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Governance and Constitution

The Board of the Financial Reporting Council (FRC) is made up of Non-executive and Executive Directors and is collectively responsible for the long-term success of the FRC.
 
The Board’s role is to provide strategic leadership of the company within a framework of prudent and effective controls which enables risk to be assessed and managed. The Board sets the company’s strategic aims, ensures that the necessary financial and human resources are in place for the company to meet its objectives and reviews management performance. The Board also sets the company’s values and standards and ensures that its obligations to its stakeholders and others are understood and met. All directors must act in what they consider to be the best interests of the company, consistent with their statutory duties.
 
Matters which the Board considers suitable for delegation are contained in the terms of reference of its committees. The Schedule of Matters Reserved to the Board indicates the items which are not suitable for delegation to a committee of the Board because of Companies Act requirements or the recommendations of the UK Corporate Governance Code. Where consideration of any of those matters is delegated to a committee, the final decision will be taken by the full Board following recommendations from that committee.
 
The Board is supported by three governance committees (Audit Committee, Nominations Committee and Remuneration Committee) and by two business committees (Codes & Standards Committee and Conduct Committee). The Codes & Standards Committee is supported by three Councils which advise on Corporate Reporting, Audit & Assurance and Actuarial matters. The CRR Committee, AQR Committee, Case Management Committee and the Enforcement Committee support the work of the Conduct Committee and have specific responsibilities as set out in the FRC’s monitoring, review and enforcement procedures. The Financial Reporting Review Panel and the Tribunal Panel are maintained pursuant to the Conduct Committee Operating procedures and the FRC’s Audit Enforcement Procedure, Disciplinary Schemes and Auditor Regulatory Sanctions Procedure.

Read the full text of the FRC Governance Bible May 2017.

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