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 General  

The FRC undertakes its regulatory responsibilities in a proportionate and evidence-based way, informed by experts, including company directors, accountants, actuaries and investors to foster a climate in which investment can flourish. As the UK's audit regulator the FRC promotes high levels of audit quality and contributes to the international debate on the future of the audit market. The FRC also promotes high quality corporate governance and reporting, publishing Codes and Standards that companies, auditors, actuaries and accountants adopt.  
The FRC is an independent regulator, delegated powers by the Secretary of State for Department for Business, Energy and Industrial Strategy. We cooperate widely with partner organisations including the Prudential Regulation Authority and Financial Conduct Authority.
 Accounting and Reporting Policy  

The role of the ARP is to oversee the financial reporting requirements for UK entities other than those required to or choosing to apply International Accounting Standards. This is done by maintaining and improving UK Financial Reporting Standards (FRS) and influencing the development of international standards. The ARP achieves this by collaborating with accounting stand-setters from other countries and the International Accounting Standards Board (IASB). 

 

Accounting standards apply to all entities that prepare accounts that are intended to provide a true and fair view. The Foreword to Accounting Standards explains the authority, scope and application of accounting standards.
The ARP's policy is to consult widely on all its proposals. Generally the development of a new accounting standard involves at least two formal consultation documents, a Discussion Paper and a Financial Reporting Exposure Draft (FRED).

 

The ARP is recognised in its role of issuing accounting standards in the Companies Act 1985; revised 2006.
The FRSSE is a standard that may be applied by companies that qualify as small under the Companies Act and other entities that would have qualified as ’small’ had they been incorporated. The Companies Act definition of ’small’ encompasses most companies with an annual turnover of up to £6.5 million.

More information on the FRSSE can be found on our website at: 
https://frc.org.uk/Our-Work/Corporate-Governance-Reporting/Accounting-and-Reporting-Policy/FRSSE.aspx
 
The ARP collaborates with accounting standard-setters from other countries and the International Accounting Standards Board (IASB) to influence the development of international standards. The ARP has a communication strategy that sets out the Board's objectives in using communications for influencing international developments and dialogue with its constituents.

 

The FRC is a non-voting observer of EFRAG and works with EFRAG and other European Union (EU) standard setters to encourage high quality in the IASB's standards and their adoption in the EU. 

 

 Audit and Assurance  

The Audit and Assurance team:
  • Develops and maintains auditing and assurance standards and guidance for engagements that are performed in the public interest within the United Kingdom.
     
  • Monitors and seeks to influence, as appropriate, international standards and guidance and policy developments that may affect audit and assurance services in the UK and Ireland.
     
  • Undertakes and commissions research on matters of relevance to audit and other assurance engagements that are performed in the public interest.
The Audit and Assurance team achieves its aims by establishing auditing standards which set out requirements which external auditors in the United Kingdom are required to comply with.  

 

Before publishing or amending an auditing standard or any other standard, the Audit and Assurance team publishes an exposure draft on its website and allow at least three months, unless circumstances require a shorter period, for representations to be made on it. Where publications cause changes to be made to other previously-issued publications, any such consequential changes are exposed for comment simultaneously.

Comment letters received in response to exposure drafts and consultations, and the related feedback statement, can be accessed via the page relating to the particular exposure draft or consultation which can be found by searching in the audit and assurance publications section of our website.


 

In 2009 the Audit and Assurance team adopted the International Standard on Quality Control 1 (ISQC 1) and virtually all of the International Standards on Auditing (ISAs), issued by the International Auditing and Assurance Standards Board (IAASB) for application to audits of financial statements for periods ending on or after 15 December 2010. Where necessary, the Audit and Assurance team has augmented the international standards with additional requirements to address specific UK regulatory requirements and with additional guidance that is appropriate in the UK national legislative, cultural and business context. In the published versions of the standards, this additional material is clearly differentiated from the original text of the international standards by the use of grey shading.
The Audit and Assurance team does not deal with questions or complaints about specific audits or auditors.  If you want to make a complaint about the professional conduct of a registered auditor you should, in the first instance, bring your concerns to the attention of the senior partner of the firm concerned. Many firms of auditors have formal complaint review procedures. If you are still not satisfied, you should contact the professional body of which the individual or firm is a member.

 

 Actuarial Policy  
 Corporate Governance  

 Enforcement  

It operates disciplinary Schemes for the accountancy profession and the actuarial profession.  

The disciplinary Schemes operate independently of the professional bodies. The Conduct Committee has oversight over the operation of the disciplinary arrangements. A majority of its  members are non-accountants and actuaries. 

The Conduct Committee’s responsibilities in this regard include:

  1. Operating independent disciplinary Schemes for:
    • The investigation of cases which raise or appear to raise important issues affecting the public interest in the UK; and
    • Where appropriate, bringing disciplinary proceedings against those whose conduct appears to have fallen short of the standard reasonably to be expected of members or member firms of the relevant professional body. 
  2. Keeping under review the working of the Schemes and the supporting Regulations to ensure that they are operating effectively; and
  3. Regular publicity for the FRC’s disciplinary activities and achievements as appropriate.
The Accountancy Scheme and Regulations and the Actuarial Scheme and Regulations contain the detailed rules setting out how cases are dealt with by the Professional Discipline team.

In the first instance complaints about accountants or accountancy firms should be made to the accountancy body of which the accountant or the firm is a member. Complaints about actuaries should be made to the Institute and Faculty of Actuaries. Matters which raise serious issues affecting the public interest will be referred to the Professional Discipline Team by the accountants' and actuaries' professional bodies. The Conduct Committee will then decide whether to investigate the matter. If it decides that a matter should be investigated, it will be referred to the Executive Counsel. The Conduct Committee may also decide of its own accord to investigate a matter without it having been referred to it by one of the accountants' or actuaries' professional bodies.

The Executive Counsel will conduct the investigation and decide whether or not any accountant or accountancy firm or actuary should be subject to disciplinary proceedings. In making this decision, the Executive Counsel acts independently.

If disciplinary proceedings are to be commenced, the Executive Counsel will file a complaint with the Conduct Committee and they will appoint a Disciplinary Tribunal to hear the case.
 
The Executive Counsel has the power to require the participating accountants' professional bodies to provide him with documents relevant to any particular matter. He may also seek information and documents from accountants and accountancy firms and require them to give evidence to a tribunal. If any accountant or accountancy firm fails to comply with any such request, this would be grounds for disciplinary proceedings. The Executive Counsel has similar powers under the Actuarial Scheme in respect of actuaries but not in respect of actuary firms.

 

Complaints will be decided by Disciplinary Tribunals which will be composed of either three or five suitably qualified people drawn from a Panel of Tribunal members maintained by the Professional Discipline team. The Chairman of the Tribunal will always be a lawyer. In a three-person Tribunal there will also be one lay person and one accountant or actuary (or two lay persons and two accountants or actuaries in a five person Tribunal). A majority of the Tribunal will always be non-accountants or non-actuaries. To ensure their independence, no member of a Tribunal should be an officer or employee of any of the accountants' or actuaries' professional bodies or of the FRC or any of its operating bodies including the Conduct Committee.

 

An accountant, accountancy firm or actuary can appeal any finding against it to an Appeal Tribunal. A retired judge or a senior barrister will first consider any appeal. If he or she gives leave to appeal, the appeal will be heard by an Appeal Tribunal which will be set up by the Conduct Committee in the same way and subject to the same criteria as the Disciplinary Tribunal which heard the original complaint.

 

Yes. A majority of the Conduct Committee members and its chairman are non-accountants or non-actuaries. The tribunals and appeal tribunals will be composed of a majority of non-accountants or non-actuaries. No officers or employees of any of the accountancy or actuarial bodies, the FRC or any of its subsidiary bodies may be appointed to a tribunal.

 

 Professional Oversight  

The Professional Oversight team fulfils the following statutory responsibilities for the FRC:
  • Ensuring that the FRC, as Competent Authority, may be satisfied that each Recognised Supervisory Body (‘RSB’) has the necessary arrangements in place to meet the requirements of the Delegation Agreement and should continue to be recognised as an RSB for the purpose of statutory audit;
  • Independent oversight of the audit qualification awarded by the Recognised Qualifying Bodies (‘RQBs’) for the purpose of statutory audit;
  • Independent supervision of Auditors General in respect of the exercise of their function as statutory auditors;
  • Recognition of RSBs and RQBs for local audit purposes under the Local Audit and Accountability Act 2014
  • The regulation of auditors ("third country auditors") of companies outside the  European Economic Area that have issued securities admitted to trading on UK regulated markets; and
  • The receipt of statutory change of auditor notifications from companies and statutory auditors in respect of public interest  companies;
​We report annually to the Secretary of State for Business, Innovation and Skills on the findings from this work.  These reports up to 2012 can be found here. Reports from 2013 onwards are included in the FRC’s annual report which can be found here.

By agreement with the Institute and Faculty of Actuaries (IFoA), the Professional Oversight team  exercises independent oversight of the regulation by the IFOA of its members.

By agreement with the chartered accountancy bodies, the Professional Oversight team exercises independent oversight of the regulation of the accountancy profession. 
If you want to make a complaint about the professional conduct of an accountant, statutory auditor or actuary, you should, in the first instance, bring your concerns to the attention of the senior partner of the firm concerned. Many firms of auditors, accountants and actuaries have formal complaint review procedures. If you are still not satisfied, you should contact the professional body of which the individual or firm is a member.

All of the main UK professional bodies have procedures for handling complaints, including, where appropriate, investigating possible misconduct. In addition most of the bodies have a method of appeals and independent review in certain circumstances. Most bodies provide details of their complaints procedures on their websites and are happy to provide additional information on request.

If you are unsure whether someone is a member of a particular body, you can ask the body of which you think the individual or firm is a member to confirm. 
The FRC has formal oversight responsibilities under the Companies Act 2006 in relation to statutory audit which include ensuring that those accountancy bodies recognised to supervise auditors and audit firms (Recognised Supervisory Bodies) have effective arrangements for the investigation of complaints against their members and member firms who are eligible for appointment as a statutory auditor, and against the body itself in respect of any matter arising out of its functions as a supervisory body.

By agreement with the six "chartered" accountancy bodies, we also exercise independent oversight of the way those bodies exercise their regulatory functions in relation to their members who are not eligible for appointment as statutory auditor and who provide non-audit accountancy services.

By agreement with the Institute and Faculty of Actuaries, we exercise independent oversight of the way this body exercise their regulatory functions in relation to their members who provide actuarial services.

We will therefore consider complaints that raise concerns about the way in which a professional accountancy or actuarial body has handled a complaint. However, the professional bodies are responsible for their own regulatory processes and we will not consider the merits of an individual case or second guess the conclusions reached by the professional body under its own processes. 
You should first pursue the matter with the relevant body, most of which also have a system of independent review or other process to consider the way they have handled a complaint. If you are not satisfied with the application of the process you can draw your concerns to the attention of the FRC’s Professional Oversight team.

Please submit all relevant documentation and correspondence to us setting out the details of your complaint.

Unless you explicitly state that you do not want the details of your complaint shared with the relevant professional body, we will normally notify them of the details of any complaint we receive so that we can investigate it fully.

All complaints about professional bodies should be submitted in writing to:

FRC - Professional Oversight Team
8th Floor,
125 London Wall
London
EC2Y 5AS

Alternatively you can email your complaint to oversight@frc.org.uk. Please ensure to include your contact address. 
We aim to acknowledge all complaints within 10 working days of receipt. At this time we will notify you if your complaint does not fall within our remit. If a complaint does not fall within our remit, we will try and suggest organisations that may be able to assist with your complaint. We will also advise you if your complaint does not raise concerns that a professional accountancy or actuarial body has breached significantly its own standard procedures in the handling of your complaint about their member.

If your complaint raises concerns that a professional accountancy or actuarial body may have breached significantly its own standard procedures in the handling of your complaint about their member, we will normally seek the comments of the relevant body and look at papers relating to the case as appropriate. We will then normally write to you again to tell you the outcome of our consideration of the matter and whether the body proposes to take any action based on our comments. However, we do not have the power either to overturn any decision which the body has made in a case or to direct how the body should handle a case.

We may also use complaints put to us as part of our testing that the relevant body has appropriate systems for handling complaints and that these are working effectively in practice. We do not report the results of this work back to individual complainants. However, we report publicly each year to the Secretary of State on the overall results of our monitoring work in relation to the regulation of statutory audit and we may also publish other reports on specific aspects of our oversight work. 
The Freedom of Information Act 2000 (the Act) was passed on 30 November 2000.  The Act:
  1. gives a general right of access to information held by public authorities, subject to the exemptions set out in the Act
  2. imposes an obligation on public authorities to produce and maintain a Publication Scheme approved by the Information Commissioner.  
The FRC is a public authority for part of its functions (see below).  

The FRC and the Act

The FRC is designated as a public authority under section 5 of the Act in relation  to the FRC’s exercise of those statutory functions delegated to it under Part 42 Companies Act 2006 (section 1252(3)) and the exercise of the functions pursuant to its appointment as the Independent Supervisor (section 1228(3).
  1. An audit entity must register with the FRC if it provides an audit report concerning the annual or consolidated accounts of an undertaking (company) incorporated outside the European Union whose transferable securities are admitted to trading on a regulated market in the United Kingdom. However, registration is not required if one of the following apply:
  • The company is an issuer exclusively of debt securities within the meaning of point (c) of Article 2 (1) of Directive 2004/109/EC prior to 31 December 2010, the denomination of which is at least EUR 50,000 per unit or, in the case of debt securities denominated in another currency, equivalent, at the date of issue, to at least EUR 50,000.
  • The company is an issuer exclusively of debt securities within the meaning of point (c) of Article 2 (1) of Directive 2004/109/EC from 31 December 2010 and the denomination per unit is, as at the date of issue, at least EUR 100,000 or, in the case of debt securities denominated in another currency, equivalent, at the date of issue, to at least EUR 100,000.
No registration is required under the current legal framework in the United Kingdom if the audit entity is a registered auditor in the United Kingdom or is approved in accordance with the Audit Directive by an EEA competent authority to carry out audits of annual accounts or consolidated accounts required by Community law.
  1. These requirements are set by the Financial Conduct Authority in Policy Statement 08/6, published in June 2008. An audit report of a relevant issuer that is signed by an audit entity that does not meet these requirements has no legal effect in the United Kingdom.

Further information can be found at the Third country auditors section of the FRC website.
Sections 522 to 525 of the Companies Act 2006, as amended, set out the requirements on auditors and on companies to send statements and notices to the “appropriate audit authority” when an auditor ceases to hold office. In respect of an audit of a public interest company the appropriate audit authority is the FRC in its capacity as the Competent Authority. Both auditors and companies need to notify the “appropriate audit authority” and there are separate requirements placed on auditors and on companies by this legislation.  

Guidance on the circumstances in which the FRC is the appropriate audit authority, how the notification to the FRC should be made, and what it must cover is provided in the form of: 

If you have queries in relation to this guidance, please email or phone Shazia Ahmad on 0207 492 2339.
Under The Statutory Auditors (Amendment of Companies Act 2006 and Delegation of Functions etc.) Order 2012, which replaced a previous delegation order, the Government has delegated to the FRC most of the responsibilities and powers in Part 42 of the Companies Act 2006.

The delegated authority includes powers to make binding regulations in specific areas. To see the FRC Regulations that are in force, please click here.
The requirements for recognition as an RQB are in Schedule 11 of the Companies Act 2006.

Requirements for RQB status  
The requirements for recognition as a RSB are in Schedule 10 of the Companies Act 2006, as amended by SATCAR 2016.

Requirements for RSB status (to be updated)
An accountant may offer a wide range of accountancy and related services (for example: accounts preparation, tax advice, payroll). However, only those accountants who are also registered as auditors are entitled by law to provide statutory audit services, most commonly the audit of limited companies.
By agreement with the six chartered accountancy bodies, the FRC has a non-statutory role for oversight of the regulation by the professional accountancy bodies of their members beyond those that are statutory auditors.

The FRC's work to oversee the regulation of statutory auditors is also relevant to the oversight of the accountants more generally, as the regulatory systems often apply to both. In addition the FRC may review other regulation by the professional accountancy bodies of their members,for example:
 
  • education,
  • training,
  • continuing professional development,
  • standards,
  • ethical matters,
  • professional conduct, and
  • discipline, registration and monitoring,
 

including making recommendations on how these activities might be improved.
 

The bodies have agreed that they will consider  the FRC recommendations carefully, and either
 
  • implement them within a reasonable period, or
  • give reasons in writing for not doing so.
 Audit Quality Review  

The Audit Quality Review (AQR) team monitors the quality of the audit work of those UK audit firms that audit Public Interest and certain other entities within Scope (large AIM). The overall objective of our work is to monitor and promote continuous improvements in audit quality in the UK.

All UK audit firms that undertake Public Interest and large AIM audits are subject to AQR inspections in respect of this audit work. The professional bodies have the responsibility for monitoring all other audit work. The frequency of AQR inspections varies with larger firms inspected annually while other firms are generally inspected once every three years. In certain cases the inspection cycle can be extended to six years. Those entities included in AQR's inspection Scope are as follows:

 AQR Scope of Independent Inspection 2016/17

Our reporting arrangements are among the most transparent of any audit regulator in the world and we believe that they contribute to achieving continuous improvements in the quality of UK auditing.

Each year we publish a number of Individual firm reports and thematic inspections reports, which summarise the results of our inspection activities. We also contribute to the FRC’s overall report on audit quality. This latter report replaces the AQR Annual Report which was last issued in May 2015.
 

In selecting individual audits to inspect we take account of a number of factors including the assessed risk in relation to the entity and particular priority sectors we wish to focus on. In respect of the FTSE 350 the Competition and Markets Authority has recommended that we inspect audit engagements on average every five years, with each individual engagement inspected at least every seven years.

Our reviews of individual audits place emphasis on the appropriateness of key audit judgments made in reaching the audit opinion and the sufficiency and appropriateness of the audit evidence obtained. Our reviews of firm-wide procedures are wide-ranging in nature and include an assessment of how the culture within firms impacts on audit quality.

 Corporate Reporting Review/ Financial Reporting Review Panel  

First of all you need check that the complaint falls within the Panel's remit (Operating Procedures).  Details for contacting the Panel are set out on the contact page.  It is important to set out your complaint clearly, referring where possible to a specific breach of accounting or reporting rules.
You can call to check if a matter is likely to fall within the CRR's remit, but a written explanation will avoid misunderstanding. You can call to check on the progress of a case. The CRR Team cannot give out information while a case is going on and will write to you when it is finished.

 

Possible breaches of accounting rules or failure to make disclosures required by the Companies Act or accounting standards.

 

The financial accounts and directors’ reports of UK public companies, large private companies and certain overseas companies listed on a UK market. This includes both interim and final accounts, but NOT press releases, trading statements, etc.

 

No. Anyone can make a complaint against a company.

 

The Panel operates confidentially as set out in its Operating Procedures. The Panel does not normally disclose how a matter at issue came to its attention, nor does it reveal the identity of any complainant. In addition, the Panel is a Prescribed Person under the Public Interest Disclosure Act 1998, which provides additional protection for complainants in some circumstances.

 

The complaint is reviewed by Panel staff who draw up a recommendation for the Chairman and Deputy Chairmen. If they decide that there is, or may be, a question of whether a report complies with relevant accounting or reporting requirements then either a formal enquiry will be opened or the Panel will write to the company Chairman seeking further information. In the course of its review, the Panel may find other issues which it may wish to raise with the company.

 

There are a number of reasons why this might be the case. The entity that is the subject of the complaint may not be a company that falls within the Panel's remit or the complaint itself may not fall within the Panel's scope (Operating Procedures). Where possible, if a case does not fall with the Panel's remit, it will direct you to another more appropriate authority.

 

On receipt of a complaint, Panel staff will carry out a review for indications of potential breaches of relevant accounting or reporting requirements. A preliminary analysis with a recommendation as to a course of action is provided to the Chairman and Deputy Chairmen who then make a decision on whether or not to proceed with the case. A decision to proceed will generally result in a letter to the company asking for further information. This does not constitute a formal enquiry. Sometimes, a company's reply will satisfactorily deal with the matters at issue, but where it does not, a decision may be taken to open a formal enquiry. 

 

The Panel does not notify a complainant of the progress of the case, as this would result in a breach of its duty of confidentiality to the company. The Panel will inform the complainant only when it reaches the end of its investigation or enquiry. At that stage, the complainant will be informed of the outcome of the case. If a press notice is issued, the complainant will be sent a copy.

 

A formal enquiry is begun when the Chairman and Deputy Chairmen decide that there may have been a potentially significant breach of accounting or reporting requirements. This will usually be after an initial round of correspondence with a company, although, in exceptional circumstances, a formal enquiry may be opened straight away. In order to commence a formal enquiry, a Panel Group is set up. The Group then decides whether to proceed with the enquiry.

 

A Group is appointed by the Chairman and consists of five or more Panel members, usually including the Chairman and one of the Deputy Chairmen.

 

A full list of current Panel members can be found at Panel Members. Panel members are qualified accountants or lawyers who specialise in company law and who hold or have held senior positions in their chosen field. They may be, or may have been, in practice, in the public sector or in industry, for example as a senior partner in a major accounting firm or as Finance Director of a FTSE 100 company. They are recruited by public advertisement. Other than the Chairman and Deputy Chairmen, they are unpaid. The underlying principle is that companies are reviewed by their peers. This ensures that the Panel's approach takes note of business considerations and is sensible and practical.

 

No. In order to maintain confidentiality, the Panel is not able to discuss a case that is in progress, even with the complainant. If the Panel, or any member of the Group, needs further information then the Panel will contact you, usually in writing, to ask for further information or clarification. The Panel prefers that communication should be in writing in order to preserve a proper audit trail and to avoid misunderstandings.

 

The Panel will explain in its letter to you why it has decided to take no further action but will not enter into any further discussion about its decisions. Your complaint will have been carefully considered. If the Panel thinks that it might be appropriate for you to contact any other authority, it will tell you.

 

The FRC has a complaints procedure for anyone who comes into contact with a part of the FRC, such as the Panel, and who is unhappy or dissatisfied about the way the relevant part of the FRC has exercised or failed to exercise its functions. Full details of the procedure are set out under Procedure for complaints about the FRC on the FRC’s own website.
The Panel selects accounts for review in a number of ways (see "How the Panel works") and includes a control group within its sample. In many cases, no question of substance arises from a review of the published accounts. In others, questions are resolved by explanation from the company. In a number of cases, the company agrees to improve its disclosures or accounting in the future. The Panel only issues a press notice where a significant correction to published accounts is being made or where there is a case that the Panel considers otherwise merits publicity.
The Panel's powers are restricted to seeking the correction of defective accounts. Likely outcomes include the Panel issuing a press notice setting out its conclusions in a case, the reasons for those conclusions, and the corrective action that has been agreed with the company. In other cases, the Panel may accept corrective action by a company without the issue of a press notice. Where appropriate, the Panel can refer its findings to other relevant bodies, such as the FSA, the FRC's Professional Discipline Team or a professional institute.
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