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Welcome to the latest edition of Corporate Update.

Corporate Update is our fortnightly bulletin offering a quick read of the latest developments relevant to corporate counsel. Please get in touch with your usual contact or any of the contacts listed below if you want to explore any of the topics covered in more detail. If you would like to subscribe to this bulletin as a regular email, please click here.

Publications

Modernising corporate reporting: UK government proposes far-reaching changes

We have published a briefing summarising the key proposals of the UK Government’s long-awaited consultation on corporate reporting: ‘Modernising Corporate Reporting to support long-term economic growth’. The Government describes the consultation as a “once-in-a-generation” opportunity to reset the UK’s corporate reporting framework. Although the primary focus is on annual reports, significant changes are also proposed in relation to AGMs, dividends and shareholder communications.

Takeover trends in 2026

We have published the latest edition of our Strategic M&A Series, Takeover trends in 2026, which explores the key trends and developments shaping UK public M&A this year. The value of firm offers made in the first eight months of 2026 has already outstripped total takeover value recorded in 2025, as UK public companies prove increasingly attractive targets. The publication examines the return of larger-cap transactions, the growing prominence of bear hug tactics, the continued dominance of cash consideration and the role of structured sale processes, drawing on our experience advising on two thirds of all firm offers valued over £1bn so far this year.

The EU AI Act: Challenges and questions for AI Providers as the Act starts to bite

We have published a briefing examining the key challenges facing AI providers as the EU AI Act continues to take effect. On 2 August 2026, the Act's broader compliance and enforcement framework came into force, alongside the Article 50 transparency obligations, marking a major milestone for the EU's AI regulatory regime. The briefing explores practical challenges for providers, including the lack of clarity around the definition of "AI system", the difficulties of complying with content marking and watermarking requirements for AI-generated outputs and uncertainty about how codes of practice will be enforced.

 

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News

Government consultation on modernising corporate reporting

On 7 September 2026, the Department for Business, Innovation, Science and Trade published the long awaited Modernising Corporate Reporting consultation, seeking views on how the corporate reporting framework in the UK could be modernised to better meet the needs of companies, investors and the wider economy. The government describes the consultation as a once-in-a-generation opportunity to reset the UK’s corporate reporting framework. Below is a summary of the key proposals; we have also published a more detailed briefing on the consultation: see Publications section above.

The consultation closes on 30 November, with the outcome due to be published by the end of May next year. Amending legislation will then need to be drafted and taken through Parliament, so none of the proposed changes are likely to come into force until next summer at the earliest (and so are not likely to impact corporate reporting/the AGM season imminently). In some areas, the government has set out what it intends to do, but with certain details left to be worked out; in other areas, the government is more open-minded and asks for views on whether a proposal should be taken forward. For simplicity, the following summary refers to changes that “would” be introduced; but in all cases this will, of course, depend on responses to the consultation and what the government ultimately decides to do.

Key proposals include:

  • Rationalising the size categories for companies and reducing the relevant disclosure obligations: Among other things, the multiple size categories that currently exist for different purposes would be rationalised; medium-sized companies would be permitted to qualify for the same exemptions from disclosure as small companies and, possibly, be exempted from audit; and certain non-financial reporting obligations would apply only to a new category of ‘very large’ companies.
  • Financial reporting requirements: To make it easier to find all the requirements in one place, nearly all the detailed content requirements for annual reports currently set out in legislation would be moved into to one of four streamlined accounting standards: UK-adopted IAS, UK GAAP for large companies, UK GAAP for SMEs and UK GAAP for micro-entities. Only high-level obligations for financial reporting would be set out in the Companies Act.
  • Strategic report: Many of the specific content requirements, including the section 172 statement, would be dropped or simplified. Instead, companies would be required to make a core set of baseline narrative disclosures covering the business model, performance, resources and relationships, strategy and principal risks, and would have more flexibility to disclose additional information they consider material. Companies would no longer have to report on environmental matters, employees, social matters, community matters, respect for human rights and anti-corruption and bribery matters in that context. Climate-related financial disclosures and transition plans have been the subject of separate consultations, and the government will announce in due course what it plans to do.
  • Corporate governance reporting: Only the parent company of a group would have to disclose corporate governance arrangements, and the size threshold that determines which companies have to report may be raised. Companies may be permitted to make corporate governance disclosures on their website instead of in the annual report.
  • Sustainability assurance: At this stage, reporting companies will not be required to obtain assurance over sustainability reporting or other elements of the strategic report. However, views are sought on whether reporting companies should have to report on what, if any, assurance they have obtained over sustainability reporting, including the scope and level of assurance, any standards applied and whether an external party was involved. Views are also sought on whether very large companies should be required to report specifically on how they are managing cyber security risks.
  • Remuneration reporting: Remuneration reports would continue to have to include the annual disclosure of total single remuneration for each director, broken down by salary, bonus, long-term share awards, pension contributions and any other taxable benefits (the “single figure table”); the statement by the RemCo chair summarising key decisions or proposals on directors' pay contained in the report; performance measures attached to pay awards in the previous year; the forward-looking remuneration policy; and the performance graph showing CEO pay and total shareholder return in the past ten years. But most of the other information would no longer be required. Most strikingly, the annual advisory shareholder vote on the remuneration report may be dropped.
  • Digital shareholder comms: As recommended by the Digitisation Taskforce, by default companies would be permitted to send annual reports and other documents to shareholders in digital form, although individual shareholders would be able to request a hard copy.
  • Dividends and buybacks: A company’s ability to pay a dividend or launch a share buyback programme would depend not on its having sufficient realised profits (determined in accordance with accounting principles), but on the directors being satisfied that the proposed dividend or buyback would not affect the company’s ability to continue as a going concern – i.e. a “solvency-based model”. This would be a significant change with far-reaching implications.
  • Virtual AGMs: Currently, the Companies Act 2006 does not clearly address how the requirement for notices of AGMs to include the ‘place’ of the meeting relates to virtual locations. The legislation will be made clear that an AGM can be held fully virtually (i.e. without a physical location). However, a company would need to obtain shareholder approval before holding a fully virtual AGM, and certain other safeguard conditions (e.g. supermajority consent from shareholders) might need to be satisfied.

FCA announces Christmas and New Year service pause for listing transactions

The Financial Conduct Authority (FCA) has published its annual adjustments to turnaround times for listing transactions and guidance requests over the Christmas and New Year period. The FCA will not allocate documents or provide responses between 21 December 2026 and 4 January 2027 (inclusive), and these dates will be excluded when calculating review periods for documents and guidance requests. Normal service is expected to resume on 5 January 2027. In addition, the FCA will not accept hearings for listing applications during the service pause, although exceptions may be considered on a case-by-case basis. The FCA encourages advisers and issuers with time-critical matters to engage with it as early as possible to minimise the risk of transaction delays.

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