The corporate governance statement
The corporate governance statement

The following Corporate practice note provides comprehensive and up to date legal information covering:

  • The corporate governance statement
  • AIM companies and large private companies
  • Requirements under the Disclosure Guidance and Transparency Rules
  • Which companies are subject to DTR 7.2?
  • Where is the corporate governance statement located?
  • Contents of the DTR corporate governance statement
  • Disclosures required under the UKCG Code—annual report
  • Disclosure required under the FRC Guidance on Board Effectiveness
  • FRC guidance on risk management, internal control and financial reporting
  • Listing Rules requirements
  • More...

The UK Corporate Governance Code (UKCG Code) sets out standards of good practice in relation to leadership and effectiveness of the board of directors, remuneration, accountability, transparency and relations with shareholders.

In July 2018 the Financial Reporting Council (FRC) published a revised version of the UKCG Code. The 2018 UKCG Code applies to premium listed companies with accounting periods beginning on or after 1 January 2019, although companies could choose to adopt some or all of its provisions earlier than this date. At the same time the FRC updated its Guidance on Board Effectiveness.

For a general overview of the application, purpose and provisions of the UKCG Code, see Practice Note: The UK Corporate Governance Code.

Companies subject to the Disclosure Guidance and Transparency Rules (DTRs) of the Financial Conduct Authority (FCA) must publish a corporate governance statement in their annual accounts and reports which complies with the requirements of the DTRs. For a summary of the DTR requirements generally in relation to the annual financial report, see Practice Note: Disclosure Guidance and Transparency Rules requirements—the annual financial report.

The corporate governance statement will usually also include disclosures made in compliance with requirements in the UKCG Code itself (see Disclosures under the Code) and with the continuing obligations for companies (both UK and overseas) with a premium listing of equity shares on the London Stock Exchange (listed companies)

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