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Football Governance Act 2025

Type Public General Act

Publication 2025-07-21

Last updated 2026-09-11

State In force

Department Statute Law Database

Source legislation.gov.uk

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(4) The Secretary of State may by regulations make provision for, and in connection with, conferring functions on a public authority relating to the disclosure of information by that authority to a person to whom subsection (2) applies for the purpose of facilitating the exercise of the functions that person has under, or virtue of, this Act.

(5) In subsection (4), “public authority” has the same meaning as in section 6 of the Human Rights Act 1998.

(6) Regulations under subsection (4) may amend, repeal or revoke provision made by or under an Act whenever passed or made (including provision made by or under this Act).

Restrictions on the disclosure of information

88

(1) Subsection (2) applies to a duty or power to process information imposed or conferred by or under this Act.

(2) A duty or power to which this subsection applies does not operate to require or authorise the processing of information which would contravene the data protection legislation (but the duty or power is to be taken into account in determining whether the processing would contravene that legislation).

(3) Subsections (4) and (5) apply to a duty or power to publish, or otherwise disclose, information imposed or conferred by or under this Act.

(4) A person to whom section 87 (2) applies must exclude information from disclosure under a duty or power to which this subsection applies if it is—

(a) information the disclosure of which might prejudice the prevention or detection of crime or the investigation or prosecution of an offence, or

(b) information received (directly or indirectly) from, or that relates to, the National Crime Agency, unless the National Crime Agency consents to that disclosure.

(5) A person to whom section 87 (2) applies may exclude from disclosure under a duty or power to which this subsection applies information the disclosure of which the person considers might significantly harm the legitimate personal or business interests of the person to whom the information relates.

(6) HMRC information may not be disclosed by a person to whom section 87 (2) applies unless HMRC consents to the disclosure.

(7) If a person to whom section 87 (2) applies discloses HMRC information, the information must not be disclosed by the recipient, or by any person obtaining the information directly or indirectly from the recipient, unless HMRC consents to the disclosure.

(8) In this section—

“the data protection legislation” has the same meaning as in the Data Protection Act 2018 (see section 3(9) of that Act);

“HMRC information” means information disclosed under section 87 (1) or information that is otherwise received by a person to whom section 87 (2) applies (directly or indirectly) from, or that relates to, HMRC.

Information offences

89

Wrongful disclosure 1 A person commits an offence if the person discloses information in contravention of section 86 (5)(b).

Wrongful disclosure of revenue and customs information 2 A person commits an offence if the person, in contravention of section 88 (6) or (7), discloses any revenue and customs information relating to a person whose identity— a is specified in the disclosure, or b can be deduced from it.

Supplementary 3 It is a defence for a person charged with an offence under subsection (1) or (2) to prove that the person reasonably believed— a that the disclosure was lawful, or b that the information had already and lawfully been made available to the public. 4 A person guilty of an offence under subsection (1) is liable— a on summary conviction, to imprisonment for a term not exceeding the general limit in a magistrates’ court, to a fine or to both; b on conviction on indictment, to imprisonment for a term not exceeding 2 years, to a fine or to both. 5 Subsections (4) and (5) of section 19 of the Commissioners for Revenue and Customs Act 2005 apply to an offence under subsection (2) as they apply to an offence under that section. 6 In this section, “revenue and customs information relating to a person” has the same meaning as in section 19 of the Commissioners for Revenue and Customs Act 2005.

Rules and regulations

Rules

90

(1) The IFR may make rules containing provision that supplements, or that gives effect to, any provision made by this Act (except provision in Schedule 4).

(2) Subsections (3) to (7) apply in relation to rules made by the IFR under any provision of this Act.

(3) Rules made by the IFR may—

(a) confer a discretion on a person;

(b) make different provision for different purposes (including in relation to different clubs or different persons);

(4) The IFR may amend, replace or revoke any rule made by the IFR.

(5) Before making, amending or replacing rules, the IFR must consult—

(a) each specified competition organiser, and

(b) such other persons as the IFR considers appropriate.

(6) Subsection (5) does not apply in relation to—

(a) amendments to or replacements of rules, if the IFR considers the changes to be minor;

(b) levy rules, or to amendments to or replacements of levy rules (see section 54 (1) to (3) for provision about consultation before the making of levy rules);

(c) revenue rules, or to amendments to or replacements of revenue rules (see paragraph 12 (3) and (5) of Schedule 9 for provision about consultation before the making of revenue rules).

(7) As soon as reasonably practicable after making, amending or replacing rules, the IFR must—

(a) publish the rules, and

(b) notify the Secretary of State.

(8) Any provision in this Act that permits or requires the IFR to make provision in rules is without prejudice to the generality of subsection (1).

Regulations

91

(1) Regulations under this Act may—

(a) confer a discretion on a person;

(b) make different provision for different purposes;

(2) Regulations under this Act are to be made by statutory instrument.

(3) A statutory instrument containing any of the following (whether alone or with other provision) may not be made unless a draft of the instrument has been laid before and approved by a resolution of each House of Parliament—

(a) regulations under—

(i) section 2 (3);

(ii) section 22 (5);

(iii) section 56 (2)(b);

(iv) section 86 (6);

(v) section 87 (4);

(vi) section 92 (3);

(vii) paragraph 16 of Schedule 1;

(viii) paragraph 23 (3) of Schedule 2;

(ix) paragraph 15 of Schedule 9;

(b) regulations under any other provision of this Act that amend or repeal provision made by an Act.

(4) Any other statutory instrument containing regulations under this Act is subject to annulment in pursuance of a resolution of either House of Parliament.

(5) If a draft of an instrument containing regulations under this Act would, apart from this subsection, be treated for the purposes of the Standing Orders of either House of Parliament as a hybrid instrument, it is to proceed in that House as if it were not a hybrid instrument.

(6) This section does not apply to regulations under section 100.

Definitions etc

Minor definitions etc

92

(1) In this Act—

“Bank of England base rate” means— the percentage rate announced from time to time by the Monetary Policy Committee of the Bank of England as the official dealing rate, being the rate at which the Bank is willing to enter into transactions for providing short term liquidity in the money markets, or where an order under section 19 of the Bank of England Act 1998 is in force, any equivalent percentage rate determined by the Treasury under that section;

“business premises” means premises (or any part of premises) not used as a dwelling;

“conflict of interest”, in relation to a person, means a financial or other interest which is likely to prejudicially affect the discharge by the person of the person’s functions;

“the financial resources threshold requirement” means the threshold requirement in paragraph 2 of Schedule 4;

“the Football Association” means the Football Association Limited, a company incorporated in England and Wales (company number 00077797);

“football season” means a period— beginning with the day in a particular year on which the first match of any specified competition is played, and ending with the day in the following year on which the final match of any specified competition is played;

“HMRC” means the Commissioners for His Majesty’s Revenue and Customs;

“information” includes— information in the form of a document, whether in draft or in final form; information in any other form;

“the non-financial resources threshold requirement” means the threshold requirement in paragraph 3 of Schedule 4;

“registered society” means a registered society as defined by section 1 of the Co-operative and Community Benefit Societies Act 2014;

“the Tribunal” means the Competition Appeal Tribunal;

“Tribunal Procedure Rules” means rules made under section 15 of the Enterprise Act 2002.

(2) In this Act, “serious criminal conduct” means conduct which—

(a) amounts to the commission of an offence specified, or falling within a description specified, in Part 1 of Schedule 1 to the Serious Crime Act 2007, or

(b) would amount to the commission of such an offence if done in England and Wales.

(3) The Secretary of State may by regulations amend this section so as to change the definition of “serious criminal conduct” in subsection (2).

(4) Before making regulations under subsection (3), the Secretary of State must consult such persons as the Secretary of State considers appropriate.

(5) Any notification required to be given by or under this Act must be given in writing.

Index of defined terms

93

Schedule 11 sets out terms defined by this Act for the purposes of more than one provision.

General

Pre-commencement consultation

94

(1) This section applies in relation to—

(a) a provision of this Act which requires the IFR to consult another person;

(b) the provision made by section 10 (5)(a) and (b).

(2) If, before the provision came into force (and whether before or after the passing of this Act), the Secretary of State or the IFR (as the case may be) did anything which would have satisfied the requirements of the provision to any extent if—

(a) in the case of anything done by the Secretary of State, the provision had been in force and the thing had been done by the IFR, or

(b) in the case of anything done by the IFR, the provision had been in force,

the IFR may elect for subsection (3) to apply.

(3) Where this subsection applies, requirements on the IFR under the provision must be treated as satisfied to that extent.

Offences by officers of clubs and bodies corporate

95

(1) If an offence under this Act committed by a club, or a body corporate other than a club, is proved—

(a) to have been committed with the consent or connivance of an officer of the club or of the body corporate, or

(b) to be attributable to neglect on the part of an officer of the club or of the body corporate,

the officer (as well as the club or the body corporate) is guilty of the offence and is liable to be proceeded against and punished accordingly.

(2) If the affairs of a body corporate other than a club are managed by its members, subsection (1) applies in relation to the acts and defaults of a member in connection with the member’s functions of management as if the member were an officer of the body corporate.

(3) In this section, “officer”, in relation to a body corporate other than a club, means—

(a) where the body is a company, a director of the body;

(b) in any other case, an officer of the body whose functions correspond to those of a director of a company.

Review of Act

96

(1) The Secretary of State must—

(a) carry out a review of the operation and effect of this Act,

(b) set out the conclusions of the review in a report,

(d) lay a copy of the report before Parliament.

(2) The report must be published before the end of the period of five years beginning with the day on which section 15 comes fully into force.

(3) The report must, in particular—

(a) assess the extent to which the objectives intended to be achieved by this Act have been achieved,

(b) assess whether those objectives remain appropriate and, if so, the extent to which they could be achieved more effectively in any other way (for example if the IFR could delegate its functions to persons other than those listed in paragraph 18(1) of Schedule 2),

(d) assess the interaction between this Act and the rules, requirements and restrictions imposed by competition organisers and whether that interaction is appropriate, and

(e) assess whether the appropriate competitions are specified under section 2(3), including whether a competition that is not specified should be specified.

(4) In carrying out the review, the Secretary of State must have regard to—

(a) the purpose of the Act (see section 1);

(b) the IFR’s objectives (see section 6);

(d) the IFR’s regulatory principles (see section 8);

(e) any state of the game report published by the IFR (see section 10);

(f) any annual report submitted to the Secretary of State by the IFR (see section 14).

(5) Before publishing the report, the Secretary of State must prepare a draft report and consult the following about the draft report—

(a) the IFR,

(b) the Football Association,

(d) such other persons as the Secretary of State considers appropriate.

Payments into the Consolidated Fund

97

(1) The IFR must pay into the Consolidated Fund any amounts received by it under section 53 (levy) that are attributable to—

(a) the recovery of the IFR’s initial costs, or

(b) the Secretary of State’s establishment costs.

(2) The IFR must, in respect of each financial year, pay to the Secretary of State its relevant receipts after deducting its litigation costs in respect of that year.

(3) The IFR’s “relevant receipts”, in respect of a financial year, are any amounts received by it during the year that are attributable to—

(a) any interest payable on an amount of levy by virtue of section 53 (7),

(b) any penalty imposed under paragraph 3 or 6 of Schedule 9, or

(4) The IFR’s “litigation costs” in respect of a financial year are the costs incurred by it during the year in connection with litigation.

(5) The Secretary of State may give a direction to the IFR as to how the IFR is to comply with its duty under subsection (2).

(6) A direction under subsection (5) may in particular—

(a) specify descriptions of costs that are, or are not, to be regarded as incurred in connection with litigation for the purposes of subsection (4),

(b) relate to the calculation and timing of the deduction in respect of the IFR’s litigation costs, and

(7) A direction under subsection (5) may also require the IFR, at times specified in the direction, to provide the Secretary of State with information specified in the direction relating to costs incurred by the IFR in connection with litigation.

(8) The Secretary of State must pay into the Consolidated Fund any amounts received under subsection (2).

(9) In this section—

“financial year” means— the period beginning with the day on which this section comes into force and ending with 31 March in the following year, and each successive period of 12 months;

“the IFR’s initial costs” and “the Secretary of State’s establishment costs” have the same meaning as in section 53.

Minor and consequential amendments

98

(1) Schedule 12 makes minor and consequential amendments.

(2) The Secretary of State may by regulations make provision that is consequential on this Act.

(3) Regulations under this section may amend, repeal or revoke provision made by or under an Act passed—

(a) before this Act, or

(b) later in the same session of Parliament as this Act.

Extent

99

(1) Subject to subsections (2) and (3), this Act extends to England and Wales only.

(2) Any amendment, repeal or revocation made by this Act has the same extent as the provision amended, repealed or revoked.

(3) His Majesty may by Order in Council provide for any of the provisions of this Act to extend, with or without modifications, to any of the Channel Islands or to the Isle of Man.

Commencement

100

(1) Subject to subsection (2), this Act comes into force on such day or days as the Secretary of State may by regulations appoint.

(2) This section and the following provisions come into force on the day on which this Act is passed—

(a) Part 1 (and Schedule 1);

(b) Part 2 (and Schedules 2 and 3);

(d) sections 88 and 90 to 94 (and Schedule 11);

(e) paragraphs 1 to 4 and 9 of Schedule 12 (and section 98 (1) so far as relating to those paragraphs);

(f) sections 99 and 101;

(g) any other provision of this Act so far as it—

(i) confers power to make regulations,

(ii) imposes a duty or confers power to make rules, or

(iii) is otherwise necessary for enabling the exercise of a duty or power within sub-paragraph (i) or (ii) on or after the day on which this Act is passed.

(3) Regulations under subsection (1) may appoint different days for different purposes.

(4) The Secretary of State may by regulations make transitional, transitory or saving provision in connection with the coming into force of any provision of this Act.

(5) Regulations under subsection (4) may make different provision for different purposes.

(6) Regulations under this section are to be made by statutory instrument.

Short title

101

This Act may be cited as the Football Governance Act 2025.

Schedule 1 — Meaning of “owner”

Part 1 — Conditions for being an owner

Conditions for being an owner

1

(1) For the purposes of this Act, a person is an “owner” of a club if—

(a) the person is an individual or a registered society, and

(b) one or more of the conditions in paragraph 2 are met in relation to the person.

(2) In the case of a club that is a registered society, if there is no individual in relation to whom one or more of the conditions in paragraph 2 are met, the registered society itself is the owner of the club.

2

(1) Condition 1 is that the person has the right to exercise, or actually exercises, significant influence or control over the activities of the club (in whole or in part).

(2) Condition 2 is that the person holds, directly or indirectly, more than 25% of the shares in the club.

(3) Condition 3 is that the person holds, directly or indirectly, more than 25% of the voting rights in the club.

(4) Condition 4 is that the person holds the right, directly or indirectly, to appoint or remove an officer of the club.

(5) Condition 5 is that—

(a) the trustees of a trust, or the members of a partnership, unincorporated association or other body, that is not a legal person under the law by which it is governed would meet one or more of conditions 1 to 4 (in their capacity as such) in relation to the club if the references in those conditions to a “person” were to the trustees or members, and

(b) the person has the right to exercise, or actually exercises, significant influence or control over the activities of that trust or body (in whole or in part).

Part 2 — Interpretation

Interpretation

3

This Part makes provision about the interpretation of this Schedule.

Joint interests

4

If a person holds a share or right jointly with another person (whether or not the other person is an individual or a registered society), each of those persons is to be taken to hold that share or right.

Joint arrangements

5

(1) If shares or rights held by a person and shares or rights held by another person (whether or not the other person is an individual or a registered society) are the subject of a joint arrangement between those persons, each of those persons is to be taken to hold the combined shares or rights of both persons.

(2) A “joint arrangement” is an arrangement between the holders of shares (or rights) that they will exercise all or substantially all the rights conferred by their respective shares (or rights) jointly in a way that is pre-determined by the arrangement.

(3) For the meaning of “arrangement”, see paragraph 12.

Calculating shareholdings

6

(1) In relation to a club that has a share capital, a reference to holding more than 25% of the shares in the club is to holding shares comprised in the issued share capital of the club of a nominal value exceeding (in aggregate) 25% of that share capital.

(2) In relation to a club that does not have a share capital—

(a) a reference to holding shares in the club is to be read as a reference to holding a right to share in the capital or, as the case may be, profits of the club;

(b) a reference to holding more than 25% of the shares in the club is to be read as a reference to holding a right or rights to share in more than 25% of the capital or, as the case may be, profits of the club.

Voting rights

7

(1) A reference to the voting rights in a person is to the rights conferred on shareholders in respect of their shares (or, in the case of a person not having a share capital, on members) to vote at general meetings of the person on all or substantially all matters.

(2) In relation to a person that does not have general meetings at which matters are decided by the exercise of voting rights—

(a) a reference to holding voting rights in the person is to be read as a reference to holding rights in relation to the person that are equivalent to those of a person entitled to exercise voting rights in a company;

(b) a reference to holding more than 25% of the voting rights in the person is to be read as a reference to holding the rights under the constitution of the person to block changes to the overall policy of the person or to the terms of its constitution.

8

In applying this Schedule, voting rights in a person held by the person itself are to be disregarded.

Shares or rights held “indirectly”

9

(1) A person (“A”) holds a share “indirectly” if A has a majority stake in a person (“B”) and B—

(a) holds the share, or

(b) is part of a chain of persons—

(i) each of which (other than the last) has a majority stake in the person immediately below it in the chain, and

(ii) the last of which holds the share.

(2) A person (“A”) holds a right “indirectly” if A has a majority stake in a person (“B”) and B—

(a) holds that right, or

(b) is part of a chain of persons—

(i) each of which (other than the last) has a majority stake in the person immediately below it in the chain, and

(ii) the last of which holds that right.

(3) For the purposes of sub-paragraphs (1) and (2), A has a “majority stake” in B if A—

(a) holds a majority of the voting rights in B,

(b) is a member of B and has the right to appoint or remove an officer of B,

(c) is a member of B and controls alone, or pursuant to an agreement with other shareholders or members, a majority of the voting rights in B, or

(d) has the right to exercise, or actually exercises, dominant influence or control over B.

Shares held by nominees

10

A share held by a person as a nominee for another is to be treated as held by the other (and not by the nominee).

Rights treated as held by person who controls their exercise

11

(1) Where a person controls a right, the right is to be treated as held by that person (and not by the person who in fact holds the right, unless that person also controls it).

(2) A person “controls” a right if, by virtue of any arrangement between that person and others, the right is exercisable only—

(a) by that person,

(b) in accordance with that person’s directions or instructions, or

12

(1) For the purposes of this Schedule “arrangement” includes—

(a) any scheme, agreement or understanding, whether or not it is legally enforceable, and

(b) any convention, custom or practice of any kind.

(2) But something does not count as an arrangement unless there is at least some degree of stability about it (whether by its nature or terms, the time it has been in existence or otherwise).

Rights exercisable only in certain circumstances etc

13

(1) Rights that are exercisable only in certain circumstances are to be taken into account only—

(a) where the circumstances have arisen, and for so long as they continue to obtain, or

(b) when the circumstances are within the control of the person having the rights.

(2) But rights that are exercisable by an administrator or by creditors while a person is in relevant insolvency proceedings are not to be taken into account even while the person is in those proceedings.

(3) In this paragraph, “relevant insolvency proceedings” means—

(a) administration within the meaning of the Insolvency Act 1986,

(b) administration within the meaning of the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)), or

(c) proceedings under the insolvency law of another country or territory during which a person’s assets and affairs are subject to the control or supervision of a third party or creditor.

(4) Rights that are normally exercisable but are temporarily incapable of exercise are to continue to be taken into account.

Rights attached to shares held by way of security

14

Rights attached to shares held by way of security provided by a person are to be treated for the purposes of this Schedule as held by that person—

(a) where apart from the right to exercise them for the purpose of preserving the value of the security, or of realising it, the rights are exercisable only in accordance with that person’s instructions, and

(b) where the shares are held in connection with the granting of loans as part of normal business activities and apart from the right to exercise them for the purpose of preserving the value of the security, or of realising it, the rights are exercisable only in that person’s interests.

Significant influence or control over the activities of a club, trust or other body

15

(1) The Secretary of State must prepare and publish guidance about the meaning of significant influence or control for the purposes of this Schedule.

(2) Regard must be had to that guidance in interpreting references in this Schedule to that phrase.

(3) Before publishing guidance under this paragraph the Secretary of State must lay a draft of it before Parliament.

(4) If, within the 40-day period, either House of Parliament resolves not to approve the draft guidance, the Secretary of State must take no further steps in relation to it.

(5) If no such resolution is made within that period, the Secretary of State must publish the guidance in the form of the draft.

(6) Sub-paragraph (4) does not prevent a new draft of proposed guidance from being laid before Parliament.

(7) In this paragraph “the 40-day period”, in relation to draft guidance, means the period of 40 days beginning with the day on which the draft is laid before Parliament (or, if it is not laid before each House on the same day, the later of the days on which it is laid).

(8) In calculating the 40-day period, no account is to be taken of any period during which—

(a) Parliament is dissolved or prorogued, or

(b) both Houses are adjourned for more than 4 days.

(9) The Secretary of State may revise guidance published under this paragraph, and a reference in this paragraph to guidance includes a reference to revised guidance.

Part 3 — Power to amend thresholds etc

16

(1) The Secretary of State may by regulations amend this Schedule for a permitted purpose.

(2) The permitted purposes are—

(a) to replace any reference in this Schedule to a percentage figure with a reference to some other (larger or smaller) percentage figure;

(b) to amend Part 1 of this Schedule so as to include circumstances (for example, circumstances involving more complex structures) that give a person a level of influence or control over a club broadly similar to the level of influence or control given by the conditions in paragraph 2;

(c) in consequence of any provision made by virtue of paragraph (b), to amend Part 2 of this Schedule so that circumstances specified in that Part in which a person is to be regarded as holding an interest in another person correspond to any of the conditions in paragraph 2, or would do so but for the extent of the interest.

(3) Before making regulations under this paragraph the Secretary of State must consult the IFR.

Schedule 2 — The Independent Football Regulator

Part 1 — Constitution of the IFR

Constitution of the IFR

1

(1) Until the end of the initial period, the IFR is to consist only of the Board.

(2) After the initial period ends, the IFR is to consist of—

(a) the Board, and

(b) the Expert Panel.

(3) In this paragraph the “initial period” means the period which—

(a) begins with the commencement of this Act, and

(b) ends with the time when an appointment of a member of the Expert Panel takes effect that brings the number of members of the Expert Panel up to the number that the Chief Executive Officer has determined in accordance with paragraph 23.

Part 2 — The Board

Membership

2

(1) The Board is to consist of—

(a) the non-executive members, and

(b) the executive members.

(2) The non-executive members are—

(a) a chair, and

(b) up to seven other members.

(3) The executive members are—

(a) the Chief Executive Officer,

(b) the Chief Finance Officer, and

(4) The executive members are to be members of the IFR’s staff.

Appointments to the Board

3

(1) The non-executive members are to be appointed by the Secretary of State.

(2) A person may not be appointed as a non-executive member if the person is a member of the IFR’s staff.

4

(1) The chair may appoint any other non-executive member to be the deputy chair.

(2) Before appointing a person as the deputy chair, the chair must consult the Secretary of State.

(3) The deputy chair may carry out the functions of the chair in such cases and in such manner as may be determined by or in accordance with any directions given by the chair.

5

(1) The Chief Executive Officer is to be appointed by the chair.

(2) The other executive members are to be appointed by the Chief Executive Officer.

(3) Before appointing a person as the Chief Executive Officer, the chair must consult—

(a) the Secretary of State, and

(b) the non-executive members.

6

(1) A person (“A”) may not be appointed as a member of the Board unless the person appointing A is satisfied that A does not have a conflict of interest.

(2) A person who appointed a member of the Board must, from time to time, check that none of the members appointed by them has a conflict of interest.

(3) A person who appointed a member of the Board may require a member appointed by them to provide whatever information the person considers necessary for the purpose of checking that the member does not have a conflict of interest.

(4) A member of the Board who is required to provide information under sub-paragraph (3) must provide it within such period as may be specified by the person who appointed them.

Declaration and registration of interests of members of the Board

7

(1) The IFR must establish and maintain a system for the declaration and registration of relevant interests of members of the Board.

(2) In this paragraph “relevant interest”, in relation to a member of the Board, means a financial or other interest that may be relevant to the IFR’s exercise of its functions under this Act.

Tenure and remuneration of non-executive members

8

(1) A non-executive member of the Board holds and vacates office in accordance with that person’s terms of appointment, subject to this paragraph and paragraph 9.

(2) Any appointment of a non-executive member must be for a fixed term of not more than five years.

(3) But a person may be appointed as a non-executive member more than once.

(4) A person may resign as a non-executive member by notifying the Secretary of State.

(5) A person ceases to be a non-executive member upon becoming a member of the IFR’s staff.

9

A non-executive member of the Board may be removed from office as a member of the Board if the Secretary of State is satisfied that the person—

(a) is guilty of serious misconduct;

(b) has a conflict of interest;

(d) is unable, unfit or unwilling to carry out their functions as a member of the Board.

10

(1) The IFR must pay its non-executive members such remuneration as the Secretary of State may determine.

(2) The IFR must pay, or make provision for paying, to or in respect of a person who is or has been a non-executive member of the Board, such sums as the Secretary of State may determine in respect of allowances or expenses.

Tenure etc and remuneration of members of the IFR’s staff (including executive members)

11

(1) The Board may—

(a) appoint employees, and

(b) make such other arrangements for the staffing of the IFR as it considers appropriate, including arrangements for persons to be seconded to the IFR.

(2) This paragraph is subject to paragraph 12.

12

(1) The terms on which executive members are, by virtue of paragraph 2(4), to become, or continue to be—

(a) persons seconded to the IFR under paragraph 11(1)(b), or

(b) employees of the IFR,

are to be determined by the non-executive members, subject to paragraph 13.

(2) The terms of employment of employees are to be determined by the non-executive members.

(3) The IFR must pay its employees such remuneration as may be determined by the non-executive members.

(4) The IFR must pay, or make provision for paying, to or in respect of an executive member of the IFR, or a member of the IFR’s staff—

(a) such sums in respect of pensions, allowances or gratuities relating to service as an executive member, or member of staff, as may be determined by the non-executive members, and

(b) such sums in respect of allowances or expenses as may be determined by the non-executive members.

13

(1) A person may resign as an executive member by notifying the chair.

(2) A person ceases to be an executive member upon ceasing to be a member of the IFR’s staff.

(3) An executive member may be removed from office as a member of the Board if the person who appointed them is satisfied that the person—

(a) is guilty of serious misconduct;

(b) has a conflict of interest;

(d) is unable, unfit or unwilling to carry out their functions as an executive member.

Exercise of functions by the Board

14

Except where otherwise provided by this Act (see section 82 and paragraphs 18 to 21), the functions of the IFR are exercisable by the Board on behalf of the IFR.

Committees and procedure of the Board

15

(1) The Board may establish committees.

(2) A committee established under sub-paragraph (1) may establish sub-committees.

(3) A committee or sub-committee of the Board may include or consist of persons who are neither non-executive members nor executive members.

16

(1) The Board may determine its own procedure and the procedure of any committee or sub-committee, subject to this paragraph.

(2) The quorum for a meeting of the Board is to be determined by the chair but a meeting of the Board is not quorate unless—

(a) the chair or deputy chair is in attendance, and

(b) (including the chair or deputy chair) at least half of the Board’s members are in attendance.

(3) A member of the Board may at any time resign from a committee of the Board by giving written notice to the chair.

(4) The chair may remove a person from membership of a committee of the Board if the chair considers that—

(a) the person will be unable, for a substantial period, to perform their duties as a member of the committee, or

(b) because of a particular interest of the member of the committee, it is inappropriate for them to remain a member of the committee.

(5) Where a person ceases to be a member of a committee of the Board, the chair may select a replacement member of the committee from the Board.

(6) The validity of proceedings of the Board, or a committee or sub-committee of the Board, is not affected by a vacancy or defective appointment.

Disqualification from acting in relation to certain matters

17

(1) This paragraph applies if—

(a) a member of the Board has a direct or indirect interest in a matter falling to be considered at a meeting of the Board, or

(b) a member of a committee of the Board has a direct or indirect interest in a matter falling to be considered at a meeting of the committee of the Board.

(2) The member with the interest must declare it.

(3) The declaration must be recorded in the minutes of the meeting.

(4) The member with the interest may not take part in a discussion or decision at the meeting relating to the matter, unless—

(a) in the case of a meeting of the Board, the other members of the Board who are present have resolved unanimously that the interest is to be disregarded, or

(b) in the case of a meeting of a committee of the Board, the other members of the committee who are present have resolved in the manner authorised by the Board that the interest is to be disregarded.

(5) For the purposes of this paragraph, a notification given at or sent to a meeting mentioned in sub-paragraph (1) that a person—

(a) is a member of a company or firm, and

(b) is to be regarded as interested in any matter involving that company or firm,

is to be regarded as compliance with sub-paragraph (2) in relation to any such matter for the purposes of that meeting and subsequent meetings of the Board or the committee of the Board.

(6) A notification described in sub-paragraph (5) remains in force until it is withdrawn.

(7) A person required to make a declaration for the purposes of this paragraph in relation to any meeting—

(a) is not required to attend the meeting, but

(b) is to be taken to have complied with the requirements of this paragraph if the person takes reasonable steps to secure that notice of the person’s interest is read out, and taken into consideration, at the meeting in question.

(8) See section 82(10) and (11) for related provision (persons who can carry out internal reviews).

Delegation by the Board etc

18

(1) Subject to paragraph 20, the Board may delegate any of its functions to—

(a) a member of the Board,

(b) a member of the IFR’s staff,

(d) the Expert Panel.

(2) A function is delegated under this paragraph to the extent and on the terms that the Board determines.

19

(1) Subject to paragraph 20, a committee established by the Board may delegate any of its functions to—

(a) a member of the committee, or

(b) a sub-committee established by it.

(2) A function is delegated under this paragraph to the extent and on the terms that the committee of the Board determines.

(3) The power of a committee established by the Board to delegate a function under this paragraph, and to determine the extent and terms of the delegation, is subject to the Board’s power to direct what a committee established by it may and may not do.

20

(1) The following functions of the Board may be delegated by it only to a committee established by it—

(a) the function of revoking a provisional operating licence under section 19;

(b) the function of making a determination under Part 4 in relation to a person;

(d) the function of specifying a competition as a prohibited competition under section 45;

(e) the function of deciding whether the resolution process should be triggered under section 59;

(f) the function of making a distribution order under section 62;

(g) the function of suspending or revoking an operating licence under paragraph 9 of Schedule 9;

(h) the function of carrying out a review requested under section 82 of any decision made by virtue of the exercise of a function mentioned in paragraphs (a) to (g).

(2) A committee of the Board to which a function is delegated under this paragraph may not further delegate the function.

21

The delegation of a function by the Board under paragraph 18 or 20, or by a committee of the Board under paragraph 19, does not prevent the Board or a committee of the Board (as the case may be) from exercising the function.

Records of proceedings

22

The Board must make arrangements for the keeping of proper records of—

(a) its proceedings,

(b) the proceedings of a committee of the Board, and

Part 3 — The Expert Panel

Number of members

23

(1) The number of members of the Expert Panel is to be determined by the Chief Executive Officer.

(2) The number must not be less than six.

(3) The Secretary of State may by regulations amend the number for the time being mentioned in sub-paragraph (2).

Appointments to the Expert Panel

24

(1) The members of the Expert Panel are to be appointed by the Chief Executive Officer.

(2) The Chief Executive Officer must exercise the power in sub-paragraph (1) so as to secure that the range of skills, knowledge and experience of the members of the Expert Panel (taken together) includes skills, knowledge and experience in relation to—

(a) the operation, organisation or governance of clubs or competitions, and

(b) financial or other regulation.

(3) A person (“A”) may not be appointed as a member of the Expert Panel unless the Chief Executive Officer is satisfied that A does not have a conflict of interest.

(4) The Chief Executive Officer must, from time to time, check that none of the members of the Expert Panel has a conflict of interest.

(5) The Chief Executive Officer may require a member of the Expert Panel to provide whatever information the Chief Executive Officer considers necessary for the purpose of checking that the member does not have a conflict of interest.

(6) A member of the Expert Panel who is required to provide information under sub-paragraph (5) must provide it within such period as may be specified by the Chief Executive Officer.

Declaration and registration of interests of members of the Expert Panel

25

(1) The IFR must establish and maintain a system for the declaration and registration of relevant interests of members of the Expert Panel.

(2) In this paragraph “relevant interest”, in relation to a member of the Expert Panel, means a financial or other interest that may be relevant to the IFR’s exercise of its functions under this Act.

Tenure and remuneration of Expert Panel members

26

(1) A member of the Expert Panel holds and vacates their membership in accordance with that person’s terms of appointment, subject to sub-paragraph (2).

(2) A member of the Expert Panel may be removed from office as such a member if the Chief Executive Officer is satisfied that the person—

(a) is guilty of serious misconduct;

(b) has a conflict of interest;

(d) is unable, unfit or unwilling to carry out their functions as a member of the Expert Panel.

(3) The IFR may pay such remuneration or allowances to persons appointed to the Expert Panel as the Chief Executive Officer may determine.

Committees and procedure of the Expert Panel

27

Where the Board delegates a function to the Expert Panel (see paragraph 18), the Chief Executive Officer must, as soon as reasonably practicable after the Board delegates the function, establish a committee of the Expert Panel to carry out the function.

28

(1) The Chief Executive Officer must establish committees of the Expert Panel where required to so by this Act (see section 82 and paragraph 27).

(2) The Chief Executive Officer may establish other committees of the Expert Panel.

(3) Each committee of the Expert Panel must consist of at least three members of the Expert Panel appearing to the Chief Executive Officer to have skills, knowledge or experience relating to the function which is to be exercised by the committee.

(4) The Chief Executive Officer must appoint one of the members of the committee of the Expert Panel to chair the committee.

(5) A committee of the Expert Panel may only consist of persons who are members of the Expert Panel.

29

(1) The Expert Panel may determine its own procedure and the procedure of any committee.

(2) A member of the Expert Panel may at any time resign from a committee of the Expert Panel by giving notice to the Chief Executive Officer.

(3) The Chief Executive Officer may remove a person from membership of a committee of the Expert Panel if the Chief Executive Officer considers that—

(a) the person will be unable, for a substantial period, to perform their duties as a member of the committee, or

(b) because of a particular interest of the member of the committee, it is inappropriate for them to remain a member of the committee.

(4) Where a person ceases to be a member of a committee of the Expert Panel, the Chief Executive Officer may select a replacement member of the committee from the Expert Panel.

(5) A person’s ceasing to be a member of a committee of the Expert Panel does not—

(a) prevent the committee from continuing with anything begun before the person ceased to be a member of it, or

(b) affect anything done by the person or the committee before the person ceased to be a member of it (unless the Chief Executive Officer directs otherwise).

30

(1) In exercising its functions, the Expert Panel must act independently of the Board.

(2) But sub-paragraph (1) does not prevent—

(a) the Board giving information in its possession to the Expert Panel (and the Expert Panel having regard to that information), or

(b) the Expert Panel giving information in its possession to the Board.

Disqualification from acting in relation to certain matters

31

(1) This paragraph applies if a member of a committee of the Expert Panel has a direct or indirect interest in a matter falling to be considered at a meeting of that committee.

(2) The member with the interest must declare it.

(3) The declaration must be recorded in the minutes of the meeting.

(4) The member with the interest may not take part in a discussion or decision at the meeting relating to the matter, unless the other members of the committee who are present have resolved in the manner authorised by the Chief Executive Officer that the interest is to be disregarded.

(5) For the purposes of this paragraph, a notification given at or sent to a meeting mentioned in sub-paragraph (1) that a person—

(a) is a member of a company or firm, and

(b) is to be regarded as interested in any matter involving that company or firm,

is to be regarded as compliance with sub-paragraph (2) in relation to any such matter for the purposes of that meeting and subsequent meetings of the committee of the Expert Panel.

(6) A notification described in sub-paragraph (5) remains in force until it is withdrawn.

(7) A person required to make a declaration for the purposes of this paragraph in relation to any meeting—

(a) is not required to attend the meeting, but

(b) is to be taken to have complied with the requirements of this paragraph if the person takes reasonable steps to secure that notice of the person’s interest is read out, and taken into consideration, at the meeting in question.

(8) See section 82(10) and (11) for related provision (persons who can carry out internal reviews).

Records of Expert Panel committee proceedings

32

The Chief Executive Officer must make arrangements for the keeping of proper records of the proceedings of a committee of the Expert Panel.

Part 4 — Other matters

Appointment of observer

33

The Secretary of State must appoint a representative of the Football Association as an independent observer of the IFR’s proceedings.

Accounts and audit

34

(1) The IFR must—

(a) keep proper accounts and proper records in relation to them, and

(b) prepare a statement of accounts in respect of each financial year.

(2) Each statement of accounts must comply with any directions given by the Secretary of State as to—

(a) its content and form;

(b) the methods and principles to be applied in preparing it;

(3) The IFR must send a copy of each statement of accounts to the Secretary of State and the Comptroller and Auditor General as soon as reasonably practicable after the end of the financial year to which the statement relates.

(4) The Comptroller and Auditor General must—

(a) examine, certify and report on each statement of accounts, and

(b) send a copy of each report and certified statement to the Secretary of State.

(5) The Secretary of State must lay before Parliament a copy of each document mentioned in sub-paragraph (4)(b).

(6) In this paragraph, “financial year” means—

(a) the period beginning with the day on which this Schedule comes into force and ending with 31 March in the following year, and

(b) each successive period of 12 months.

Seal and evidence

35

(1) The application of the IFR’s seal must be authenticated by the signature of—

(a) a member, or

(b) another person authorised for that purpose by the Board.

(2) A document purporting to be duly executed under the IFR’s seal or signed on its behalf—

(a) is to be received in evidence, and

(b) is to be taken to be executed or signed in that way, unless the contrary is shown.

Status

36

(1) The IFR is not to be regarded—

(a) as the servant or agent of the Crown, or

(b) as enjoying any status, immunity or privilege of the Crown.

(2) The IFR’s property is not to be regarded—

(a) as the property of the Crown, or

(b) as property held on behalf of the Crown.

Supplementary powers

37

(1) The IFR may do anything which it considers will facilitate, or is incidental or conducive to, the carrying out of its functions under this Act.

(2) But (subject to paragraph 38) the IFR may not borrow money.

Financial assistance

38

(1) The Secretary of State may provide to the IFR such financial assistance as the Secretary of State considers appropriate.

(2) Financial assistance under this paragraph may be provided subject to such conditions as the Secretary of State considers appropriate.

Schedule 3 — Transfer schemes

Transfer schemes

1

(1) The Secretary of State may make one or more property transfer schemes or staff transfer schemes.

(2) A “property transfer scheme” is a scheme for the transfer to the IFR from the Secretary of State of any property, rights or liabilities, other than rights or liabilities under or in connection with a contract of employment.

(3) A “staff transfer scheme” is a scheme for the transfer to the IFR from the Secretary of State of any rights or liabilities under or in connection with a contract of employment.

Supplementary

2

(1) The things that may be transferred under a property transfer scheme or a staff transfer scheme include—

(a) property, rights and liabilities that could not otherwise be transferred;

(b) property acquired, and rights and liabilities arising, after the making of the scheme;

(2) A property transfer scheme or a staff transfer scheme may make supplementary, incidental, transitional or consequential provision and may, in particular—

(a) create rights, or impose liabilities, in relation to property or rights transferred;

(b) make provision about the continuing effect of things done by the Secretary of State in respect of anything transferred;

(c) make provision about the continuation of things (including legal proceedings) in the process of being done by, on behalf of, or in relation to, the Secretary of State in respect of anything transferred;

(d) make provision for references to the Secretary of State in an instrument or other document in respect of anything transferred to be treated as references to the IFR.

(3) A property transfer scheme may make provision for the shared ownership or use of property.

(4) A staff transfer scheme may make provision which is the same as or similar to the Transfer of Undertakings (Protection of Employment) Regulations 2006 (S.I. 2006/246).

Interpretation

3

For the purposes of this Schedule—

(a) an individual who holds employment in the civil service of the State is to be treated as employed by virtue of a contract of employment, and

(b) the terms of the individual’s employment in the civil service are to be regarded as constituting the terms of the contract of employment.

Schedule 4 — Threshold requirements

Threshold requirements

1

The threshold requirements are—

(a) the financial resources threshold requirement (see paragraph 2),

(b) the non-financial resources threshold requirement (see paragraph 3), and

Financial resources

2

(1) The financial resources threshold requirement is met, in relation to a club, if the financial resources of the club are appropriate in relation to the activities the club carries on or seeks to carry on.

(2) In considering whether a club has appropriate financial resources, the IFR may have regard to (among other things)—

(a) the corporate structure of the club and, where the club is part of a group, the group;

(b) the club’s latest financial plan (see paragraph 2 of Schedule 5), including in particular—

(i) any financial risks identified in the plan, and

(ii) any plans described in the plan for managing those risks;

(d) the specified competition in relation to which a relevant team is operated by the club;

(e) any other competitions in relation to which a team is operated by the club;

(f) the club’s non-financial resources.

Non-financial resources

3

(1) The non-financial resources threshold requirement is met, in relation to a club, if the non-financial resources of the club are appropriate in relation to the activities the club carries on or seeks to carry on.

(2) In considering whether a club has appropriate non-financial resources, the IFR may have regard to (among other things)—

(a) the corporate structure of the club and, where the club is part of a group, the group;

(b) the qualifications, experience, training and performance of the club’s owners and officers;

(c) the club’s corporate governance arrangements, including the club’s latest corporate governance statement (see paragraph 4 of Schedule 5);

(d) the specified competition in relation to which a relevant team is operated by the club;

(e) any other competitions in relation to which a team is operated by the club;

(f) the club’s financial resources.

Fan engagement

4

(1) The fan engagement threshold requirement is met, in relation to a club, if the club has adequate and effective means by which—

(a) the club consults its fans about the relevant matters, and

(b) the club takes the views of its fans into account in making decisions about the relevant matters.

(2) The relevant matters are matters relating to—

(a) the club’s strategic direction and objectives;

(b) the club’s business priorities;

(d) the club’s heritage;

(e) the club’s plans relating to additional fan engagement.

(3) Matters that relate to the club’s heritage include matters relating to—

(a) the club’s home ground (within the meaning of section 46);

(b) any emblem or crest of a relevant team operated by the club;

(d) the name of a relevant team operated by the club.

(4) If the club is in relevant insolvency proceedings (within the meaning given by paragraph 13(3) of Schedule 1) sub-paragraph (1)(b) applies to the extent that the power to make decisions about the relevant matters remains exercisable by the club.

Interpretation

5

For the purposes of this Schedule—

(a) an undertaking (within the meaning of Part 1 of the Competition Act 1998) is part of a group if one or more bodies corporate which are comprised in the undertaking are members of the same group as one or more other bodies corporate;

(b) two or more bodies corporate are members of the same group if—

(i) one is the subsidiary of another, or

(ii) both are subsidiaries of the same body corporate;

Schedule 5 — Mandatory licence conditions

Introduction

1

The IFR must attach to each operating licence—

(a) a financial plans condition,

(b) a corporate governance statement condition,

(d) an annual declaration condition.

Financial plans

2

A financial plans condition is a condition requiring a club to—

(a) submit a financial plan containing specified information to the IFR before a specified date,

(b) update the financial plan—

(i) annually or at such more frequent intervals as may be specified, and

(ii) as soon as reasonably practicable after there has been a material change in circumstances affecting the club, and

submit that updated plan to the IFR, and

3

For the purposes of paragraph 2(a), the IFR—

(a) must specify—

(i) information about how the club is, or is to be, funded and the source of such funding,

(ii) information about expected revenues and expenses, and

(iii) financial risk assessments and plans for managing financial risks, and

(b) may specify such other information as the IFR considers necessary for the purpose of exercising its functions under this Act.

Corporate governance statement

4

A corporate governance statement condition is a condition requiring a club to—

(a) submit a corporate governance statement to the IFR before a specified date, and

(b) update the statement—

(i) at specified intervals, and

(ii) as soon as reasonably practicable after there has been a material change in the corporate governance arrangements at the club, and

submit that updated statement to the IFR.

5

The condition must require—

(a) the corporate governance statement to explain—

(i) how the club is applying the code published under paragraph 7, and

(ii) what action the club is taking to improve equality, diversity and inclusion, and

(b) the club to publish its latest corporate governance statement online as soon as reasonably practicable after it has been submitted to the IFR.

6

(1) The IFR must publish the latest corporate governance statement of each regulated club as soon as reasonably practicable after each statement is submitted to the IFR.

(2) The IFR must also publish a corporate governance report.

(3) The report must—

(a) summarise the extent to which regulated clubs are applying the code published under paragraph 7,

(b) set out the main issues that the IFR considers to arise from the corporate governance statements submitted to the IFR, and

(4) The report must—

(a) be made at such time and in such form as is specified by the IFR in rules;

(b) include such other matters as may be specified by the IFR in rules.

7

(1) The IFR must prepare and publish a code of practice about the corporate governance of regulated clubs.

(2) “Corporate governance”, in relation to a club, includes—

(a) the nature, constitution or functions of the organs of the club,

(b) the manner in which the organs of the club conduct themselves,

(d) how the club contributes to the economic and social well-being of the local community with which it is associated,

(e) the approach of the club to equality, diversity and inclusion, and

(f) the relationship between different organs of the club.

(3) The IFR—

(a) must keep the code of practice under review, and

(b) may from time to time prepare and publish alterations to the code or a replacement code.

(4) Before publishing a code of practice or any alterations to the code, except where the IFR considers that the alterations are minor, the IFR must consult—

(a) the Football Association, and

(b) such other persons as appear to the IFR to be representative of persons likely to be affected by the code.

(5) A code of practice published under this paragraph comes into force on the day specified in it.

(6) Alterations to the code of practice come into force on the day specified in the alterations for that purpose.

Fan consultation

8

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