Corporate compliance report

We comply with corporate governance best practice

The BBC’s corporate governance framework is defined in its Charter and the accompanying Framework Agreement. The Charter and Agreement can be found on the BBC website.

The Charter requires the BBC to have regard to generally accepted principles of good corporate governance. Although the BBC is not a listed company, it has opted to apply best practice and follow the provisions of the Financial Conduct Authority’s Listing Rules and the UK Corporate Governance Code 2018 (‘the Code’), where appropriate. This delivers the governance standards applicable to companies quoted on an EU-regulated stock market.

Board effectiveness and review

During the year, the Board has focused on embedding the new cadence of meetings and other actions arising from the most recent external Board effectiveness review, which was reported to the Board in February 2025, with actions agreed in response in March 2025.

During the year, actions taken have included:

• the implementation of a revised Board calendar, moving to a pattern of six formal meetings in the year, plus an additional awayday. In months without a formal meeting the Board has an informal call to be briefed on any issues of note;
• approving and publishing an updated framework of matters reserved to the Board, including updated mechanisms for the consideration and escalation of reputational risks and issues;
• a greater focus in Board meetings on more detailed discussions of key strategic topics;
• further work to seek to simplify and clarify papers, with more summary material to help the Board make decisions;
• extending standing invitations to the nation committee meetings for all Board members, to optionally attend if desired; and
• more oversight and engagement with the Board on events, visibility and briefing opportunities, as well as support in meeting with staff and stakeholders.

The actions above have been put in place during the year and will be evaluated further in the Board’s next externally led effectiveness review.

During 2025/26 the Board’s Nominations and Governance Committee has focused on the process to recruit a new Director-General, noting the need to return to further discussions about the Board’s operation and working relationships once new members are in place. During 2026/27 this will include work to update the Board skills matrix, to undertake individual appraisals of members and for the Senior Independent Director to undertake an appraisal process for the Chair.

Corporate code provisions

There are a number of components of the Code that are either not appropriate to the circumstances of the BBC or are overridden by compliance with the BBC’s Charter or Agreement.

This relates to:

• provisions 3, 4, 36 and 37, relating to engagement with shareholders and alignment to their interests which, given that the BBC does not have shareholders in the same way as a company, does not apply. However, the BBC does have a wide range of measures in place to ensure engagement with external stakeholders and the public (see page 48 for more information on how we do this)
• provision 5, matters set out in section 172 of the Companies Act 2006, which is relevant to companies only and overridden by the public purposes of the BBC as described in the Charter
• provision 18, membership of the Board, which is governed by the articles of the Charter, along with provisions 33 and 34, where pay for the Chair and non-executive directors is set by the Secretary of State for Culture, Media and Sport
• provisions 25 and 26, approach taken to the appointment or reappointment of the external auditor, which is governed and determined by clause 55 of the Agreement

External remuneration advisors were appointed to the Remuneration Committee in 2022/23, given that the Chair of the Committee had not previously served for 12 months on such a committee.

Taking these points into account, the BBC has fully complied with the corporate governance requirements of the Charter and Agreement and has also fully complied with the remaining elements of the Code.

Cost of compliance

In order to ensure that we complied with all relevant legislation that the BBC is subject to as a broadcaster and a public body, in 2025/26 we incurred compliance costs of £24 million (2024/25: £23 million), including the BBC’s £11 million fee to Ofcom.

Regularity

The management of all of the BBC’s resources must accord with the provisions of the Charter, Framework Agreement and other agreements the BBC enters into with Government Ministers. Transactions that meet the intended purposes and are in line with relevant authorities are considered to be ‘regular’; those that do not meet these criteria are considered ‘irregular’. Fraudulent transactions and fines or penalties are treated as ‘irregular’.

In addition to the National Audit Office’s review of regularity (as external auditors, on behalf of the Comptroller and Auditor General), Internal Audit conducted a review of the BBC’s regularity compliance framework, including the processes, controls and assurance mechanisms in place to manage the regularity risk in areas assessed as being at greatest risk of irregularity. The scope of the review considered the appropriate use of licence fee money, the assessment of material changes, operating within borrowing limits and the risk of fraud. No material exceptions were identified as a result of this review.

Value for Money

The BBC is also subject to value for money reviews conducted by the NAO and reported to the Public Accounts Committee of Parliament. The BBC publishes its response to the recommendations of these reviews. This year the Public Accounts Committee published a report on the BBC's World Service's saving programme and on the BBC Accounts and Trust Statement, both in November 2025. Additional information has been set out in this report in response to PAC recommendations, including on commercial returns and on the progress of our Across the UK programme.