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Corporate governance definition

What does Corporate governance mean? Corporate governance describes the system by which a company is directed and controlled: how the board, management and shareholders exercise authority, make decisions, manage risk and ensure accountability, transparency and long-term success. In practice it covers board composition (including independent non-executive directors), division of responsibilities, audit and internal controls, remuneration, shareholder rights, stakeholder engagement and reporting. The term is descriptive rather than a single statutory concept. In the UK, expectations are set mainly by soft-law codes (notably the UK Corporate Governance Code on a “comply or explain” basis, and the Wates Principles for large private companies) alongside companies legislation (for...

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Advising on UK corporate governance: compliance with codes, board effectiveness, culture, risk and internal controls, and director remuneration (UK Corporate Governance Code 2024 and related frameworks)

Practice notes
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Why you need to manage this risk

The G20/OECD Principles of corporate governance state that effective governance depends upon a reliable legal, regulatory and institutional architecture that market actors can trust when forming their private contractual arrangements. In the UK, multiple corporate governance frameworks exist, differing in strength and tailored to distinct business types. Some classes of company must adhere to specified frameworks or codes, whereas others elect to follow them voluntarily. Under the Companies Act 2006 (CA 2006), directors of UK companies hold statutory obligations, and these duties are also receiving growing attention within the range of corporate governance codes in domestic use. This growing emphasis is reflected across the various codes currently in wide operation within the UK market today. A host of further laws may scrutinise or call into question an organisation’s governance, such as health and safety legislation (see subtopic: Health and safety in the workplace), the Modern Slavery Act 2015 (see subtopic: Modern slavery and human trafficking), the Corporate Manslaughter and Corporate Homicide Act 2007, and the data protection regime (see subtopic: Data protection compliance—regulatory regime). Certain organisations are expressly obliged to meet a corporate governance code’s requirements, eg:

  • companies with a listing on the
...
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Web page updated on 21/05/2026

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