The importance of regular Board Performance Reviews has been recognised across numerous industries and sectors, with many organisations expected to perform an informal internal review annually, while others must also ensure that a formally documented, if not an external review, is performed on at least a tri-annual basis.
It is notable that the principle of proportionality features much more predominantly in the requirements that apply to organisations operating in the private sector, where the need to perform a Board Performance Review is often a function of the organisation's market capitalisation or the risk they pose to the wider economy. In comparison, organisations operating in the public sector are subject to a blanket requirement to perform internal and external reviews, regardless of their scale or size.
With our deep knowledge and experience of the statutory responsibilities and obligations of companies, directors, and officers, along with a "good practice" approach to practical leadership and governance, our team is well-positioned to provide external reviews and help guide internal reviews for organisations and their Boards.
All of our reviews are carried out in accordance with the latest version of the Chartered Governance Institute UK & Ireland Code of Practice for Board Reviewers (September 2023).
| Code of Practice | Date of Publication | Annual Review (Internal) | Tri-Annual Review (External) | Comment |
|---|---|---|---|---|
| Irish Corporate Governance Code (Euronext) | Sep 2024 | Required | Required | External review required every 3 years for firms with market cap > €750m. |
| UK Corporate Governance Code (FRC) | Jan 2024 | Required | Required | External review required every 3 years for FTSE 350 companies. |
| Corporate Governance Requirements for Insurance Undertakings (CBI) | 2015 | Required | Required | |
| Corporate Governance Requirements for Credit Institutions (CBI) | 2015 | Required | Required | |
| Corporate Governance Requirements for Investment Firms and Market Operators (CBI) | 2018 | Not Required | Not Required | |
| Corporate Governance Code for Collective Investment Schemes and Management Companies (IFIA) | 2012 | Required | Not Required | Annual review to be followed by a formal, documented review every 3 years. Formal review may be performed internally. |
| Corporate Governance Code for Fund Service Providers (IFIA) | 2014 | Required | Not Required | Chair to be reviewed every 3 years. |
| Code of Practice for the Governance of State Bodies | Aug 2016 | Required | Required | |
| Charities Governance Code (CRA) | 2021 | Principle 5: Working Effectively sets out the expectation that charitable bodies will 'from time to time, review how your board operates', conduct a 'regular review [of] the effectiveness of your board as a whole' and 'do regular skill |
This article contains a general summary of developments and is not a complete or definitive statement of the law. Specific legal advice should be obtained where appropriate.
