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最初在英国公司的治理发展始于1980年代末和1990年代初，在波利等公司丑闻之后,例如派克和麦克斯韦。财务报告违规行为导致“金融方面的公司治理委员会”的成立，由先生阿德里安·吉百利引领。由此产生的吉百利报告发表于1992年，提出一些建议在分离组织的首席执行官和董事长的角色,平衡组成的董事会,选择过程为非执行董事,财务报告的透明度和良好的内部控制的必要性。吉百利的报告包含一个代码最佳实践及其建议纳入伦敦证券交易所的上市规则。

吉百利之后,建立了一个“内部控制工作小组”向企业提供指导如何遵守原则4.5吉百利代码”报道公司的内部控制系统的有效性。这导致Rutteman报告在1994年出版的“内部控制和财务报告”。

1995年,随着对董事的薪酬和股票期权,Greenbury报告建议广泛在年报披露薪酬并建议设立薪酬委员会组成的非执行董事。再一次,大多数的被认可上市规则的建议。

Hampel委员会1996年1月,成立审查的程度吉百利和Greenbury报告已经实现,目标是否被满足。Hampel报告导致的出版的公司治理联合准则》(1998),涵盖了有关结构和操作的董事会,董事的报酬、问责制和审计,与机构股东的关系,和机构股东的责任。

英国公司治理发展的总结如下:——Corporate governance developments in the UK are summarised as follows:

Initial corporate governance developments in the UK began in the late 1980s and early 1990s in the wake of corporate scandals such as Polly Peck and Maxwell. Financial reporting irregularities led to the establishment of the 'Financial Aspects of Corporate Governance Committee' led by Sir Adrian Cadbury. The resulting Cadbury Report published in 1992 outlined a number of recommendations around the separation of the role of an organisation's chief executive and chairman, balanced composition of the board, selection processes for non-executive directors, transparency of financial reporting and the need for good internal controls. The Cadbury Report included a Code of Best Practice and its recommendations were incorporated into the Listing Rules of the London Stock Exchange.

Following Cadbury, a 'Working Group on Internal Control' was established to provide guidance to companies on how to comply with Principle 4.5 of the Cadbury Code 'reporting on the effectiveness of the company's system of internal control'. This led to the publication of the Rutteman Report in 1994 on 'Internal Control and Financial Reporting'.

In 1995, following concerns about directors' pay and share options, the Greenbury Report recommended extensive disclosure in annual reports on remuneration and recommended the establishment of a remuneration committee comprised of non-executive directors. Again, the majority of the recommendations were endorsed by the Listing Rules.

In January 1996, the Hampel Committee was established to review the extent to which the Cadbury and Greenbury Reports had been implemented and whether the objectives had been met. The Hampel Report led to the publication of the Combined Code of Corporate Governance (1998) covering areas relating to structure and operations of the board, directors' remuneration, accountability and audit, relations with institutional shareholders, and the responsibilities of institutional shareholders.

The 1998 Combined Code applied to all listed companies from 31 December 1998 until reporting years commencing on or after 1 November 2003 until it was superseded by the revised Code in 2003. It was appended to Listing Rule 12.43A requiring companies to provide in their annual reports a narrative statement of how they have applied the Code principles and state that they have complied with the Code provisions or, if not, why not and for what period.

Part of the 1998 and 2003 Combined Codes required companies to provide a statement in their annual report on how they have applied the Code Principle and Code Pro本论文由英语论文网提供整理，提供论文代写，英语论文代写，代写论文，代写英语论文，代写留学生论文，代写英文论文，留学生论文代写相关核心关键词搜索。