Incoming FRC Chair Jayne-Anne Gadhia Faces Questions Over Innovo Board Role

Dame Jayne-Anne Gadhia, who is due to become the next chair of the Financial Reporting Council (FRC), sits on the board of real estate development company Innovo Group, which is facing a criminal investigation in the United Arab Emirates (UAE), according to legal documents reported by City AM.

Gadhia was named by the government as the next chair of the accounting and corporate reporting watchdog and is expected to take over in September when Sir Jan du Plessis retires.

Her appointment has already attracted scrutiny from Parliament over the number of external positions she holds.

Parliamentary Committee Examines Gadhia's Workload

The parliamentary Business and Trade Committee questioned Gadhia over whether she could realistically combine the FRC chairmanship with seven other board and chair positions.

The committee concluded that she possessed the necessary competence and qualifications, but stopped short of formally recommending her appointment.

One of Gadhia's external positions is as a non-executive director of Innovo Group, a real estate development business to which she was appointed on 1 January 2026.

The company is headquartered in London and has operational hubs in Dubai and Abu Dhabi.

Innovo Group Faces UAE Criminal Investigation

According to legal documents seen by City AM, Innovo disclosed at the High Court in June, during a dispute involving Emirati construction company ASGC Group, that individuals and entities associated with Innovo are under criminal investigation in the UAE.

The documents indicate that at least 10 sets of overlapping civil and criminal proceedings have been ongoing in the UAE for more than 18 months before the English claim.

The proceedings were brought against the group and individuals by ASGC Chair Mohamed Bin Shafar.

According to the Innovo parties' position in the court documents, the dispute is a longstanding and complex inter- and intra-family matter centred in the UAE.

Innovo was established in 2020 by Abdulaziz Bin Shafar, Bishoy Azmy and Mariam Azmy, who were former senior managers of ASGC.

The defence documents also stated that Abdulaziz Bin Shafar, Bishoy Azmy, Mariam Azmy and Sameh Samy Fam Khalil are subject to travel bans imposed by the UAE public prosecutor.

“Information was passed to the public prosecutor, which led to those individuals having travel bans imposed on them”.

The statement appeared in the defence documents cited by City AM.

Gadhia Responds to Innovo Board Role

Gadhia said the matters described in the legal proceedings substantially predated her appointment to Innovo's board.

She said:

“The matters referred to substantially predate my appointment to the board of Innovo. I joined Innovo as a non-executive director with a particular focus on supporting and strengthening the company’s governance and my directorship was fully disclosed as part of the process leading to my appointment as FRC chair.”

The FRC defended Gadhia's appointment and said her external appointments and interests had been appropriately disclosed.

“Dame Jayne-Anne brings significant leadership and governance experience to the FRC. Her external appointments and interests have been appropriately disclosed and we look forward to welcoming her as chair.”

The government also defended the appointment, saying it followed the proper public appointments process.

“Dame Jayne-Anne Gadhia’s appointment was made following the proper public appointments process, and she brings a strong combination of entrepreneurial, commercial and public sector experience to the role.”

The government spokesperson added that Gadhia had a proven track record in driving growth and championing high standards, and said the Business Secretary considered her the right person to lead the FRC and strengthen confidence in British business.

Innovo Group was approached for comment.

Former Chancellor Lord Hammond has also served on the Innovo board since 2022.

Family Legal Dispute Reaches London High Court

The dispute between ASGC Group and Innovo has also reached the English High Court.

ASGC instructed law firm Hogan Lovells to bring legal action in April 2026 against Innovo's corporate entities and four individuals: Abdulaziz Bin Shafar, Bishoy Azmy, Mariam Azmy and Sameh Fam.

According to ASGC's claim, as reported by City AM, the defendants had allegedly been serving as senior managers and directors with fiduciary duties to ASGC when they secretly developed and implemented a scheme referred to as the ‘Innovo Plan’.

The allegations made by ASGC include claims that the Innovo defendants severely damaged the company's business through unauthorised and conflicted self-dealing.

The claim also alleges the hijacking of IT systems and data.

ASGC is seeking extensive relief from the English court, including declarations that Innovo holds the allegedly hijacked companies and diverted funds on constructive trust for ASGC, as well as compensation and damages.

These are allegations made in the legal proceedings and have not been established as facts.

Legal Teams and Jurisdiction Dispute

Innovo, its entities and Bishoy Azmy retained Linklaters to defend the proceedings.

Abdulaziz Bin Shafar instructed Jenner & Block, while Mariam Azmy and Sameh Samy Fam Khalil instructed Mishcon de Reya.

At a directions hearing in June, the defendants argued that the claimants were artificially forum shopping by selectively excluding key family members from the English proceedings.

The defendants argued that this approach created an impression of differences between the English litigation and the proceedings taking place in the UAE.

Key Takeaways

• Dame Jayne-Anne Gadhia is due to become chair of the Financial Reporting Council in September.
• Gadhia has served as a non-executive director of Innovo Group since 1 January 2026.
• Legal documents cited by City AM state that individuals and entities associated with Innovo are under criminal investigation in the UAE.
• The wider dispute involves at least 10 sets of overlapping civil and criminal proceedings in the UAE, according to the reported legal documents.
• ASGC Group has also brought proceedings against Innovo entities and individuals in the English High Court, with allegations including unauthorised self-dealing and the alleged diversion of companies, funds, IT systems and data.

Conclusion

Dame Jayne-Anne Gadhia's upcoming appointment as FRC chair comes amid scrutiny of her external board responsibilities, including her position as a non-executive director of Innovo Group.

Gadhia has said the matters surrounding the company's legal disputes substantially predate her appointment and that her directorship was disclosed during the process for selecting her as FRC chair. The FRC and the government have also defended her appointment.

The legal proceedings involving Innovo and ASGC remain subject to the courts, and the allegations described in the proceedings should not be treated as established findings unless and until determined by the relevant authorities or courts.

Reference

Source: City AM