UK: non-compete clauses - a call for evidence

The Department for Business, Innovation and Skills (BIS) has published a consultation paper seeking views on the operation of non-compete clauses: see here (pdf). In particular, BIS is interested to know whether such clauses unfairly hinder workers from moving freely between employers or from starting their own business.

UK: BIS consultation - enhancing transparency of beneficial ownership information of foreign companies undertaking certain economic activities in the UK

The Department for Business, Innovation and Skills has published a consultation paper in which it outlines a range of proposals to enhance the transparency of beneficial ownership for foreign companies purchasing land or property in England and Wales, or participating in public contracting in England: see here (pdf).

UK: audit reform - BIS consultation - public responses published

The Department for Business, Innovation and Skills has published the responses received in respect of its consultation on the implementation of the new EU statutory audit framework: see here.

UK: Exploring the intermediated shareholding model - BIS research paper

The second BIS research paper for 2016 was published yesterday. Titled 'Exploring the Intermediated Shareholding Model', the paper presents the results of important and interesting research concerning the chains of ownership and voting between individual and institutional investors and the companies in which they have invested. The research found, for example, that interest in attending and voting at the annual general meeting was low amongst individual shareholders. A copy of the paper is available here (pdf).

UK: The importance of corporate governance - a speech by the corporate governance minister

Baroness Neville-Rolfe - the Minister in the Department for Business, Innovation and Skills responsible for corporate governance, company law and Companies House - delivered a speech earlier this month titled The Importance of Corporate Governance: see here. The speech explores recent changes but also highlights several forthcoming proposals that will be the subject of consultation, including the dematerialisation of paper share certificates and implementation of the EU Non-financial reporting Directive. Baroness Neville-Rolfe also identified areas for improvement, including the quality of financial and non-financial reporting.

UK: audit and auditor regulation - update on the implementation of new EU statutory audit framework

The Department for Business, Innovation and Skills has today published an update in respect of the UK's implementation of new EU statutory audit framework: see here. The update states that BIS will publish a consultation in the next few weeks covering, amongst other things, the following matters: the definition of a public interest entity; Financial Reporting Council powers and Professional Bodies’ responsibilities; and mandatory re-tendering and rotation of public interest entity auditors.

The update also contains information regarding the implementation work being undertaken by the Financial Reporting Council, Financial Conduct Authority and Prudential Regulation Authority. The FRC will, the update states, be publishing a consultation paper next month containing proposed changes to the UK Corporate Governance Code and the FRC's audit committee guidance.

The European Commission has, today, published information on the national measures being adopted by Member States: see here.

UK: PSC Register - draft legislation published

The Department for Business, Innovation and Skills (BIS) has published a consultation paper, including draft legislation (the Register of People with Significant Control Regulations 2015), which sets out how the new People with Significant Control Register will operate: see here (pdf). The Regulations cover: the scope of the register; how the nature of control is recorded on the register; the fees that companies can charge in making available information on the register; the circumstances in which certain information can be withheld from the public register; and how companies can compel others to provide information.

Update (23 June 2015): an updated consultation paper was published today. The update contained this announcement from BIS: there will be a delay in the introduction of the ban on appointing corporate directors, originally scheduled for October 2015. According to the consultation paper, it will now come into force in April 2016.

UK: Small Business, Enterprise and Employment Bill - Parts 7 and 8 - provisional implementation plan

The Department for Business, Innovation and Skills has published a provisional implementation plan for Part 7 ("Companies: transparency") and Part 8 ("Company Filing Requirements") of the Small Business, Enterprise and Employment Bill: see here (pdf). This explains, amongst other things, that the prohibition (with exceptions) on corporate directors will come into force in October 2015 and that companies will no longer be able to issue bearer shares two months after the Bill has received Royal assent. The Bill is currently before the House of Lords and its Committee stage will resume today.

UK: BIS discussion paper on the register of significant control

The Small Business, Enterprise and Employment Bill is currently before Parliament and will, amongst other things, introduce a new central register of those with significant control over UK companies (the so-called PSC register). The Secretary of State will be required to prepare and publish guidance about the meaning of "significant influence or control" and in this regard the Department for Business, Innovation and Skills has published a discussion paper seeking views on the structure, format and content of this guidance and asks whether an external working group would be an appropriate way to develop it: see here (pdf).

UK: Kay Review implementation - a progress report

The Department for Business, Innovation and Skills yesterday published a progress report concerning implementation of the recommendations made in the Kay Review of UK Equity Markets and Long–Term Decision Making: see here (pdf). The report also contains the Government's response to the recommendations recently made by the Law Commission in its report Fiduciary Duties of Investment Intermediaries.

Two additional documents accompany the progress report. The first, a BIS research paper, considers the metrics and models used to assess company and investment performance: see here (pdf). The second document contains notes of a BIS roundtable on the practical and legal issues related to limiting the rights of short-term shareholders during takeover bids: see here (pdf).

UK: Implementation of Chapter ten of the Accounting Directive 2013/34/EU - extractive industry reporting

The Department for Business, Innovation and Skills has published its response to the consultation it recently undertook in respect of the UK's implementation of Chapter ten ("Report on payments to governments") of the EU Accounting Directive 2013/34/EU: see here (pdf). A draft statutory instrument - the Reports on Payments to Governments Regulations 2014 - has also been published: see here (pdf).

It is the Government's intention that those undertakings subject to the Regulations will be required to report on payments made in financial years commencing on or after 1 January 2015. An undertaking is subject to the Regulations if it defined as large, or it is a public interest entity, and it is a mining or quarrying undertaking or a logging undertaking. The definition of undertaking includes limited companies and limited liability partnerships.

UK: The Nuttall Review recommendations - progress report, a call for evidence and share buy back guidance

The Department for Business, Innovation and Skills (BIS) has published a progress report in respect of the 28 recommendations made last year by the Nuttall Review of employee ownership: see here (pdf). In respect of one of these recommendations - exempting employee benefit trusts from the 125 year perpetuity period in the Perpetuities and Accumulations Act 2009 to enable perpetual ownership of shares in employee owned companies by employee benefit trusts - BIS has this week published a call for evidence: see here (pdf). It has also published a guide to the changes made to the share buy back rules by the Companies Act 2006 (Amendment of Part 18) Regulations 2013: see here (pdf).

UK: BIS publishes business population estimates

The Department for Business, Innovation and Skills yesterday published its latest business population estimates: see here (pdf). At the start of 2013, there were an estimated 4.9 million private sector businesses in the UK, of which 62.6% were sole proprietorships, 28.5% companies and 8.9% ordinary partnerships. 99.9% of private sector businesses are classed as SMEs.

UK: BIS consults on options for reforming various company filing requirements

The Department for Business, Innovation and Skills has published a consultation paper setting out various reform options concerning the annual return, register of members, statements of capital and the disclosure of information in respect of subsidiaries: see here (pdf).

UK: FTSE350 companies and their subsidiaries

In a speech delivered in July this year, the Secretary of State for Business, Innovation and Skills said that he was examining how FTSE350 companies meet the legal requirement to identify their subsidiaries in their accounts and/or annual return: see here. Yesterday it was announced, following a review by Companies House, that 124 companies had failed to provide a full list of their subsidiaries: see here (pdf).

UK: BIS research paper - the listing decisions of UK companies

The most recent paper published by the Department for Business, Innovation and Skills, as part of its research paper series, considers the motivations behind the listing decisions of the UK companies: see here (pdf). The paper's findings are based on a survey of 31 predominantly UK owned and based mid-sized businesses (defined as those with sales turnover of between £25m and £500m), including 17 listing on the London Stock Exchange and 14 unlisted. Chapter five of the report considers corporate governance.

UK: Parliamentary BIS Committee report on the Kay Review

The House of Commons Business, Innovation and Skills Committee has published the final report for its inquiry into the Kay Review of UK Equity Markets and Long–Term Decision Making: see here or here (pdf). The Committee has called on the Government to publish clear, measurable and achievable targets for the implementation of Professor Kay's recommendations, asking for this to be done immediately.

UK: 'Transparency and Trust' discussion paper published

The Department for Business, Innovation and Skills today published a discussion paper titled Transparency and Trust - Enhancing the transparency of UK company ownership and increasing trust in UK business: see here (pdf). The paper contains many proposals and views are sought on seventy two questions across the following areas: establishing a central register of beneficial ownership; bearer shares; nominee directors; corporate directors; the duties of bank directors; financial redress for creditors; and directors' disqualification (including the power of regulators to seek a director's disqualification). The paper also notes that in the autumn a further consultation paper will be published setting out proposals to simplify the filing requirements for all companies.

UK: BIS publishes corporate responsibility consultation paper

The Department for Business, Innovation and Skills has published a consultation paper titled Corporate responsibility - a call for views: see here (pdf). The paper will contribute to work being undertaken the purpose of which is to produce, by the end of 2013, what is described as a "framework for action on corporate responsibility".

UK: BIS publishes FAQs for forthcoming remuneration reforms

The Department for Business, Innovation and Skills has published FAQs in respect of the forthcoming changes to the framework governing remuneration disclosure and shareholder voting: see here (pdf).