- with readers working within the Metals & Mining and Transport industries
- within Strategy topic(s)
Draft updated statutory PSC guidance published
The Government has published draft updated statutory guidance for companies and for LLPs on the meaning of "significant influence or control" under the PSC regime.
The purpose of the guidance is to assist with identifying when a person has significant control over a company under certain criteria.
The changes to the guidance are principally stylistic or technical to reflect recent changes made by the Economic Crime and Corporate Transparency Act 2023, including the abolition of "local" PSC registers.
New guidance on annual invoice payment practice reporting
The Government has published guidance on the new duty under which a large company must report on its invoice payment performance and practices in its directors' report.
The new requirement applies to financial years beginning on or after 1 January 2026. You can read more about the requirement to report on payment practices in a company's annual report in our previous Corporate Law Update.
Read the new Government guidance on reporting on payment data in directors' reports
Government confirms delay to new audit and governance legislation
The Department for Business and Trade has confirmed (in a written answer to a Parliamentary question) that it does not intend to publish a draft Audit Reform and Corporate Governance Bill in the current session of Parliament.
The current session is anticipated to end in Spring 2026, meaning draft legislation could still be introduced this year during the next session.
The written response follows the Government's previous indications in July 2025 to both Houses of Parliament that the legislation would be delayed.
The Bill is intended to make various changes to UK laws on corporate governance, including the following.
- Replacing the Financial Reporting Council (FRC) with a new statutory body, the "Corporate Reporting Authority" (or CRA). The Government had previously intended to replace the new body with wider powers – the Audit, Reporting and Governance Authority (ARGA) – but has since dropped that proposal.
- Modifying the definition of "public interest entity" (PIE) to include a greater range of companies. Current proposals would apply the definition to very large companies (namely, companies with a very high number of employees or a very high turnover). PIEs are subject to greater reporting requirements than other companies.
- Introducing new powers to impose sanctions on directors for serious failures in corporate reporting.
Other proposed reforms included managed shared audit for larger publicly traded companies, mandatory separation of auditors' audit and consulting functions, and the introduction of "resilience statements" and "audit and assurance policies" for companies.
These proposals are currently in a grey area, but voluntary movements in the audit market, coupled with changes to the UK Corporate Governance Code, may now render these reforms unnecessary. We await the draft legislation to see more.
BVCA to become "UK Private Capital"
The British Private Equity & Venture Capital Association – more commonly known as the BVCA – has announced that it will be changing its name to "UK Private Capital".
The BVCA has stated that the decision follows engagement with its members and reflects how both the private capital industry and the BVCA have evolved. It notes that, over the past decade, the private capital industry has grown in scale, breadth and visibility, with BVCA members now spanning private equity, venture capital and private credit.
Subject to approval at the BVCA's AGM, the new name will formally take effect on 27 January 2026.
Read the BVCA's announcement of its change of name to "UK Private Capital"
FCA provides update in advance of new UK public offers of securities regime
The Financial Conduct Authority (FCA) has published Primary Market Bulletin (PMB) 61, in which it has given an update on various matters in advance of the UK's new regime for public offers of securities and admissions to trading, which comes into effect on 19 January 2026.
Following its previous consultation in PMB 58, the FCA intends to finalise 46 guidance notes and delete seven existing guidance notes in its Knowledge Base. You can read more about the FCA's consultation in PMB 58 in our previous Corporate Law Update.
The FCA is consulting on consequential rule reference changes to one technical note (TN/717.3 – Sponsors: Record Keeping Requirements) and has requested comments by 16 February 2026.
Read FCA Primary Market Bulletin 61
Access consultation draft Technical Note 717.3 (Sponsors: Recording Keep Requirements) (opens PDF)
Other items
- Employment equality action plans on the
horizon. The Employment Rights Act 2025 has received Royal
Assent. Among other things, section 33 of the Act creates the power
to require employers with at least 250 employees to publish an
equality action plan describing the steps it is taking in relation
to gender equality. Specifically, the plan would need to cover
equality of opportunity between male and female employees, gender
pay gap and supporting employees going through menopause. We await
the regulations that will impose the new requirement. The
Government's implementation roadmap indicates that the
requirement will commence in 2027.
Access the Employment Rights Act 2025 - Aquis consults on changes following new public offers
regime. The Aquis Stock Exchange (AQSE) has consulted on
changes to its rulebooks following the commencement of the new UK
regime for public offers of securities and admissions to trading.
The updated rules will become effective on 19 January 2026.
Access the Aquis Stock Exchange's consultation on changes to its rulebooks
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
