality control reviewer) or direct oversight of the audit engagement, but it does not include any external experts contracted by the firm.

Other people involved in the audit

A covered person includes:

(b) Any other natural person whose services are placed at the disposal or under the control of the firm and who is involved in the audit or other public interest assurance engagement, including for example any individual who is, or whose services are provided by, any external expert of the firm;

This part of the definition would include external experts, but (in the case of audits conducted in accordance with ISAs (UK)) not members of the audited entity’s internal audit function as ISA (UK) 610 Using the Work of Internal Auditors prohibits the use of the audited entity’s internal audit staff to provide direct assistance to the audit team (paragraph 5-1).

Supervisory, management and oversight personnel

A covered person includes:

(c) Any person in the firm with supervisory, management or other oversight responsibility over:

  1. The engagement or the engagement partner or other key partners involved in the engagement; or
  2. The conduct of audit or other public interest assurance engagements performed by the firm.

This includes each partner, principal, shareholder and other person in a firm:

  1. At each level of the firm management, supervision or oversight relating to the audit or other public interest assurance engagement, up to and including individuals who have ultimate responsibility for the management or governance of the firm; or
  2. Who has a direct role in the preparation or approval of the performance appraisal and/or remuneration of any senior members of the engagement team, persons who provide engagement quality review for the engagement and persons otherwise defined in (b), (c)(i) and (c)(ii);

Other persons in a position to influence

A covered person includes:

(d) Any other person within the firm or a network firm who, due to any other circumstances, is in a position to influence the conduct or outcome of the audit or other public interest assurance engagement, for example by virtue of holding a very senior position or having a mentoring role.

An independent, non-executive appointed by a firm to act in a public interest role on a governance or oversight body of the firm is not a covered person.

If in doubt seek advice

ICAEW members, affiliates, ICAEW students and staff in eligible firms with member firm access can discuss their specific situation with the Ethics Advisory Service on +44 (0)1908 248 250 or via webchat.

Terms and conditions

© ICAEW 2025  All rights reserved.

ICAEW cannot accept responsibility for any person acting or refraining to act as a result of any material contained in this helpsheet. This helpsheet is designed to alert members to an important issue of general application. It is not intended to be a definitive statement covering all aspects but is a brief comment on a specific point.

ICAEW members have permission to use and reproduce this helpsheet on the following conditions:

  • This permission is strictly limited to ICAEW members only who are using the helpsheet for guidance only.
  • The helpsheet is to be reproduced for personal, non-commercial use only and is not for re-distribution.

For further details members are invited to telephone the Technical Advisory Service T +44 (0)1908 248250. The Technical Advisory Service comprises the technical enquiries, ethics advice, anti-money laundering and fraud helplines. For further details visit icaew.com/tas.

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Changelog Anchor
  • Update History
    01 Dec 2013 (12: 00 AM GMT)
    First published
    27 Feb 2023 (12: 00 AM GMT)
    Changelog created, helpsheet converted to new template
    27 Feb 2023 (12: 00 AM GMT)
    Updated hyperlinks. Content not reviewed
    27 Feb 2023 (12: 00 AM GMT)
    Updated for Code of Ethics 2025 references, corrected some typos and a broken link, no changes to appendix
    30 Oct 2025 (12: 00 AM GMT)
    Extensive updates to reflect changes to FRC Glossary of Terms (Auditing and Ethics).
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