The new UK Corporate Governance Code

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The Code sets out that for accounting periods starting on or after 1 January 2019 the board should:

  • Establish the company’s purpose, values and strategy
  • Ensure these are aligned with the company’s culture Promote the desired culture Assess and monitor culture – the annual report should explain the board’s activities and any action taken
  • Decide who their stakeholders are
  • Ensure effective engagement with and encourage participation from shareholders and stakeholders
  • Understand the views of key stakeholders and describe in the annual report how their interests and the matters in section 172(1)(a) to (f) of the Companies Act 2006 (setting out that ‘A director of a company must act in the way [they] consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole...’) have been considered in board discussions and decision-making
  • Use one of a combination of the following or explain alternative arrangements: a director from the workforce, a workforce advisory panel, or a designated non-executive
  • Describe engagement with employees in the annual report, and the board’s regard for employee interests and the effect on principle decisions during the year
  • Report on the RemCo’s engagement with the workforce to explain how executive pay aligns with wider pay policy
  • Describe the Nomination Committee’s work in the annual report, including appointments, succession planning, and pipeline diversity, linking this to company strategy and reporting the gender balance of those in senior management

Further reading

Can HR quantify culture?

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