Corporate Governance Code Consultation

Published: 23 May 2023

Response deadline: 13 September 2023

Consultation document
Links to PDFs open in new tabs
Title Corporate Governance Code Consultation document
Format pdf, 887.7 KB

Following the consultation on Restoring Trust in Audit and Corporate Governance, last year, the government invited the FRC to strengthen the UK Corporate Governance Code in specific areas.

We have now launched a public consultation on our proposed revision to Code. This limited revision aims to enhance the Code's effectiveness in promoting good corporate governance, some of the changes include:

  • Setting out a revised framework of prudent and effective controls to provide a stronger basis for reporting on, and evidencing their effectiveness.
  • Improving the functioning of comply-or-explain, taking account of recently published FRC research and reports.
  • Making necessary revisions to reflect the responsibilities of the board and audit committee for sustainability and ESG reporting, and associated assurance in accordance with a company's audit and assurance policy.
  • Updating the Code to ensure that it aligns with changes to legal and regulatory requirements as set out in the Government's response to the White Paper, including strengthening reporting on malus and clawback arrangements.

We welcome comments on the revised Code from all of our stakeholders, and to support your review of the proposed changes, we have made available the following appendices:

  • Appendix A: Draft revised UK Corporate Governance Code (tracked changes version);
  • Appendix B: Draft revised UK Corporate Governance Code (clean version); and
  • Appendix C: Summary of draft secondary legislation on corporate reporting.

Comments on the questions set out in this consultation document are requested by Wednesday 13 September 2023. Responses should be sent by email to [email protected]. Consultation responses will be published unless respondents request anonymity.

Supporting documents
Name Corporate Governance Code Consultation
Publication date 23 May 2023
Notes Consultation document
Format PDF, 887.7 KB
Name Appendix A
Publication date 23 May 2023
Notes Draft revised UK Corporate Governance Code (tracked changes version)
Format PDF, 887.7 KB
Name Appendix B
Publication date 23 May 2023
Notes Draft revised UK Corporate Governance Code (clean version)
Format PDF, 887.7 KB
Name Appendix C
Publication date 23 May 2023
Notes Summary of draft secondary legislation on corporate reporting
Format PDF, 887.7 KB
Name Corporate Governance Code 2023: The hot topics for our Stakeholders
Publication date 24 July 2023
Notes Topics for our stakeholders
Format PDF, 1.6 MB

Podcast

Corporate Governance Code Consultation

Published: 24 May 2023

In our latest podcast, our Director of Stake Holder Engagement and Corporate Affairs, Kate O'Neill, sits down with Executive Director of Regulatory Standards, Mark Babington, and our Head of Corporate Governance Maureen Beresford to discuss the recently launched consultation on revisions to the UK Corporate Governance Code.

Consultation status: closed