UK Corporate Governance Code 2024, Provision 29 (declaration on material internal controls), and FRC Corporate Governance Code Guidance

Summary

The 2024 UK Corporate Governance Code has applied to financial years beginning on or after January 1, 2025, except Provision 29, which applies from financial years beginning on or after January 1, 2026. Provision 29 asks boards to declare whether their material internal controls are effective. The Code applies to companies in the commercial companies and closed-ended investment funds listing categories, on a comply-or-explain basis. The FRC's guidance says the board decides which controls are material and that these could include controls over information and technology risks, including new technologies such as artificial intelligence. The guidance does not set out a framework or define a material control, and says neither the Code nor the guidance requires or expects external advice or assurance on the effectiveness of material controls.

Key dates

1. January 1, 2026Key date
2. October 16, 2026Checked against sources

Developments are added when the record is reviewed. Next review: January 12, 2027.

Evidence

Each passage is quoted from its source. The quoted passages are re-checked against the live pages every month.

1. The 2024 Corporate Governance Code has applied to financial years beginning on or after 1 January 2025. However, Provision 29 applies to financial years beginning on or after 1 January 2026.

   Supports: Application dates of the 2024 Code and Provision 29

   Provision 29 now asks boards to make a declaration in relation to the effectiveness of their material internal controls.

   Supports: What Provision 29 asks

   The Code is applicable companies listed in the commercial companies category or the closed-ended investment funds category, regardless of where they are incorporated.

   Supports: Companies to which the Code applies

   UK Corporate Governance Code 2024 Financial Reporting Council (FRC) Primary source

2. While the board decides which controls are material these could include, but are not limited to, controls over:

   Supports: Board decides which controls are material

   information and technology risks including cybersecurity, data protection and new technologies (e.g. artificial intelligence).

   Supports: AI named among areas that could be material controls

   This guidance does not set out a framework that companies should follow or define a material control

   Supports: No framework or definition of a material control

   There is no requirement or expectation in the Code or this guidance that companies obtain external advice or assurance on the effectiveness of the material controls.

   Supports: No expectation of external assurance

   Corporate Governance Code Guidance Financial Reporting Council (FRC) Primary source