Third Country Auditors Regulatory Background
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Regulatory Background
UK law requires the registration and regulation of auditors from third countries who audit the accounts of companies that issue securities on regulated markets in the UK. These audit firms are referred to as “third country auditors” or “TCAs”.
This framework ensures that the auditors of companies listed on UK markets are subject to appropriate regulatory requirements, regardless of where the company, or it’s auditor, is located.
TCAs that audit companies listed in the UK must register with the UK’s Competent Authority, which is the Financial Reporting Council (FRC). Further information on which companies fall within this definition is available on the Who is required to register as a TCA? page.
The regulatory regime for TCAs is designed to provide a level of oversight equivalent to that applied to audits of UK -incorporated listed companies. Its purpose is to strengthen and protect public confidence in the annual and consolidated financial statements of companies listed on UK regulated markets that are audited by TCAs.
Where TCAs are based in countries which have been assessed as providing an ‘equivalent’ standard of audit oversight to that in the UK, certain monitoring and inspection requirements do not apply.
Further information, including the UK Register of Third Country Auditors, can be accessed below. If you have queries relating to third country auditors, please contact [email protected].
Role of the FRC
The regime ensures that auditors from third countries carry out high-quality audit work. It applies to non-UK auditors of non-UK incorporated companies whose securities are admitted to trading on an UK-regulated market, most commonly the Main Market of the London Stock Exchange.
The FRC has statutory powers, delegated by Government, to set the detailed regulatory requirements governing the third country auditor regime in the UK.
In practice, the FRC is responsible for maintaining the UK Register of Third Country Auditors (including the registration and deregistration of third country auditors) and for undertaking external quality monitoring of audits performed by certain third country auditors.
The UK requirements are established within the legal framework set out in:
- the Companies Act 2006 (Part 42 and Schedule 12),
- the Statutory Auditors and Third Country Auditors Regulations 2013 (SI 2013/1672)
- the Statutory Auditors and Third Country Auditors Regulations 2016 (SI 2016/649) (as amended)
- the Statutory Auditors and Third Country Auditors (Amendment) (EU Exit) Regulations 2019 (SI 2019/177)
- the Statutory Auditors and Third Country Auditors (Amendment) (EU Exit) (No. 2) Regulations 2020 (SI 2020/108)
- the Companies (Directors' Remuneration and Audit) (Amendment) Regulations 2025 (SI 2025/439).
Third Country Auditor Register Procedures
The FRC has the authority to remove a third country auditor from the UK Register of Third Country Auditors in the circumstances set out in the Companies Act 2006 and Statutory Auditors and Third Country Auditor Regulations 2013 (as amended).
The process for the de-registration of third country auditors, where the FRC Board considers that grounds for removal exist, is detailed in the Third Country Auditor Register Procedures.
The FRC produced the Third Country Auditor Register Procedures. These were drafted based on a public consultation.