
New Guidance Notes
Terms of reference
In conjunction with the improving board effectiveness consultation, our policy team has been working with Members and other secretarial practitioners to produce new and revised ICSA Guidance Notes mentioned in the guidance. Terms of reference for board committees are the first in the series to be published and they cover the audit, risk, nomination and remuneration committees.
Aimed primarily at the corporate sector, the terms of reference draw on the experience of company secretaries and outline the role and responsibilities of each committee. They are based on good practice in some of the UK’s top listed companies and are designed for those companies seeking to be fully compliant with the recommendations in the UK Corporate Governance Code and the Walker Review. Areas covered include duties, membership, frequency of meetings, reporting responsibilities and notice and minutes of meetings.
Terms of reference for the audit committee
Terms of reference for the risk committee
Terms of reference for the remuneration committee
Terms of reference for the nomination committee
Joining the right board; due diligence for prospective directors
