Checking governance strategy planning off the 2026 to-do list
For large-private companies
In large private companies, governance quietly shapes everything.
January is your window to reset and strengthen the frameworks that support the board, protect the business, and give leadership confidence as expectations continue to rise.
We’ve created a FREE governance strategy planning checklist to get your 2026 off to the best start. Use it to create a governance strategy that moves beyond a box ticking exercise and ensures your Board has oversight and visibility of key focus areas for 2026.
Elevate your role in their eyes!
Set the governance rhythm for the year
Strong governance starts with clarity, not complexity.
☐ Refresh the annual board and committee planner
Confirm meeting dates, agenda cycles, and reporting milestones. Make sure they reflect the business’s priorities and don’t follow the ‘we’ve-always-done-it-this-way’ pattern.
☐ Sense-check delegation and decision-making
Are reserved matters, approval thresholds, and authorities still fit for purpose as the business evolves?
☐ Clear the decks from last year
Close out outstanding actions, tidy trackers, and remove unnecessary friction from governance processes. If the actions are needed, then don’t shoehorn them into your working day—figure out if you need additional resource and if you can get the budget to support.
☐ Plan evaluations early
Scheduling board or committee performance reviews now makes them more thoughtful and far less disruptive later.
Why this matters:
When the governance cadence is clear, boards spend more time on decisions and less time on mechanics.
Get ahead of Companies House and ECCTA reforms
Private companies are firmly in scope and expectations are changing.
☐ Map identity verification requirements
Confirm how director and PSC verification will be documented and refreshed.
☐ Audit Companies House data
Review statutory registers, filings, and shareholder information for accuracy and consistency.
☐ Review filing processes
Are they ready for software-only filing and increased scrutiny, including queries or rejected submissions?
☐ Ensure your registered office is still suitable.
☐ Brief directors early
Help the board understand what’s changing, why it matters, and what good compliance looks like in practice.
Why this matters:
Early preparation reduces risk and avoids last-minute pressure and panic as reforms take effect.
Improve board reporting (less noise, more insight)
Boards want clarity not reams of paper.
☐ Review board paper templates
Ensure papers are concise and decision-focused.
☐ Strengthen narrative quality
Help management connect performance, risk, culture, and strategy rather than reporting them in isolation.
☐ Position the Co Sec as a governance advisor
Move beyond administration and support the board in improving how it governs.
☐ Encourage forward-looking discussion
Support agendas that focus on what’s coming, not what’s already happened. Help them to appreciate that governance is more than just box-ticking.
Why this matters:
Better board reporting leads to better conversations and decisions.
Modernise governance processes and tools
Regulation is becoming more digital and governance needs to keep up.
☐ Review entity management and governance systems
Do they support accuracy, audit readiness, and oversight or just store information?
☐ Automate where it reduces risk
Filings, approvals, action tracking, and registers should not rely on manual workarounds.
☐ Strengthen data ownership
Make it clear who’s responsible for data accuracy across entities and records.
☐ Build resilience into processes
Ensure key governance activities don’t depend on individual knowledge or informal fixes.
Why this matters:
Modern governance reduces operational risk and frees up time for higher-value work.
Refresh director training and expectations
Directors rely on the Co Sec to translate governance into practice. They’re under increasing pressure from regulators, investor, and stakeholders and they’re looking to you for guidance.
☐ Update induction materials
Reflect current duties, regulatory and disclosure expectations, and governance best practice.
☐ Deliver targeted refresher sessions
Cover duties, conflicts, reporting obligations, and accountability in practical terms.
☐ Reinforce expectations early
Ensure directors understand what “good governance” looks like in practice this year and how it directly affects their roles, responsibilities, and personal accountability
Why this matters:
Confident, well-informed directors strengthen governance culture across the organisation.
Review governance policies with intent
A new year is THE moment to refresh not just roll forward.
☐ Board and committee terms of reference
Ensure roles and responsibilities still reflect how the board operates.
☐ Delegation frameworks and reserved matters
Check they align with the organisation’s size, complexity and risk profile.
☐ Crisis and incident procedures
Confirm escalation routes and decision-making authority are clear and tested.
☐ Stakeholder communication protocols
Ensure engagement approaches remain meaningful and proportionate.
☐ Reporting & Narrative
Prepare the governance section of the annual report (where relevant), being clear on outcomes and lived practice
Why this matters:
Governance should reflect how the organisation works now as opposed to how it worked last year
Strengthen ESG, culture, and stakeholder oversight
Expectations are rising even without formal listing requirements.
☐ Clarify ESG governance responsibilities
Confirm ownership, oversight, and reporting lines across the business.
☐ Review workforce engagement mechanisms
Ensure the board receives insight into culture AND metrics.
☐ Support proportionate reporting
Don’t focus on over-engineered frameworks. Focus on substance and real-life outcomes.
☐ Align governance with purpose
Help the board connect governance decisions to long-term value and stakeholder trust.
Why this matters:
Good governance increasingly underpins reputation and stakeholder confidence.
Enhance risk and internal control oversight
Private company boards are expected to be just as rigorous.
☐ Review internal control frameworks
Ensure they are understood, applied, and supported by evidence.
☐ Strengthen fraud and ethical risk oversight
Confirm reporting lines and escalation routes are clear.
☐ Assess cyber and data governance risks
Ensure risks are visible to the board and actively managed.
☐ Review business continuity and resilience planning
Move beyond theory and ensure plans are practical and current.
Why this matters:
Strong oversight protects the business and supports confident decision-making.
Use January to set foundations and not create bureaucracy.
The strongest governance teams use this moment to simplify and strengthen so the rest of the year runs with fewer twists and turns.
If you’d like support turning this checklist into action, whether that’s preparing for Companies House reforms, strengthening board reporting, or modernising governance processes, the Round Governance team is ready to help.
Let’s shape the year intentionally.