Technical Briefing October 2026

Of interest to all working in corporate governance

OPPORTUNITY FOR MEMBER INPUT

As I mentioned in the September Technical Briefing, on 6 September the government published the long-awaited consultation on Modernising Corporate Reporting. This runs to 70 pages and closes on 30 November. 

We are keen to collect member feedback in order to contribute to the consultation process and thank you to those who have already been in touch to offer their support.  

We have arranged several working groups to discuss the issues raised by the consultation and these can be found on the consultations page of our website. 

There are articles on the proposals from Baker McKenzie, Eversheds Sutherland, Freshfields, Gowling WLG, the Guardian, Herbert Smith Freehills Kramer, Macfarlanes, Skadden, Arps, Slate, Meagher & Flom, Slaughter and May, the Times (paywall) and Travers Smith. There is a specific briefing from Herbert Smith Freehills Kramer on the remuneration proposals. 

Of interest to all

OPPORTUNITY FOR MEMBER INPUT

What are the governance issues that deserve greater attention? Which emerging risks, trends or developments would benefit from deeper research?

To help shape the Institute's future research programme, we are inviting members to join a virtual roundtable on 27 October at 12.45 pm. The session will explore potential research topics and provide an opportunity for members to share the issues they see having the greatest impact on governance practice.

Insights from the discussion will help shape the Institute's research priorities and ensure they remain relevant to the evolving needs of governance professionals.

If you would like to participate, please register via the consultations webpage. Places are limited and advance registration is required.

Of interest to trustees, charity leaders, governance professionals and those supporting charity boards

OPPORTUNITY FOR MEMBER INPUT AND CPD

As part of Trustee Week 2026 (9-13 November), CGIUKI will host a series of webinars exploring current issues in trusteeship, board effectiveness and governance practice. The programme combines research findings, practitioner perspectives and boardroom experience to examine the challenges and opportunities facing trustee boards today.

Sessions include:

•    Governance Through Two Lenses: Lessons from the Boardroom and the Trustee Board (10 November, 12:30-13:00)
A fireside conversation exploring the similarities and differences between company boards and trustee boards, and the lessons each sector can learn from the other.

•    Building Better Trustee Boards: Skills, Behaviour and Participation (11 November, 12:00-13:00)
CGIUKI's flagship Trustee Week webinar, presenting findings from the Modern Trustee research and examining trustee recruitment, board culture, participation, inclusion and board effectiveness.

•    Trustee Spotlight: A Conversation on Modern Trusteeship (12 November, 12:30-13:00)
An informal discussion with an experienced trustee reflecting on the realities of modern trusteeship, board leadership, governance culture and effective decision-making.

The series will be of particular interest to trustees, chairs, charity chief executives, governance professionals, company secretaries and others involved in supporting effective boards

To help inform our work in the sector, we are inviting trustees, governance professionals and charity leaders to complete The Modern Trustee Survey 2026. The survey explores key governance issues affecting trustee boards, including effectiveness, skills and capability, succession planning, inclusion, risk and resilience, and the impact of emerging technologies.

The findings will help identify the trends shaping trusteeship and support the development of practical guidance for boards navigating a rapidly changing governance environment.

Of interest to all working in small-to-medium enterprises 

OPPORTUNITY FOR MEMBER INPUT

This study, titled “Unveiling the Influence of the Director’s Epistemic and Social Motivations on Board Information Processing”, is being conducted in collaboration between the IE University, Spain and the Chartered Governance Institute UK & Ireland. Ricardo Amaya Villalobos would welcome the opportunity to speak with directors of small and medium-sized enterprises (SMEs) in the UK to participate in this study. As part of this research, we ask you to complete a short survey using the Portrait Values Questionnaire. 

SME directors will contribute to insights into how directors’ values shape boardroom dynamics and decision-making outcomes. If you would be interested in contributing, please contact Kayla Schembri at policy@cgi.org.uk

Of interest to all working in corporate governance

OPPORTUNITY FOR MEMBER INPUT

Senior leaders and governance professionals are increasingly relying upon their own ethical judgment when navigating the absence of formal rules and clear standards. Boglarka Radi, as part of her PhD research with London South Bank University (LSBU) Business School, is exploring how leaders exercise responsibility and ethical standards to traverse moral uncertainty, responsibility, and accountability in the UK business environment.

CGIUKI is supporting this research, which aims to better understand how senior leaders and governance professionals make ethical decisions in complex organisational environments. Boglarka would welcome the opportunity to speak with members who may be willing to participate in a confidential 40-minute online interview as part of the study. If you would be interested in contributing, please contact Kayla Schembri at policy@cgi.org.uk.

Of interest to all working in, or with, the FTSE350

OPPORTUNITY FOR MEMBER INPUT

The expectations placed on the Chair of the Board within FTSE 350 companies have never been greater. Operating amid geopolitical instability, cyber risk, economic uncertainty and heightened ESG scrutiny, Chairs are leading the board in an increasingly complex governance landscape. These pressures are further intensified by evolving board composition and increasingly complex board dynamics.

Neill McWilliams FCG, as part of his PhD research with Henley Business School, is examining a critical gap in understanding how contemporary governance challenges are reshaping the Chair’s role and influencing their contribution to overall board effectiveness. A key dimension of the research explores how the Company Secretary can best support the Chair’s development and effectiveness in this evolving environment.

CGIUKI is supporting this research, which aims to provide improved understanding and practical governance insight. Neill would welcome the opportunity to speak with Company Secretaries/General Counsel, Chairs, Non-Executive Directors and Chief Executive Officers from FTSE 350 companies who may be willing to participate in a confidential one-hour online interview as part of the study. If you would be interested in contributing, please contact Kayla Schembri at policy@cgi.org.uk  

Further, we are hosting three roundtable discussions to test, challenge and validate these emerging findings, and to ensure that the research reflects the realities of board governance in practice. Sessions to register for roundtable discussions have been arranged per audience: one roundtable date for Board Performance Reviewers and two roundtable dates for FTSE350 Company Secretaries. Registration is available via our website (please ensure you select the correct session for your role).

Of interest to all working in, or with, the FTSE350

OPPORTUNITY FOR MEMBER INPUT

Henley Business School is inviting company secretaries and governance professionals from FTSE 100, FTSE 250, FTSE 350 and large private companies to participate in its governance survey. The survey seeks to gather insights into current governance practices and challenges across a range of governance domains.

The survey takes approximately 20 to 30 minutes to complete, and respondents are encouraged to focus on the two domains most relevant to their role. Responses will contribute to research on the evolving governance landscape.

Of interest to those in education governance

REGULATORY UPDATE

As highlighted in previous editions, the Academy Trust Handbook 2026 introduced a range of governance, financial oversight and transparency changes for academy trusts. The key development this month is that the revised Handbook is now in force, with the new requirements taking effect from 1 October 2026. Trusts should be reviewing governance arrangements, internal controls and reporting processes against the updated expectations. 

Alongside the Handbook, the updated Academy Trusts: Governance Guide reflects new governance duties and expectations, including changes relating to inclusion, executive pay and wider statutory responsibilities taking effect during the current academic year. 

These changes sit alongside the Government's wider schools reform agenda set out in Every Child Achieving and Thriving, which includes proposals to strengthen inclusion, reform SEND provision, expand trust-based working and introduce new trust standards focused on inclusion, value for money and community collaboration. Academy trust boards should view the Handbook changes as part of a broader shift towards greater accountability for educational, financial and inclusion outcomes across the trust sector.

Of interest to those working in charity governance

REGULATORY UPDATE

The Charity Commission’s updated guidance on accounting requirements for 2026 highlights significant changes arising from the introduction of the new Charities SORP and revised financial thresholds for reporting, independent examination and audit. The changes affect how charities recognise and report certain types of income and lease arrangements, while increasing transparency expectations for larger charities. The revised thresholds will reduce regulatory requirements for some smaller organisations while changing reporting obligations for others, making it important for trustees to review their existing accounting and assurance arrangements. The guidance reinforces trustees’ responsibilities for financial stewardship, transparency and compliance, and serves as a timely reminder of the governance significance of accurate financial reporting and oversight.

Of interest to all working in corporate governance

REGULATORY UPDATE

Recent announcements from Companies House report the continued implementation of reforms under the Economic Crime and Corporate Transparency Act 2023, with a growing focus on identity verification, digital filing and tackling misuse of the company register.

For governance professionals, the most significant development is that the new identity verification regime is now being actively enforced. The Insolvency Service has secured its first prosecutions against directors who failed to complete mandatory identity verification, sending a clear message that verification is no longer simply a compliance exercise but a legal obligation. There has also been a closure of seven linked companies following a joint investigation with the Insolvency Service, demonstrating increased scrutiny of suspicious activity on the register and misuse of corporate structures.

Meanwhile, Companies House continues its digital transformation programme. From 1 December 2026, objections to company strike-off must be submitted through an online service rather than by email, while digital filing capabilities have been expanded to support overseas company accounts. These changes form part of a wider move towards more reliable, structured corporate data – Companies House are certainly following through on their evolution from passive registrar to active gatekeeper.

Members should ensure that any directors, persons with significant control, and others subject to the new identity verification requirements have completed the necessary steps, while keeping under review forthcoming changes to filing and reporting processes.

There are articles on the prosecutions from Mishcon de Reya and Stevens & Bolton. 

Of interest to all working with investment, stewardship and capital allocation

CPD OPPORTUNITY

The European Corporate Governance Institute (ECGI) has published a working paper examining how governments influence and control defence companies. The central finding is that ownership does not necessarily equate to control – governments may exercise significant influence through board appointment rights, veto powers, governance provisions, and legislative instruments (even when they hold little to no equity stake). 

This has implications for investors and practitioners working in investment firms because traditional analyses of share ownership may miss important sources of state influence, strategic risk, and decision-making power. As defence spending and defence-focused investment funds continue to grow, it provides a useful framework for understanding how really holds influence within the sector. 

To continue the conversation, our Head of Policy, Kayla Schembri, will be moderating a panel on the governance implications of rising investment in defence funds at Governance Guernsey on 15 October 2026. The final conference tickets are available on our website here while stocks last.  

Of interest to those working in the corporate sector, especially in listed companies

The FCA’s Frontier AI and Cyber Resilience review examines how frontier AI is changing cyber risk management and organisational resilience across financial services. It finds that the benefits of frontier AI depend less on model capability and more on the strength of the surrounding governance, controls, human oversight and operational processes. The review highlights growing pressure on firms’ ability to identify, prioritise and remediate vulnerabilities at scale, while emphasising that clear accountability, effective risk ownership and strong cyber resilience fundamentals remain essential. Although it does not introduce new regulatory requirements, the review provides a useful indication of supervisory thinking on the governance, operational resilience and risk management implications of frontier AI adoption.

Of interest to all working in the corporate sector, especially in listed companies

The FCA’s Climate Adaptation and Resilience resource highlights the growing financial and operational risks associated with the physical impacts of climate change and the need for firms to strengthen their resilience. It focuses on how acute and chronic climate risks, including flooding, extreme weather and rising temperatures, can affect business operations, risk management, consumer outcomes and market functioning. The FCA emphasises that firms should consider climate adaptation as a governance and resilience issue, integrating physical climate risks into decision-making, risk oversight and long-term planning. While the resource does not introduce new regulatory requirements, it signals increasing regulatory attention to the resilience of business models, infrastructure and financial services markets in the face of climate change.

Of interest to those working in AI governance

The Bank of England’s Frontier AI: Harness Engineering discussion paper examines how organisations can govern the use of frontier AI in cyber defence through the design of the surrounding controls, workflows, data environments and oversight arrangements. It argues that effective deployment depends less on access to advanced models and more on the strength of the "harness" around them, including human review, validation processes, data governance and operational controls. The paper highlights emerging challenges around data access, supplier dependence and the protection of sensitive information, while emphasising that organisations must maintain accountability for AI-generated outputs and ensure they can prioritise and act on findings at scale. Although it does not introduce new regulatory requirements, the paper provides a useful contribution to the evolving governance of AI, cyber resilience and operational risk. 

Of interest to all working with AI governance

While we’re all trying to keep up with various AI frameworks and guidance papers, Glass Lewis have released their unique Architecture of Investor-Grade AI, that goes beyond the ordinary high-level principles. This paper details operating architecture, governance controls, and accountability mechanisms need to produce trustworthy AI outputs. It explains how methodology, data quality, and three layers of human oversight (“human-in-the-loop”, “human-on-the-loop” and “human-in-command”) work together to govern AI practice. 

This paper is different from existing guidance because it’s not primarily focused on risks, ethics, board responsibilities, or regulatory compliance (which are, of course, all important). Instead, it examines what the authors have called “investor-grade AI” – providing practical advice on how governance, expert methodology, data governance, escalation pathways and oversight structures can be built into AI systems so their outputs can be reliable enough for governance decision-making, investment, and stewardship.

Of interest to all working in corporate governance

The Value, Not Volume: Market Disclosure in a Digital World report, published by UK Finance in partnership with DLA Piper, examines the growing complexity of the UK’s corporate reporting and disclosure framework. Drawing on evidence from market participants, it argues that overlapping regulatory requirements and increasingly lengthy disclosures can obscure information that is most relevant to investors. The report highlights the significant judgement involved in identifying, controlling and disclosing inside information under the UK Market Abuse Regulation (UK MAR), and calls for a more proportionate and coherent disclosure regime that supports transparency while reducing duplication and unnecessary reporting burdens. It provides a timely contribution to ongoing discussions on corporate reporting reform, market integrity and governance accountability. 

And finally, some articles that may be of interest to members:

Board Oversight of AI Transformation: An article from PWC published on the Harvard Law School Forum on Corporate Governance.  

EIMF Second Annual Corporate Governance Conference: On 22 September 2026, our Head of Policy attended this conference in Cyprus to deliver a session on purpose, value and accountability in AI governance, and present on a panel addressing emerging risks. The full conference report is available for download here.

Force Majeure:  An interesting article from Ashurst Perkins Coie, looking at Extreme weather: beyond the force majeure clause - How changing weather conditions will drive commercial disputes, and what you can do to prepare.  In practical terms, this looks at how ‘unforeseeable’ extreme weather might be.  

ProShare Conference: On 23 September 2026, our Head of Policy presented on a panel discussing the governance challenges of the incoming EU pay transparency directive and where share plans fit into the broader reward conversation. Read the full conference write-up here.

Register transparency: an article from Smartlegal on a recent judgment from the Court of Justice of the European Union on whether Latvian company law, under which personal data relating to minority shareholders in a public limited company are publicly available, is compatible with EU law. 

Stamp Duty on shares: An update from Lewis Silkin on the Government's draft legislation for a new Securities Transfer Tax (STT), mentioned in the September Technical Briefing. 

Regarding further reading, it would be remiss of me not to mention the CGIUKI blog and other articles published in September:

9 September - New report on AI hack raises serious governance questions
15 September - Comment: What happens when experienced governance professionals have five days to compare notes 
29 September - From the CEO: Boards must test what they are told