Corporate Law Update: 22 - 28 February 2025

28 February 2025

This week:

Government sets out intentions for T+1 securities settlement

The Government has set out its intentions for introducing a T+1 securities settlement cycle in the UK.

On 6 February 2025, the Accelerated Settlement Technical Group (ASTG) published an implementation plan for the introduction of a T+1 settlement cycle in the UK. (The UK currently operates on the basis of T+2 settlement.) You can read our previous Corporate Law Update for more information on the ASTG’s implementation plan.

That implementation plan followed a series of draft recommendations published by the ASTG in October 2024. You can read our previous Corporate Law Update on the ASTG’s draft recommendations.

The Government has responded directly to the ASTG’s implementation plan, confirming that it intends to legislate for a move to T+1 settlement cycle when Parliamentary time allows.

It also proposes to work with other European jurisdictions to support alignment with the European Union’s proposed move to T+1 settlement, with a target date of 11 October 2027 for mandatory T+1 settlement in the UK.

Finally, the Government has confirmed that the transition to T+1 will be overseen by the Accelerated Settlement Taskforce, under the continued chairship of Andrew Douglas. To this end, the Government has published updated terms of reference for the Taskforce.

Separately, the Financial Conduct Authority has published an announcement with advice to regulated firms on the impact of the change on them.

Read the Government’s response and next steps on the move to T+1 settlement in the UK

Access the Accelerated Settlement Taskforce’s updated terms of reference

Read the Financial Conduct Authority’s announcement on the transition to T+1 settlement

Companies House publishes guidance for firms wishing to become an ACSP

Companies House has published three new sets of guidance for firms that wish to become an authorised corporate service provider (ACSP).

Under changes to be introduced by the Economic Crime and Corporate Transparency Act 2023, a person will be able to file documents at Companies House only if they have completed identity verification (IDV) or they are registered as an ACSP.

It will be possible to complete IDV directly with Companies House or indirectly through an ACSP. As a result, the key drivers for a firm to become an ACSP are to be able to file documents at Companies House on behalf of others and to be able to conduct IDV for individuals.

The three sets of guidance set out the process for applying to become an ACSP, the responsibilities of an ACSP, and the standard ACSPs are expected to meet when conducting IDV.

Companies House had originally intended to start accepting applications to become an ACSP from 25 February 2025. However, this week it updated its outline transition plan to postpone this to a date yet to be confirmed. The plan now envisages that firms will be able to apply from Spring 2025.

Read the Companies House guidance on becoming an ACSP

Read the Companies House guidance on the role and duties of an ACSP

Read the Companies House guidance on how an ACSP can conduct identity verification

Read the updated Companies House company law reforms outline transition plan

PLSA publishes updated stewardship and voting guidelines

The Pensions and Lifetime Savings Association (PLSA) has published its stewardship and voting guidelines for 2025.

The Guidelines, which set out stewardship and voting recommendations to pension schemes and similar investors, have been updated to reflect general topics of current relevance, including artificial intelligence (AI), cybersecurity and nature.

The updated Guidelines also reflect key political developments, such as the change in Government in July 2024 (and the policy and legislative developments arising from that change), the overhaul of the UK’s listing regime, and the review of the Financial Reporting Council’s Stewardship Code.

Unlike in previous years, the PLSA’s 2025 guidelines are available direct from the PLSA only to PLSA members.

Access the landing page for the PLSA’s 2025 stewardship and voting guidelines

Risk Coalition publishes cross-sector guidance for risk committees and functions

The Risk Coalition has published new guidance – titled “Raising Your Game” – for board risk committees and risk functions within organisations across a variety of sectors.

The Coalition is an association of not-for-profit professional and membership bodies whose objective is to improve risk governance and management in the UK financial services sector.

The Coalition previously published guidance in 2019 – titled “Raising the Bar” – for risk functions within organisations operating in the financial services sector. The new guidance is sector-agnostic and designed to assist “any organisation, in any sector and of any size, identify and manage risk”.

The guidance is divided into eight principles, each of which is supported by specific behaviours designed to demonstrate commitment to that principle. Among the principles are board accountability, committee purpose, risk culture and management, and independent oversight.

A copy of the guidance is available to download from the Risk Coalition’s website.

Access the Risk Coalition’s Raising Your Game guidance landing page

FTSE Women Leaders publishes fourth annual gender balance review

The FTSE Women Leaders Review has published its fourth annual report on women’s representation on company boards, looking at progress against targets during 2024.

The Leaders Review was created in October 2021 to continue the work of its forerunner, the Hampton-Alexander Review, which had previously set a voluntary target of 33% female representation on FTSE 350 boards by the end of 2020.

In 2022, the Review increased the target from 33% to 40% by the end of 2025, extended that target beyond boards to wider leadership teams, and encouraged the appointment of at least one woman as chair or senior independent director (SID) and/or one woman as CEO or finance director. It also extended its scope beyond FTSE 350 companies to the top 50 private companies in the UK.

The latest report notes the following.

  • Women accounted for 43.4% of FTSE 350 board positions (up from 42.1% in the previous year) and 35.3% of FTSE 350 leadership positions (roughly similar to last year).
  • Women accounted for 30.5% of the largest private companies’ board positions (slightly down from 31% in the previous year) and 36.8% of leadership positions (a slight rise on last year).
  • 73% of FTSE 350 companies and 34% of the largest private companies have now met or exceeded the 40% target for women on boards.
  • The proportion of FTSE 350 executive director positions occupied by women remains low at 15.6% (up slightly from 15% in the previous year). The proportion among the largest private companies, however, is 29%, which is very close to the proportion on boards overall.
  • Among FTSE 350 companies, women account for 60 chairs (up from 53), 192 senior independent directors (up from 162) and 57 Finance Directors (up from 48). However, the number of women CEOs fell to 19 (down from 20).
  • As in previous years, there were no all-male boards among the FTSE 350.

Read the FTSE Women Leaders Review’s 2024 annual report (opens PDF)

FRC publishes revised going concern guidance

The Financial Reporting Council (FRC) has published a revised version of its guidance on the going concern basis of accounting and related reporting, following its consultation in August 2024.

The guidance is intended to help companies in performing going concern assessments and preparing company-specific disclosures about their going concern conclusions and how they were reached.

The revisions to the guidance are designed to reflect recent developments in the corporate reporting framework and auditing standards, as well as evolving reporting practice. The revised guidance also reflects the changes to the UK securities listing regime that took effect from Monday, 29 July 2024.

The revised guidance replaces the previous version, published in 2016.

Access the FRC’s revised guidance on the going concern basis of accounting (opens PDF)