ESG
January 24, 2021

Reassessing the Definition of a PIE: What changes would companies like to see?

The landscape of corporate governance and accountability is continually evolving, with a focus on entities whose operations significantly impact the public. As a result of this, the definition and regulation of Public Interest Entities (PIEs) is currently under scrutiny as part of the wider audit reform agenda in the UK.

What is a PIE and Why Were They Introduced?

Under the current UK framework, a Public Interest Entity (PIE) is an entity of significant public importance and typically refers to companies listed on a UK-regulated market, credit institutions or insurance undertakings. The designation of PIE was introduced to identify organisations whose financial stability, conduct and reporting can have an outsized impact on the general public and the economy. The primary goal of PIE classification was to subject these entities to enhanced regulatory oversight in areas such as financial reporting, audit quality and governance. The frameworks aim to strengthen public trust by imposing stricter requirements to protect investors and stakeholders while also ensuring greater accountability from boards and senior executives.

Is the Definition of PIE still Fit for Purpose?

While the original purpose of designating PIEs for reasons of wider public interest and economic stability still applies, the evolving landscape of modern corporate Britain raises questions about whether the current definition is still fit for purpose. The business landscape has shifted significantly with many large, privately owned companies now wielding levels of influence over the public comparable to, or greater than the traditional PIE criteria. This means entities that are often central to essential services or acting as major employers within the UK, can fall outside of the PIE classification simply because they remain privately owned. For these large private entities, the enhanced governance, audit and board scrutiny levels that PIE entails were not applicable or enforceable, creating clear inconsistencies. A relevant example of this is when a listed water company like Severn Trent was classified as a PIE, while a major private utility such as Thames Water was not, despite the fact that they served millions of consumers. Likewise, a listed supermarket such as Sainsburys was subject to PIE-level accountability whereas an unlisted supermarket like ASDA was not. These examples highlight how a definition that focuses on stock market status rather than systemic importance or broader societal impact, can lead to uneven regulatory oversight. Such discrepancies are a core focus of the ongoing Audit Reform agenda which seeks to redefine what constitutes a PIE in a way that reflects the current market’s diverse and influential corporate structures.

The Audit Reform and Corporate Governance Bill

The UK’s approach to audit and corporate governance is undergoing a significant transformation, driven by a series of high-profile corporate collapses and a desire to rebuild trust in business. This evolution is currently progressing with the Audit Reform and Corporate Governance Bill which was announced in late 2024 with a draft published in early 2025. As of May 2025, this significant legislation is currently progressing through Parliament which signals a clear intent to enact long-discussed changes. The Bill aims to restore trust in audit and corporate reporting, building directly on the proposals suggested by the government’s “Restoring Trust in Audit and Corporate Governance” white paper. Key objectives of the Audit Reform and Corporate Governance Bill include formally establishing the Audit, Reporting and Governance Authority (ARGA) as the new, more powerful regulator to replace the Financial Reporting Council (FRC). ARGA will have enhanced statutory powers to oversee the audit profession, monitor corporate reporting and enforce higher standards of conduct. The bill also seeks to improve the quality and utility of audits, make boards and directors more accountable for their financial stewardship and internal controls, and broaden the scope of corporate governance requirements. Most notably, this also includes a proposed redefinition of the scope of Public Interest Entities (PIEs).

Redefining the Scope of PIE

While the FRC’s current definition of a PIE remains the immediate standard for statutory audits, the Audit Reform and Corporate Governance Bill seeks to expand this definition considerably. The main intention is to ensure that entities of significant public importance are being brought under the PIE regime and subjected to enhanced scrutiny levels that reflect their actual impact rather than solely being defined by their ownership structure or stock market status. The draft bill outlines criteria to extend PIE status to large private companies, widely expected to incorporate thresholds such as a minimum of 750 employees or a turnover threshold of £750million or more. The adoption of these measures will enhance governance standards, enforce more rigorous audit scrutiny and improve overall accountability for these significant private businesses. This expansion would increase the expectations for boards and directors of newly designated PIEs and align their regulatory obligations more closely with their economic and societal footprint.

What is the Significance and Benefit to Firms of Being Classified as a PIE?

Being designated as a PIE underscores the growing recognition of the systemic importance of a firm. This can signify the firm has a substantial impact on the public and carries with it heightened expectations for exemplary corporate governance, accountability and transparency from its board and directors. While this status entails more rigorous audit scrutiny and stricter internal control standards, the benefits can be considerable. Enhanced governance practices driven by PIE obligations can foster greater stakeholder trust and improve investor confidence. The increased focus on robust processes often leads to improved risk management and ultimately contributes to greater operational excellence and long-term business resilience. A well-defined PIE regime therefore not only acts in the best interests of the public but can also act as a catalyst for strengthening the entities that are vital to the economic fabric of the UK.

Contact us today to learn more about how Novatus Global can support you in responding to PIE-related concerns.

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