Corporate governance

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Audit, risk and internal control Boards and committees Directors' remuneration Environmental, social and governance issues Relations with shareholders The corporate governance regime UK Corporate Governance Code resources

Latest Corporate News

Market Standards Trend Report—Trends in UK Equity Capital Markets in 2024

Market Standards Trend Report—Trends in UK Equity Capital Markets in 2024

The following Corporate news provides comprehensive and up to date legal information on Market Standards Trend Report—Trends in UK Equity Capital Markets in 2024

What to know about FCA’s UK listing rules proposal

What to know about FCA’s UK listing rules proposal

The following Financial Services news provides comprehensive and up to date legal information on What to know about FCA’s UK listing rules proposal

Council of the EU publishes update on corporate sustainability reporting and due diligence directive amendments

Council of the EU publishes update on corporate sustainability reporting and due diligence directive amendments
ESMA consults on extending simplified insider list formats under Listing Act

ESMA consults on extending simplified insider list formats under Listing Act

Featured Corporate content

Sub-division and consolidation of shares

Sub-division and consolidation of shares

Sub-division and consolidation of sharesCoronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other...

A company’s constitution

A company’s constitution

A company’s constitutionWhat is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as...

Removal of a director

Removal of a director

Removal of a directorThis note should be read in conjunction with Practice Note: Appointment, retirement and resignation of a director.For an...

Takeover Code—Rule 34—Right of withdrawal

Takeover Code—Rule 34—Right of withdrawal

Takeover Code—Rule 34—Right of withdrawalThis Resource Note outlines the main provisions of Rule 34 of The City Code on Takeovers and Mergers (Code),...

Practice notes

Directors’ remuneration

Directors’ remunerationCompany directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration...
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2nd Mar
Practice notes

Issue of redeemable shares

Issue of redeemable sharesA limited company that proposes to issue redeemable shares must comply with the provisions of the Companies Act 2006 (CA...
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1st Mar
Practice notes

De facto and shadow directors

De facto and shadow directorsDefinition of 'director'The Companies Act 2006 (CA 2006) broadly defines a director as 'any person occupying the position...
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1st Mar
Practice notes

Private equity investment—ratchets

Private equity investment—ratchetsA ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees...
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1st Mar
Practice notes

Fiduciary duties of directors

Fiduciary duties of directorsThis Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the...
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2nd Mar
Practice notes

Companies limited by guarantee

Companies limited by guaranteeWhat is a company limited by guarantee?Limited companies can be either limited by shares or by guarantee. A company...
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2nd Mar
Practice notes

Directors’ board meetings—fundamentals

Directors’ board meetings—fundamentalsUnlike company general meetings and annual general meetings (AGMs), there are no specific provisions in the...
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2nd Mar
Practice notes

Amending the articles of association

Amending the articles of associationThis Practice Note summarises the procedure to amend or change a company’s articles of association in accordance...
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2nd Mar
Practice notes

Drag along and tag along—fundamentals

Drag along and tag along—fundamentalsDrag along and tag along rights are common provisions in private equity (PE)/venture capital (VC) and corporate...
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2nd Mar
Practice notes

Powers of directors

Powers of directorsThe directors of a company are responsible for the day-to-day management of that company.The directors make decisions on behalf of...
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2nd Mar
Practice notes

Companies House filing procedures

Companies House filing proceduresFiling documents at Companies House may be one of the most simple tasks a corporate lawyer ever has to carry out in...
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1st Mar
Practice notes

Articles of association—provisions for entrenchment

Articles of association—provisions for entrenchmentWhat are 'provisions for entrenchment'?The usual way to amend a company's articles of association...
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1st Mar
Practice notes

Company names and business names

Company names and business namesThere are a number of statutory and regulatory controls and restrictions on the choice of company and business names....
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1st Mar
Practice notes

Sale of treasury shares

Sale of treasury sharesA limited company may hold, or deal with, shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006)...
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1st Mar
Practice notes

Class rights and variation of class rights

Class rights and variation of class rightsA company having a share capital may have separate classes of shares. As a general rule, a type of share...
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1st Mar
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Practice notes

The nature of a general partnership and its legal framework

The nature of a general partnership and its legal frameworkSources of partnership lawThe main body of law governing a general partnership formed under...
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1st Mar

Popular documents

Non-executive directors—independence

Non-executive directors—independenceThe concept of independence is key to provisions in the UK Corporate Governance Code (UKCG Code) on board effectiveness, including on board and board committee composition. Non-executive directors (NEDs) of listed companies and, in particular, independent NEDs,

2018 UK Corporate Governance Code—Section 4—Audit, risk and internal control

2018 UK Corporate Governance Code—Section 4—Audit, risk and internal controlSTOP PRESS—Impact of the Retained EU Law (Revocation and Reform) Act 2023: This document contains references to retained EU law (REUL) and associated terms introduced by the European Union (Withdrawal) Act 2018 in connection

Corporate governance for private companies

Corporate governance for private companiesBackgroundHistorically the UK’s corporate governance regime has been focused on publicly listed companies with the UK Corporate Governance Code (UKCG Code) applying to companies with a premium listing on the London Stock Exchange. However, following some

Non-executive directors and the listed company board—corporate governance roles and responsibilities

Non-executive directors and the listed company board—corporate governance roles and responsibilitiesThe non-executive director (NED) is not a statutory creation and is, essentially, a creature of corporate governance. There is no legal distinction in the Companies Act 2006 (CA 2006) between