Chartered Accountants Ireland has agreed a 3-year strategic partnership with GRID Finance, Ireland’s leading independent lender for small and medium businesses. This partnership will deliver a biennial GRID Finance SME Business Sentiment Survey co-created with Chartered Accountants Ireland in support of its strategic focus on the SME/SMP sector. GRID will also become a sponsor of the Institute’s schools Bootcamp “Be The Boss” Challenge, a highly engaging, interactive business simulation for students signing up to the Bootcamp programme. This aligns with both GRID’s and the Institute’s ethos of educating future business leaders and promoting financial literacy from a young age, as well as giving back to the community. Finally, GRID will sponsor ‘Going into Practice’ days, an essential day of training for practitioners who are taking the first steps into running their own practice or being admitted as partners in small and medium sized practices in Ireland and Northern Ireland. Eoin Christian, CEO, GRID Finance, “We are thrilled to be part of this exciting new partnership between GRID Finance and Chartered Accountants Ireland. This collaboration marks a significant step forward in supporting and educating businesses of all shapes and sizes across Ireland by combining GRID Finance's innovative funding solutions with the trusted expertise of Chartered Accountants Ireland”. Barry Doyle, President Chartered Accountants Ireland, “This partnership is an excellent fit at an important time. As President, my commitment is to support and advocate for businesses, most particularly SMEs, the backbone of our economies. While the economy is performing strongly, businesses are facing turbulence, none more so than SMEs. “By virtue of their size, they often lack the ability to remain resilient against external shocks, of which there is potential in the global economy this year. Our partnership with GRID will allow us to map SME sentiment, understand and respond to it, while also investing in the education of our future business leaders and promoting financial literacy.” About GRID Finance GRID was founded in 2013 with a belief and a passion. Our belief is that small and medium sized businesses are the economy’s real powerhouses. And since they are so important, we’re passionate about keeping them open for business. GRID’s total focus is on providing quick and easy access to the capital, advice and tools small businesses need to grow and thrive.

The Irish Corporate Governance Code represents a progressive approach to ensuring best practice among companies listed on Euronext Dublin and enhances the reputation of ‘Ireland Inc’ globally. Níall Fitzgerald and Louise Gorman explain why Did you know that Ireland hosts one of the most extensive corporate governance infrastructures in Europe?  In Ireland, there are specific governance codes applicable to listed companies, charities, state bodies, financial services institutions, funds and sports organisations.  This is in addition to other entity-specific requirements that may also apply – charities may have to comply with multiple governance requirements as a condition of receiving state funding, for example.  Yet, until recently, Irish listed companies have relied on the best practice principles of the UK Corporate Governance Code (UK Code).  It is therefore worth considering the extent to which the recent publication of the Irish Corporate Governance Code 2024 (Irish Code) presents a new opportunity to tailor best practice in corporate governance to Irish listed companies. The Irish Code will apply initially to a small number of companies listed on Euronext Dublin, the Irish Stock Exchange, for financial years commencing 1 January 2025. Those dual-listed in both Ireland and the UK have the option to either follow the Irish Code or the UK Code in respect of their Irish listing.  The introduction of the Irish Corporate Governance Code is nonetheless significant.  Four years on from the UK’s departure from the European Union (EU), the Irish Code signals that the time has come for Irish companies to follow a path aligned with EU policy and practice, while remaining loyal to the overarching best practice principles established by the UK. It also reflects welcome proactivity in protecting and enhancing the reputation of ‘Ireland Inc’ on the global stage.  Historically, many corporate governance codes and laws internationally have been introduced in response to corporate failings.  By contrast, the Irish Code has emerged out of a desire to ensure that best practice is suitably tailored to the specific circumstances of Irish listed companies.  This comes at no cost to our competitiveness. We retain our well-established ‘comply or explain’ principles-based approach, while also remaining globally connected via our EU membership. Further, we host a US Public Company Accounting Oversight Board presence relating to both Irish companies listed on US Stock Exchanges and US listed companies operating in Ireland. What does this mean for Irish companies? Irish companies already complying with the UK Code will, for the most part, maintain their existing governance practices. They will need to address some specific Irish Code requirements, however. The extent of any differences here will vary depending on each company’s governance policies and structures.  Some companies may find the adjustment process less challenging, particularly those already preparing for the new UK Code applying from 1 January 2025 (apart from Provision 29, which applies from 1 January 2026).  The UK Code served as the basis for developing the Irish Code. Euronext Dublin has made changes only where necessary to ensure proportionality and relevance.  To enhance the principle-based approach, Euronext Dublin has also taken the decision not to include some of the more prescriptive requirements driven largely by the UK regulatory environment.  Maintaining close alignment makes sense as the UK Code is highly regarded and sets a high standard for corporate governance that is emulated internationally.  Our table illustrates some of the key differences between the Irish and the UK Code. Some of these differences, and what they mean for Irish companies, are further explained below. Internal control and risk management: A significant new requirement in the UK Code is included within Provision 29. This requires boards to provide a “declaration of effectiveness” on internal controls, identifying any ineffective controls as of the balance sheet date. Compliance will require boards to establish an independent framework to monitor and assess their internal control and risk management systems. The Irish Code also requires boards to review and report on the effectiveness of these systems, but it is less detailed, not requiring specific declarations or publication of ineffective controls at the balance sheet date. Audit committees: The UK Code requires audit committees to adhere to the Financial Reporting Council’s (FRC) “Audit Committees and the External Audit: Minimum Standard.” In contrast, the Irish Code outlines the roles and responsibilities of audit committees, which are consistent with Companies Act 2014 (Section 167) requirements, without reference to an additional standard, specifying that their work should be detailed in the annual report. Maintaining the principle-based approach in this area is practical, as best practices for audit committees are evolving in accordance with emerging recommendations on audit tendering oversight and sustainability reporting coming from bodies such as the FRC and Accountancy Europe. Less prescriptive and more proportionate: The Irish Code retains core principles, such as workforce engagement, but leaves it to boards to choose the most appropriate methods for their companies’ needs. This facilitates greater flexibility relative to equivalent parts of the UK Code which specify detailed considerations or criteria. The Irish Code aligns some provisions with those in smaller EU capital markets, enabling a proportionate governance approach. For example, while one of the criteria for assessing non-executive directors’ independence in the UK Code requires a five-year employee cooling-off period to be considered, the Irish Code sets this at three years, balancing market size and available talent. Regulatory oversight and enforcement: Like the UK, the Irish Code relies on the market mechanism. It aims to promote high standards of integrity, transparency and accountability. Investors and stakeholders can evaluate disclosures and make comparisons across companies in assessing corporate governance quality. These assessments then inform decisions and actions taken in the markets, such as the decision to buy or sell shares. The implication of this in the UK experience is that the FRC has no sanctioning authority in instances of weak compliance; sanctioning is left to the market mechanism. The FRC does, however, conduct thematic reviews to guide improvements in corporate reporting and governance. Ireland currently has no equivalent body for corporate governance assessment. However, the Irish Auditing and Accounting Supervisory Authority reviews annual reports for EU Transparency Directive compliance, without a specific corporate governance focus. While sanctions do not apply for weak governance compliance, Euronext Dublin can impose sanctions or suspend listings for violations of the listing rules. The Financial Conduct Authority in the UK has a similar approach.   The Irish Code and the UK Code: key differences Workforce engagement  The Irish Code requires boards to explain workforce engagement methods and their effectiveness, without mandating a specific method as in the UK Code. Additionally, it requires a board review of policies for raising concerns. This requirement aligns with the OECD Corporate Governance Principles 2023.  Threshold for addressing shareholder dissent The threshold for consulting with shareholders on a dissenting vote against a board recommendation is set at 25 percent under the Irish Code (20% in the UK Code). Unlike the UK, there is no requirement to provide a six-month shareholder update on the consultation, but it should be addressed in the next annual report. Non-executive director independence  When considering the independence of a non-executive director (NED), the criteria relating to previous employment by the company is whether they have been an employee of the company within the last three years (compared to five years in the UK Code). Board appointments The Irish Code does not include the UK Code restriction on the number of appointments a non-executive director has in a FTSE 100 or other significant undertaking. The Irish Code requires all commitments to be considered when determining whether the NED has the capacity to fully commit to the board. Company Secretary The Irish Code further elaborates on the role of the Company Secretary in ensuring a good information flow within the board, its committees and between management and non-executive directors – recording accurate minutes, facilitating induction and assisting with professional development of non-executive directors. Board evaluation The Irish Code replaces the UK Code reference to FTSE 350 companies with “companies with a market capitalisation in excess of €750 million” in the requirement to conduct an external board evaluation at least once every three years. Board skills and expertise The Irish Code includes an additional requirement for the nomination committee to use the results of a board evaluation to identify the board’s skills, knowledge and expertise requirements. This should be reflected in board succession plans, professional development plans and steps taken to ensure the board has access to the skills, knowledge and expertise it requires. This requirement is consistent with good governance practices in other EU countries, e.g. the 2020 Belgium Code on Corporate Governance. Diversity and inclusion Whereas the UK Code includes reference to UK equality legislation for diversity characteristics, the Irish Code requires companies to have a diversity and inclusion policy regarding gender and other aspects of diversity of relevance to the company and includes measurable objectives for implementing such a policy. The Irish Code requires this policy to be reviewed annually. Audit Committee To ensure consistency with the Companies Act 2014, the requirement for one member of the Audit Committee to have “recent and relevant financial experience” is changed to “competence in accounting or auditing”. Reference to “financial reporting process” is replaced with “corporate reporting process” to better reflect the audit committee’s role in monitoring financial and non-financial reporting, e.g. sustainability reporting. Reference to the UK specific Financial Reporting Council guidance on “Audit Committees and the External Audit: Minimum Standard” is also removed. Internal controls and risk management systems The Irish Code does not include the UK Code provision for the board to include a declaration of effectiveness of material controls, but the requirement to monitor the company’s internal control and risk management systems and review their effectiveness remains.  Remuneration Under the Irish Code, share awards in long-term incentive plans must vest over at least three years, unlike the UK’s five-year minimum. Malus and clawback provisions should be described generally in annual reports, and executive pensions require thoughtful comparison to workforce pensions, with less prescriptive rules than the UK Code. What next for the Irish Code?  Euronext Dublin is in the process of revising the Listing Rules to give effect to the new Irish Code and is further streamlining the requirements.  An Irish Corporate Governance Panel will be established, with responsibility for reviewing and advising on changes to the Irish Code in the context of the evolving corporate governance landscape in Ireland, the UK and Europe alongside other factors.  What impact the Irish Code will have remains to be seen. It represents a sensible approach to building on the reputation and quality of the UK Code, and while there are some differences between the Irish and UK Code, they are mostly aligned.  We have been careful to note that the Irish Code initially applies only to a small number of companies, so one may be forgiven for questioning its true significance. Nonetheless, key issues on the European regulatory horizon suggest that it may mark the start of a greater departure from the UK’s approach to governance.  The recent transposition of the Corporate Sustainability Reporting Directive into Irish law provides another example of this as the CSRD’s required disclosures on governance introduce an EU influence into governance in Irish companies.  Future revisions to the Irish Code may further reflect this newly established autonomy in governance in Ireland, particularly as we adopt the Corporate Sustainability Due Diligence Directive and other directives the European Commission will inevitably introduce over time.  Currently, best practice principles for Irish private companies are limited to voluntarily following the UK’s Wates Corporate Governance Principles for Large Private Companies. Just as the UK Code has influenced these principles, the Irish Code may provide a basis for further extension to large private entities.  There is also a strong argument that any evolution in corporate governance guidance deserves due consideration, particularly as boards deal with increasing risks and opportunities from environmental, social, economic and technological developments.  As it happens, there are no immediate plans to draft guidance to support the Irish Code, and the FRC’s Corporate Governance Code Guidance should, in the short term, be sufficient to fill the gap.  Experts in the area have long noted that attention tends be paid to corporate governance only when a failure occurs.  Given the level of public scrutiny such failures attract, and the associated reputational costs borne by board members, any Irish listed company director should be asking themselves if they can really afford not to pay attention to the new Irish Corporate Governance Code. Níall Fitzgerald, FCA, is Head of Ethics and Governance at Chartered Accountants Ireland Louise Gorman is Assistant Professor at Trinity Business School

Earlier this year the FRC published an update to its Ethical Standard for auditors, effective from 15 December 2024. The updated ethical standard simplifies the existing ethical standard and provided additional clarity in a limited number of areas. the new standard takes into account recent revisions made to the international IESBA Code of Ethics. there is a new targeted restriction on fees from entities related by a single controlling party. Following feedback to their consultation, the FRC have amended the proposals to ensure that the requirements in the standard are better targeted and proportionate. For example, additional requirements in respect of ethical breach reporting by audit firms to the regulator have been removed. With regard to tax services provided to the controlling shareholders of unlisted companies the FRC is enhancing the independence risk assessment around these services rather than specifically prohibiting them. Alongside the revised Ethical Standard, the FRC has also released guidance for auditors on the application of the Objective, Reasonable and Informed Third Party test, which forms a key part of many requirements in the Ethical Standard. Read the updated Ethical Standard. Read the feedback statement and impact statement. CAI responded to the FRC consultation and you can read our response here.  

Increased global competition one of several challenges to FDI model Addressing infrastructural deficit critical to ensuring continued FDI growth Chartered Accountants Ireland launches FDI guide, highlighting critical role its members play in supporting investment   Ireland faces greater competition as a location for global Foreign Direct Investment (FDI) than ever before as we move into 2025, with other countries enhancing their offering at pace. While Ireland’s FDI policy has stood the country in good stead for decades, a slowdown in growth of the global economy coupled with accelerated industrial policy interventions by competitor countries means Ireland’s inward investment model is now at a crucial inflection point, according to Chartered Accountants Ireland.  The Institute, the largest professional body on the island of Ireland, representing over 38,400 members, has today launched its new guide to FDI in Ireland at an event in conjunction with IDA Ireland in Dublin.   Cróna Clohisey, Director Public Affairs, Chartered Accountants Ireland said  “Ireland’s record of attracting FDI has been the envy of other countries for decades and IDA Ireland has played a pivotal role. However, against a backdrop of heightened geopolitical uncertainty and intensifying global competition for inward investment, we cannot afford to be complacent about our offering. The significant deficits in the State’s crucial infrastructure, including housing, energy, water, childcare and nationwide public transport, need to be addressed with urgency if we are to remain fully competitive in the race for future FDI.” Barry Doyle, President, Chartered Accountants Ireland said  “We are all familiar with the advantages that Ireland holds in attracting FDI - EU membership, strategic location, young talented workforce and a stable business environment. Our members also represent a key competitive advantage, with Chartered Accountants playing a central role in supporting FDI the length and breadth of the country. “Competition has never been greater for the flow of FDI around the world, and with a new US administration taking office in a matter of weeks, there is an increased chance of disruption to the traditional flow of FDI globally. However, investors with a long term, sustainable outlook will look beyond short-term protectionism. Ireland as a safe and stable environment will continue to benefit greatly from FDI and we as Chartered Accountants will be there to lead and support such investments.”    

Chartered Accountants Ireland welcomed the publication this week by Euronext Dublin of the Irish Corporate Governance Code. An important step in the development of corporate governance in Ireland, the new Code applies to financial years commencing on or after 1 January 2025 for Irish incorporated companies with an equity listing on Euronext Dublin (Irish Stock Exchange). Companies dual-listed in Ireland and the UK have the option to follow the Irish Code or the UK Corporate Governance Code. Commenting on the launch, Head of Ethics & Governance, Níall Fitzgerald, thanked the expert members and committees who contributed to the Institute’s consultation on the development of the Code. “Closely aligned with the principles and provisions of the ‘best-in-class’ UK Code, the Irish Corporate Governance Code is tailored for the Irish market, for example with its greater EU focus.”

While I’m the youngest President in Chartered Accountants Ireland’s history, it’s still over twenty years since I sat Leaving Cert Accounting. Despite this passage of time, I studied the same syllabus, frozen in time since the 1990s, as the students who received their results today. Juxtapose this stasis with the absolute transformation of the accountancy profession in the last twenty years and you can see the mismatch. Add to this the fact that the Irish accountancy profession made a €19.8 billion contribution to the Irish economy in 2022, supporting over 83,000 jobs in Ireland and generating €1.8 billion in tax revenues, and the mismatch starts to have significant material impact. Back to the 90s Senior cycle is where most young people first interact with accounting as a subject, and the passage of time has not been kind to it. Students effectively need to “unlearn” much of what they learn at senior cycle and learn the subject anew at third level and in their professional training. The need for companies to provide reliable and transparent information beyond financial metrics has increased exponentially in the last decade, and the dated syllabus does not reflect the work that accountants do, and will do, in a modern economy. I want to acknowledge the work teachers around the country do to bring it to life for students, but they are nonetheless bound by the syllabus. We work closely with Leaving Cert students through our online second level accounting programme Boot Camp which now runs in every county in Ireland. Feedback from teachers we speak to indicates that in some cases, students were more attracted to Business at Leaving Cert as they saw Accounting as requiring a particular skillset, i.e. needing to ‘be good at maths’ to perform well in it. In speaking to our ACA students, many pursued accounting at third level despite, not because of, their experience at second level. Perception is critical. Chartered Accountant Ireland research among Gen Z respondents shows a clear gap in terms of how accounting is perceived by school leavers versus those who had commenced their professional training. Terms such as challenging, numbers-based, and boring were used by the former, dropping dramatically among the latter when they engage with a modern curriculum with the latest advances in technology and emerging accounting practices. Impact on the talent pipeline Anecdotally, the talent pipeline problem is clear right across the profession, from practices of all size to industry, resulting in attraction and retention challenges. It is driven by a huge increase in competition for talent from non-accounting roles; but also, this gap in perception of what accountants do. The accountancy profession is fundamental to Ireland’s economic prosperity. Our members support SMEs the length and breadth of the island, as well as playing a critical role in supporting investment from all corners of the world to Ireland. There is continued strong growth in demand for the services of the profession, but this demand can only be met if there is a strong pipeline of talent coming through, and this begins with our Leaving Cert students. I would say to students getting their exam results, employer demand for accountants is extremely strong. Salary levels for qualified accountants reflect this demand and the vitally important roles that accountants perform in all organisations. This demand continues to grow and so too does the range of opportunities. Reform is on the way This Institute has been engaged with the Department of Education for some time on the need to reform the Leaving Cert Accounting syllabus. Earlier this year we took our place on the National Council for Curriculum and Assessment’s Leaving Cert Accounting development group. We are now in the redevelopment process, but this change is so long overdue, and the rate at which the profession is innovating and transforming is in sharp contrast to the lack of agility over the last couple of decades at Department level in keeping pace.   It is envisaged that a revised specification for Leaving Cert Accounting will be introduced in schools from September 2026. It will provide a much-needed opportunity to ensure that the subject is relevant for students beyond second level education. And this is critical, as accountants are found across most business functions now, they are no longer confined to finance teams. There is an increased demand in industry roles, business process transformation, data analytics, regulatory technology, Fintech, compliance, risk management and ESG reporting. Senior cycle accounting of the future will feed a pipeline of students through the many entry routes into the profession, whether as school leavers or graduates, to meet this demand. So, the syllabus needs to reform, and then keep reforming. Remarkably, even with all the flaws of the current syllabus, accounting is the second most popular subject in the business suite for students in senior cycle and between 12-14% of students have been choosing the subject annually. It is exciting to imagine what a reformed syllabus could do to attract the best and brightest of our future business leaders.