ICSA: The Chartered Governance Institute has published updated guidance notes and model terms of reference for board committees. The audit committee, nomination committee and remuneration committee guidance notes and terms of reference have been updated to reflect the requirements of the 2018 edition of the UK Corporate Governance Code.   Read more

The European Securities and Markets Authority (ESMA) has published an updated version of its Questions and Answers on the Prospectus Regulation (ESMA/2019/ESMA31-62-1258). The Prospectus Regulation (EU/2017/1129) came into full force in July 2019 (see our blog post here). There are two new Q&A in relation to summaries contained in prospectuses: the number of additional pages that can be … Read more

The Financial Reporting Council (FRC) and Department for Business, Energy and Industrial Strategy (BEIS) have published joint letters for auditors and accountants with information in relation to auditing and accounting and corporate reporting standards during the transition period following the UK’s exit from the EU. In relation to accounting and reporting, the letter confirms that … Read more

The obligation to endeavour to achieve some object is commonly agreed in commercial contracts where the relevant party is not willing to take on an absolute obligation to that effect. Typical clauses may require the use of “best endeavours”, “reasonable endeavours” or “all reasonable endeavours”, but it is not always clear what these terms require … Read more

Updates recently added to our Corporate Notes blog include an update report on the Parker Review on ethnic diversity on boards, the Investment Association statement on shareholder priorities, and the impact on corporate law of the UK leaving the EU. Read more

The Parker Review has published an update report on the ethnic diversity of UK boards. It says that, although progress has been made to increase the representation of ethnic minorities on FTSE boards in the UK, there is still much more work to be done. In 2015, the government asked Sir John Parker to conduct a review … Read more

The Investment Association (IA) has published a document discussing Listed company shareholder priorities for 2020. It focuses on four areas that IA members consider to be key drivers to long-term value. It also discusses the approach that IVIS, the IA’s corporate governance research service, will take in these areas when highlighting issues relevant to shareholders exercising … Read more

The UK ceased to be a member of the EU at 11pm on 31 January 2020. The impact for corporate practitioners will be limited until 30 December 2020 when the transition/implementation period expires (unless extended). Key point to note are: References to the EU – As the UK is no longer a Member State of the … Read more