Government scraps audit reform

In January 2026, the UK government abruptly abandoned its long-awaited Audit and Corporate Governance Reform Bill, triggering immediate concern across political, regulatory and professional circles. The Minister for Small Business and Economic Transformation informed Parliament that the government would not be consulting on audit reform legislation, reversing a commitment made only months earlier in the King’s Speech.

Ministers framed the decision as pragmatic rather than ideological. Three justifications were advanced. First, the government said it was prioritising economic growth and the reduction of regulatory burdens, arguing that new audit and governance requirements would impose additional costs on businesses at a fragile point in the economic cycle. Second, it asserted that audit quality and regulatory oversight had improved materially since the major corporate failures of the last decade, particularly since the collapse of Carillion in 2018. Third, it pointed to limited parliamentary time and competing legislative priorities.

“It would not be right to prioritise measures that increase costs on businesses,” the minister’s letter explained, adding that improvements in auditing standards and oversight since 2018 reduced the urgency of statutory reform.

The response from the market was immediate and sceptical. The decision landed eight years after Carillion’s failure, and after repeated delays under successive governments. Critics described the move as a significant step backwards and a breach of long-standing commitments to strengthen corporate accountability. A coalition of governance bodies, internal auditors and investor representatives wrote an open letter to the Business Secretary warning that the reversal undermined efforts to prevent further avoidable corporate failures.

Investor groups were particularly blunt. Pensions UK described the decision as a missed opportunity to reinforce trust, confidence and resilience in UK capital markets, stressing that high-quality audits, clear director accountability and effective oversight are fundamental to protecting savers’ money. The Governance for Growth investor coalition echoed that view, arguing that streamlining corporate reporting was no substitute for implementing widely supported reforms on public interest entity status, director accountability and audit market oversight.

Professional bodies also expressed concern. The chief executive of the Institute of Chartered Accountants in England & Wales, Alan Vallance, pointed to the irony of abandoning reform just after the government itself had acknowledged the central role of audit in strengthening investor confidence and supporting economic growth. While recognising that audit practices have improved since 2018, he emphasised that those gains were fragile and depended on regulators having the necessary statutory powers to act effectively. Those powers were at the heart of the shelved bill.

The government’s decision therefore raises a fundamental question for solicitors advising boards, investors and regulators alike. If the system was broken badly enough to justify nearly a decade of reform work, why is it now considered sufficiently fixed to dispense with legislation altogether?

Why audit reform was pursued in the first place

To understand the significance of the government’s reversal, it is necessary to revisit why audit reform became politically unavoidable in the first place.

Between 2016 and 2019, a succession of high-profile corporate collapses exposed serious weaknesses in audit quality, corporate governance and regulatory oversight. These failures did not merely destroy shareholder value. They left pension schemes underfunded, suppliers unpaid and thousands of employees out of work. Each failure intensified pressure on government to act.

Carillion’s collapse in January 2018 was the most consequential. At the time, Carillion employed around 43,000 people worldwide and reported revenues of £5.2 billion in 2016. Barely a year later it entered compulsory liquidation, leaving approximately £1 billion in debt, a pension deficit of around £500 million and tens of thousands of suppliers unpaid.

Subsequent parliamentary inquiries found that Carillion’s auditor had issued clean audit opinions for nearly two decades, even as the company’s financial position deteriorated. The inquiry described a culture of aggressive accounting, weak challenge by auditors and ineffective oversight by regulators. The company’s collapse disrupted public infrastructure projects across the UK and became a symbol of systemic failure.

Years later, the Financial Reporting Council imposed record sanctions on the audit firm involved, but by then the damage was irreversible. For policymakers, Carillion illustrated the limits of ex post enforcement and the cost of regulatory inertia.

Earlier failures reinforced the same message. The collapse of BHS in 2016 followed the sale of the retailer for £1 and ended with the closure of 164 stores, the loss of 11,000 jobs and a pension deficit exceeding £570 million. A parliamentary report described systematic plunder by the company’s owners and profound governance failures. Auditors were criticised for failing to raise adequate concerns about going concern risks, despite clear warning signs.

The Patisserie Valerie scandal in 2018 demonstrated that audit failures were not confined to large, complex listed groups. The café chain collapsed after the discovery of £94 million in fictitious cash balances and undisclosed overdrafts. Investigations found that auditors failed to identify basic inconsistencies and red flags, exposing serious weaknesses in internal controls and audit scepticism.

Taken together, these cases created a powerful narrative. Audits were meant to provide assurance to investors, employees and creditors. Instead, they appeared to be offering false comfort. Regulators were criticised as slow, fragmented and overly deferential to the profession they oversaw.

Against that backdrop, doing nothing ceased to be a credible option.

The reform programme the government has now abandoned

The government’s decision in January 2026 is striking because it follows an unusually comprehensive reform process.

Between 2018 and 2019, four major reviews examined different aspects of the audit ecosystem. Together, they formed the intellectual foundation for the Audit Reform Bill.

The first was the Kingman Review, commissioned in April 2018 to assess the effectiveness of the FRC itself. Sir John Kingman concluded that the regulator was not fit for purpose. He described it as lacking clear statutory authority, insufficiently independent and too closely aligned with the profession. His central recommendation was unequivocal: the FRC should be replaced with a new statutory regulator with a clearer public interest mandate.

The second was the audit market study conducted by the Competition and Markets Authority. The CMA found that the audit market was highly concentrated, with the Big Four auditing almost all FTSE 350 companies. It identified conflicts of interest arising from the sale of non-audit services and questioned whether competition alone could drive audit quality. The CMA proposed operational separation between audit and consulting practices and explored more radical options such as joint audits.

The third was the Business, Energy and Industrial Strategy Committee’s inquiry into the future of audit. The committee concluded that the audit market was broken and that misleading audits had been at the heart of several major corporate failures. It criticised auditors for undercutting fees and treating audits as loss leaders and called for structural reform.

The fourth was the Brydon Review, which examined the purpose and scope of audit itself. Sir Donald Brydon argued that audit had become too narrow and backward-looking. He proposed expanding audit to include internal controls and non-financial information, and recommended a UK version of Sarbanes-Oxley style internal control attestation.

The government accepted the core thrust of these reviews in its March 2021 white paper, Restoring Trust in Audit and Corporate Governance. The proposals were ambitious but coherent. They included replacing the FRC with a new Audit, Reporting and Governance Authority, extending the definition of public interest entities to include large private companies, granting the regulator powers to investigate and sanction directors for serious reporting failures, and introducing enhanced internal controls reporting.

For solicitors advising boards and investors, these proposals were not abstract. They would have reshaped directors’ duties in practice, altered risk profiles and created a new regulatory interface for corporate reporting.

Yet despite repeated commitments, legislation was repeatedly delayed. The pandemic diverted attention. Subsequent governments deprioritised reform in favour of deregulation and growth. When Labour returned to power and recommitted to the bill, many assumed the long reform process was finally nearing its conclusion.

The January 2026 announcement therefore represents not a pause, but an abandonment of a reform programme nearly a decade in the making.

Is the government right that reform is no longer needed?

The government’s central claim is that audit quality has improved sufficiently to make statutory reform unnecessary. There is some truth in this.

Since 2018, the FRC has strengthened audit standards, particularly on going concern and professional scepticism. It has imposed stricter ethical rules limiting the provision of non-audit services to audit clients. Inspection regimes have become more demanding, and enforcement action has increased in both scale and visibility.

Audit firms themselves have responded to pressure by operationally separating audit practices from consulting businesses and investing more in audit quality and training. In that sense, the market has moved.

However, the question for solicitors is not whether conditions are better than they were in 2018, but whether the improvements cited by government address the structural problems the reform programme was designed to solve.

Many of the most significant weaknesses identified by Kingman and Brydon were not about technical audit standards, but about accountability and regulatory authority. The FRC still lacks direct statutory powers over company directors who are not members of the accounting profession. It remains reliant on professional discipline, negotiated settlements and coordination with other agencies.

The Audit Reform Bill would have changed that balance by giving the new regulator the ability to investigate and sanction directors for serious reporting failures. That power is now off the table.

From a legal perspective, this matters. Ex post litigation and insolvency proceedings remain available, but they are slow, uncertain and often occur after losses have crystallised. Regulatory intervention can act earlier and more systematically.

The government’s reliance on voluntary improvements and code-based governance therefore places greater weight on market discipline and shareholder engagement. Whether that is sufficient remains contested.

The regulatory gap left behind

The most immediate consequence of abandoning the bill is institutional. The FRC remains in place, operating as a regulator with enhanced ambition but unchanged statutory foundations.

It can sanction audit firms and individual accountants. It cannot directly enforce directors’ duties or compel improvements in governance at large private companies that fall outside the public interest entity framework.

For solicitors advising boards, this creates an uneven accountability landscape. Directors continue to owe duties under the Companies Act 2006, but the primary enforcement mechanisms remain shareholder actions, insolvency proceedings and director disqualification. Each has limitations.

The absence of a strengthened regulator may also increase the likelihood of private litigation filling the gap. Pension funds and institutional investors have already expressed frustration with the abandonment of reform. In future failures, they may be more inclined to pursue claims against auditors or directors, including under section 90A of the Financial Services and Markets Act.

This has practical implications for risk management. Board minutes, audit committee records and internal control documentation may take on heightened significance as evidence of diligence and challenge.

What this means for solicitors in practice

For corporate and disputes practitioners, the collapse of audit reform does not remove risk. It reallocates it.

First, advisory work shifts from statutory compliance to best practice. Many boards had begun preparing for enhanced internal controls reporting and greater regulatory scrutiny. That preparation should not be abandoned. Voluntary adoption of stronger governance practices may offer protection against future regulatory or litigation risk.

Second, transaction and financing work is likely to reflect greater investor scepticism. Due diligence processes may place increased emphasis on audit quality, internal controls and governance culture, particularly for large private companies that were expected to fall within the reformed regime.

Third, disputes risk may increase rather than decrease. In the absence of robust regulatory enforcement, courts may become the primary forum for accountability. Group litigation, shareholder actions and professional negligence claims may become more prominent.

Fourth, solicitors must help clients navigate mixed regulatory signals. While audit reform has been shelved, other legislation, such as the Economic Crime and Corporate Transparency Act 2023, has expanded corporate liability for failure to prevent fraud. Boards cannot assume a general retreat from accountability.

International context and competitive implications

The UK’s decision also has an international dimension.

In the United States, the Sarbanes-Oxley regime remains firmly in place, with strong regulatory oversight and personal accountability for senior executives. In the European Union, audit reform has tightened rather than loosened over the past decade, with mandatory rotation, strict limits on non-audit services and enhanced audit committee responsibilities.

Against that backdrop, the UK risks appearing comparatively permissive. While this may reduce short-term compliance costs, it may also affect perceptions of governance quality among international investors.

For solicitors advising multinational clients, this divergence matters. UK-listed companies may face pressure to meet international governance expectations regardless of domestic regulatory choices.

An unfinished agenda

The government’s decision to scrap the Audit Reform Bill closes one chapter but leaves the underlying issues unresolved.

Audit quality has improved since 2018, but the structural questions raised by Carillion and its successors have not disappeared. Who holds directors accountable for serious reporting failures. How regulators intervene before collapse rather than after. And how trust in corporate reporting is sustained over time.

For now, the burden shifts to boards, auditors and their advisers. Solicitors have a central role in translating the lessons of a decade of reform into practical governance, even in the absence of legislation.

Whether the government’s confidence proves justified will ultimately be tested by events. Another major corporate failure would almost certainly revive calls for reform. In that sense, audit reform may be dormant rather than dead.

For the profession, the message is clear. Regulatory retreat does not eliminate responsibility. It merely changes how and where it is enforced.

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