Jason Halper and Steven Baker are partners and Janaki Tampi is an associate at Cadwalader, Wickersham & Taft LLP. This post is based on a Cadwalader publication by Mr. Halper, Mr. Baker, Ms. Tampi, Ellen Holloman, Jared Stanisci and Hyungjoo Han. Related research from the Program on Corporate Governance includes The Elusive Quest for Global Governance Standards by Lucian Bebchuk and Assaf Hamdani.
In December 2017, the UK Financial Reporting Council (the “FRC”) proposed revisions to the UK Corporate Governance Code. These revisions will impact companies with a Premium Listing of equity shares in the UK, which are required under the Listing Rules to state in their annual report and accounts how they have applied the Code. The revisions are designed to achieve long-term company growth through enhanced corporate accountability mechanisms and are aimed at consolidating the UK’s reputation as a leading environment for transparent and efficient international business. Many of the proposed revisions, if enacted, would facilitate greater alignment between UK and US corporate governance law and regulations.
Introduction
In December 2017, the FRC published proposed revisions to the UK Corporate Governance Code (the “current Code”). The changes follow the August 2017 announcement by business secretary Greg Clark that the UK Government would be implementing wide-ranging corporate governance reforms in response to its November 2016 Green Paper Consultation on Corporate Governance Reform, the subsequent FRC report on corporate culture and the Business Enterprise and Industrial Strategy report on corporate governance.