The FRC has published a consultation on whether to amend the UK Corporate Governance Code to address a number of issues relating to executive remuneration. If changes to the Code are ultimately proposed, they will be subject to consultation in the first quarter of 2014. Deadline: 6 December, 2013.
The FRC announced last year its intention to consult after the Government’s legislation on voting and reporting on executive remuneration had been finalised. That legislation has now been enacted and came into force on 1 October, 2013.
The FRC is now consulting on three specific proposals: clawback arrangements; whether non-executive directors who are also executive directors in other companies should sit on the remuneration committee; and what actions companies might take if they fail to obtain at least a substantial majority in support of a resolution on remuneration. The FRC does not intend to revisit matters that have been addressed in the Enterprise and Regulatory Reform Act 2013 and the Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013.
FRC Chairman Baroness Hogg commented: “The Government’s new legislation underlines the importance of Boards and investors engaging on directors’ remuneration. The FRC is undertaking this consultation to understand if there is a case for changes to the Code. There is no presumption on the FRC’s part as to the outcome. All interested parties will have an opportunity to make their views known before we reach a final decision.”
Press release
Consultation document
© FRC
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