Réforme du code de gouvernance britannique

La Grande-Bretagne vient de faire évoluer son Code gouvernance d’entreprise en avril 2016 : UK Corporate Governance Code 2016.

Following the 2014 Code amendments, which focussed on the provision by companies of information about the risks which affect longer term viability, the FRC will continue to monitor compliance with these changes. Companies should be presenting information to give a clearer and broader view of solvency, liquidity, risk management and viability. For their part, investors should assess these statements thoroughly and engage accordingly.

To run a corporate board successfully should not be underrated. Constraints on time and knowledge combine with the need to maintain mutual respect and openness between a cast of strong, able and busy directors dealing with each other across the different demands of executive and non-executive roles. To achieve good governance requires continuing and high quality effort.

Chairmen are encouraged to report personally in their annual statements how the principles relating to the role and effectiveness of the board (in Sections A and B of the Code) have been applied. Not only will this give investors a clearer picture of the steps taken by boards to operate effectively but also, by providing fuller context, it may make investors more willing to accept explanations when a company chooses to explain rather than to comply with one or more provisions.

While in law the company is primarily accountable to its shareholders, and the relationship between the company and its shareholders is also the main focus of the Code, companies are encouraged to recognise the contribution made by other providers of capital and to confirm the board’s interest in listening to the views of such providers insofar as these are relevant to the company’s overall approach to governance.

À la prochaine…

Ivan Tchotourian

Ce contenu a été mis à jour le 1 mai 2016 à 14 h 20 min.

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