ICAS ICAS logo

Quicklinks

  1. About Us

    Find out about who we are and what we do here at ICAS.

  2. Find a CA

    Search our directory of individual CAs and Member organisations by name, location and professional criteria.

  3. CA Magazine

    View the latest issues of the dedicated magazine for ICAS Chartered Accountants.

  4. Contact Us

    Get in touch with ICAS by phone, email or post, with dedicated contacts for Members, Students and firms.

Login
  • Annual renewal
  • About us
  • Contact us
  • Find a CA
  1. About us
    1. Governance
  2. Members
    1. Become a member
    2. Newly qualified
    3. Manage my membership
    4. Benefits of membership
    5. Careers support
    6. Mentoring
    7. CA Wellbeing
    8. More for Members
    9. Area networks
    10. International communities
    11. Get involved
    12. Top Young CAs
    13. Career breaks
    14. ICAS podcast
    15. Newly admitted members 2022
    16. Newly admitted members 2023
  3. CA Students
    1. Student information
    2. Student resources
    3. Learning requirements
    4. Learning updates
    5. Learning blog
    6. Totum Pro | Student discount card
    7. CA Student wellbeing
  4. Become a CA
    1. How to become a CA
    2. Routes to becoming a CA
    3. CA Stories
    4. Find a training agreement
    5. Why become a CA
    6. Qualification information
    7. University exemptions
  5. Employers
    1. Become an Authorised Training Office
    2. Resources for Authorised Training Offices
    3. Professional entry
    4. Apprenticeships
  6. Find a CA
  7. ICAS events
    1. CA Summit
  8. CA magazine
  9. Insight
    1. Finance + Trust
    2. Finance + Technology
    3. Finance + EDI
    4. Finance + Mental Fitness
    5. Finance + Leadership
    6. Finance + Sustainability
  10. Professional resources
    1. Anti-money laundering
    2. Audit and assurance
    3. Brexit
    4. Business and governance
    5. Charities
    6. Coronavirus
    7. Corporate and financial reporting
    8. Cyber security
    9. Ethics
    10. Insolvency
    11. ICAS Research
    12. Pensions
    13. Practice
    14. Public sector
    15. Sustainability
    16. Tax
  11. CPD - professional development
    1. CPD courses and qualifications
    2. CPD news and updates
    3. CPD support and advice
  12. Regulation
    1. Complaints and sanctions
    2. Regulatory authorisations
    3. Guidance and help sheets
    4. Regulatory monitoring
  13. CA jobs
    1. CA jobs partner: Rutherford Cross
    2. Resources for your job search
    3. Advertise with CA jobs
    4. Hays | A Trusted ICAS CA Jobs Partner
    5. Azets | What's your ambition?
  14. Work at ICAS
    1. Business centres
    2. Meet our team
    3. Benefits
    4. Vacancies
    5. Imagine your career at ICAS
  15. Contact us
    1. Technical and regulation queries
    2. ICAS logo request

ICAS guidance on corporate governance

  • LinkedIn (opens new window)
  • Twitter (opens new window)
By Alice Telfer, Head of Business Policy and Public Sector, ICAS Policy Leadership

1 March 2021

Main Points

  • Find out more about ICAS corporate governance guides.
  • Obtain insights and good practice on directors’ duties, audit tendering and auditor evaluation.
  • Use our professional judgement framework to support complex decision-making for financial and narrative reporting.

Discover ICAS guidance on corporate governance

ICAS has published a range of guidance on corporate governance matters to support directors in business and the public sector.

Topics include:

  • Directors' duties.
  • Auditor evaluation.
  • Audit tendering.
  • Exercising professional judgement in complex financial and corporate reporting decisions.
  • Sharing international insights on audit committees.

ICAS has leveraged a wealth of insights and distilled good practice principles on various aspects of corporate governance which will be a valuable aid for boards.

Paul Hally, Chair of Business Policy Panel

For directors

1. Directors’ case studies - implementing section 172 duty to promote the success of the company

Board member CAs have shared a series of real life case studies to help illustrate application of the directors’ duty to promote the success of the company and the wider issues set out in the Companies Act section 172.  These examples share the factors directors had to evaluate when making their decision and the principles applied to balance different needs and priorities.

Various scenarios are offered that individuals can tailor to their own circumstances including:

  • managing cost reductions;
  • investment decisions;
  • managing assets at risk of default;
  • supporting long-term success;
  • managing challenges - internal (board dynamics) and external (public investigations);
  • environmental impact.

2. Directors' statutory duties - guidance for directors of private companies (executive & non-executive)

This guide aims to help existing and potential directors, as well as shareholders/owners, to identify what they need to know, and where they need to look to find good practice on effective boards.

It offers practical considerations to help implementation and explains key aspects, including:

  • dealing with business difficulties;
  • appointing directors;
  • what to expect from non-executives;
  • compliance and risk management.

For non-executives, factors for consideration on whether to accept a board appointment are outlined as well as information on what they can expect from the business to help fulfill their role.

Key themes for boards today are reviewed with additional guidance on areas such as building trust, board culture, sustainability, ethics and values and board evaluation.

For audit committees and directors

3. Evaluating your auditor

Select from two guides which aim to help audit committee members or board directors share good practice on:

-Auditor evaluation for private companies (SMEs)
-Auditor evaluation for publicly funded, third sector and not-for-profit bodies

Regular evaluation of the auditor’s performance helps to ensure that you get the service needed for your organisation. The guidance clarifies what to expect from a good quality audit, key principles and organisational benefits.

It explains how to approach the evaluation, frequency and sets out the issues to consider when engaging non-audit services. A detailed checklist is provided to guide audit committee members through the evaluation process.

For public sector organisations which use a national framework where the auditor is appointed centrally, it is still important to actively review your auditor to enable two-way sharing of information and increase confidence in the quality of service. The guidance is tailored to the public/not-for-profit sector context.

These ICAS guides provide useful insights and are a valuable resource for good practice corporate governance in the public sector.

Gordon Smail, Chair of Public Sector Panel

4. Audit tendering – selecting your auditor

Select from three guides on audit tendering which tailor good practice to the sector you are interested in:

-Selecting an auditor in the public sector
-Audit tendering for directors of private companies
-Audit tendering for public interest entities.

These tailored guides distil the key factors of good practice into a more accessible and practical form for different organisations.

They explain:

  • benefits of audit tendering;
  • trigger points for retendering;
  • risks of not rotating on a regular basis;
  • tender process, key assessment criteria;
  • tips on how to get the quality audit you need.

Each guide also includes a checklist to take you through the process from planning to assessing final auditor presentations.

For publicly funded bodies, whatever the tender framework, periodically reassessing and challenging what is an appropriate frequency for tendering to balance independence and maximise efficiency is beneficial.  Even where a national tendering framework is used, as organisations are paying for and benefiting from the audit, it is in their interest to engage actively in the process promoting audit quality to obtain the quality needed. Tips on achieving “quality first at a fair price” are offered.

An important element of effective governance is a strong audit committee (or equivalent); this guide explains the principles of audit quality and responsibilities in a public/not-for-profit sector context.

5. Making professional judgements - financial and narrative reporting

The professional judgement framework provides a structure which aims to help you come to a sound judgement when you have a complex financial or narrative reporting decision to make.

This framework is applicable across any sector and is aimed at auditors, preparers, audit committee member or regulators. It can also be used to support training.

6. Insights from audit committee chairs

ICAS and Chartered Accountants Australia and New Zealand (CAANZ) have published a report sharing insights from interviews with audit committee chairs and a roundtable discussion with key stakeholders which aims to share international perspectives and best practice.

Find out more about insights from audit committee chairs.

Support and guidance

Hero image public sector

Directors’ case studies on their wider section 172 responsibilities

By Alice Telfer, Head of Business Policy and Public Sector, ICAS Policy Leadership

23 January 2020

2023-03-MarksElectrical 2023-03-MarksElectrical
ICAS logo

Footer links

  • Contact us
  • Terms and conditions
  • Modern slavery statement
  • Privacy notice
  • CA magazine

Connect with ICAS

  • Facebook (opens new window) Facebook Icon
  • Twitter (opens new window) Twitter Icon
  • LinkedIn (opens new window) LinkedIn Icon
  • Instagram (opens new window) Instagram Icon

ICAS is a member of the following bodies

  • Consultative Committee of Accountancy Bodies (opens new window) Consultative Committee of Accountancy Bodies logo
  • Chartered Accountants Worldwide (opens new window) Chartered Accountants Worldwide logo
  • Global Accounting Alliance (opens new window) Global Accounting Alliance
  • International Federation of Accountants (opens new window) IFAC
  • Access Accountancy (opens new window) Access Acountancy

Charities

  • ICAS Foundation (opens new window) ICAS Foundation
  • SCABA (opens new window) scaba

Accreditations

  • ISO 9001 - RGB (opens new window)
© ICAS 2022

The mark and designation “CA” is a registered trade mark of The Institute of Chartered Accountants of Scotland (ICAS), and is available for use in the UK and EU only to members of ICAS. If you are not a member of ICAS, you should not use the “CA” mark and designation in the UK or EU in relation to accountancy, tax or insolvency services. The mark and designation “Chartered Accountant” is a registered trade mark of ICAS, the Institute of Chartered Accountants of England and Wales and Chartered Accountants Ireland. If you are not a member of one of these organisations, you should not use the “Chartered Accountant” mark and designation in the UK or EU in relation to these services. Further restrictions on the use of these marks also apply where you are a member.

ICAS logo

Our cookie policy

ICAS.com uses cookies which are essential for our website to work. We would also like to use analytical cookies to help us improve our website and your user experience. Any data collected is anonymised. Please have a look at the further information in our cookie policy and confirm if you are happy for us to use analytical cookies: