Governance and Constitution

Published: 25 September 2023

1 minute read

The Board of the Financial Reporting Council (FRC) is made up of Non-executive directors and the CEO 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 two governance committees (Audit & Risk Committee, People Committee ) and one regulatory committee (Conduct Committee). In addition the Tribunal Panel and the Enforcement Committee Panel are maintained pursuant to the Conduct Committee Operating procedures and the FRC’s disciplinary and enforcement procedures. The Conduct Committee is supported by assigned Senior Advisors.

Membership and individual terms of reference can be found on the Committee's pages or are collated within the FRC Governance Handbook 2024.

Read the Responsibilities of the Chair, Senior Independent Director, Chief Executive/Chief Accounting Officer (CEO) and NEDs

Name Governance Handbook
Publication date 4 June 2024
Format PDF, 428.4 KB
Name Responsibilities of the Chair, Senior Indpendent Director, Chief Executive/Chief Accounting Officer (CEO) and NEDs (Spetmeber 2023)
Publication date 21 September 2023
Format PDF, 103.8 KB