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Checklist: remuneration committee composition for UK quoted companies—UK Corporate Governance Code requirements and investor best practice (ISS, PIRC, IA, QCA, PLSA, Glass Lewis)

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This checklist outlines the UK Corporate Governance Code expectations for the make-up of remuneration committees of quoted companies, alongside leading best practice from principal institutional investor bodies...

UK Corporate Governance Code (UKCG Code)

  • The remuneration committee should include a minimum of three independent non-executive directors, or two for smaller companies (those outside the FTSE 350)...
  • The company chair may sit on the committee but must not chair it, provided he or she was judged independent at the time of appointment as chair...
  • Before taking up the role of remuneration committee chair, the individual should have served on a remuneration committee for at least 12 months...
  • References: 2018 UKCG Code, Provision 32; 2024 UKCG Code, Provision 32...

Institutional Shareholder Services Inc (ISS)

  • For FTSE 350 companies, the remuneration committee should comprise at least three non-executive directors, with all members being independent...
  • The company chair may join the committee but must not chair it, if he or she was considered independent upon appointment as chair...
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Web page updated on 20/05/2026

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