The matrix Lnklaters矩阵年利达律师事务所.doc

The Matrix. An overview of corporate governance February 2013 This Matrix gives an overview of the principal current and recent legal and regulatory developments in the UK, EU (and other supra-national) and US arenas as they may affect listed companies in relation to the following: directors’ duties 1 – general duties 1 – non-executive directors of listed companies 4 – rules applicable to directors of financial institutions 7 – indemnification of directors 10 – liability for corporate acts 11 remuneration 15 – current regime affecting listed companies 15 – proposals affecting listed companies 18 – remuneration in financial institutions 21 corporate governance codes 27 – general provisions and guidance 27 – board diversity 31 – risk management and control 34 corporate governance committees 36 – remuneration committees 36 – nomination committees 38 – audit committees - constitution 40 – audit committees - role 43 – risk committees 47 – other committees 49 shareholder engagement 50 – statutory and regulatory framework 50 – stewardship 54 corporate reporting 63 – recent developments 63 – narrative reporting 65 – liability for reports and other statements 71 corporate social responsibility 74 accounting standards 80 – IFRS 80 – domestic accounting standards 83 – enforcement 85 auditors 87 – regulation of auditors and accountants 87 – audit quality 92 – non-audit services 98 – rotation of audit firm/retendering 102 – rotation of audit partner 103 – liability of auditors 104  This Matrix has been updated to 14 February 2013. See the Glossary for an explanation of definitions and acronyms used in this Matrix. This Matrix is intended merely to highlight issues and not to be comprehensive, nor to provide legal advice. Should you have any questions on the issues presented here, please contact one of your regular contacts at Linklaters. ? Linklaters LLP. All rights reserved 2013. ABI Associatio