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Higgs Report meaning
Published by a LexisNexis Corporate expert
What does Higgs Report mean?
The Higgs Report describes the independent review published in January 2003 and led by Derek Higgs on the role and effectiveness of non-executive directors (NEDs) in UK corporate governance. Although not legislation or case law, it is widely cited by lawyers and company secretaries because its recommendations were incorporated by the Financial Reporting Council into the Combined Code (now the UK Corporate Governance Code) and underpin the comply-or-explain regime for listed companies.
Key themes include: clearer responsibilities of NEDs; criteria for independence; a majority of independent NEDs on the board; the senior independent director (SID) role; strengthened nomination, remuneration and audit committee composition; letters of appointment, time commitment, induction and training; annual board and committee evaluation; NED-only meetings; and structured shareholder engagement. It emphasised that the general duties of directors apply equally to NEDs.
In practice, the term is used when advising on board composition, Listing Rules and Disclosure Guidance and Transparency Rules compliance, IPO readiness, corporate governance statements and board effectiveness reviews. Usage is consistent across the UK. In Ireland, its influence is reflected in the Irish Corporate Governance Annex and the application of the UK Corporate Governance Code to Euronext Dublin-listed companies.
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