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Board committees

Find out more about the workings and responsibilities of the audit, nomination, remuneration and risk committees. These responsibilities include board effectiveness, board diversity, executive remuneration, audit tenders and internal audit.

In this section

Leading an effective audit committee

Angela Crawford-Ingle, Chair of Audit & Risk Committees at Beazley plc, Swinton Insurance and River and Mercantile Group, and Tim Copnell, Founding Chairman of KPMG’s UK Audit Committee Institute share best practice in leading an effective Audit Committee.

Audit committee pre-approval of non-audit services

Helpsheet explaining how audit committees should assess whether their policy for pre-approval of non-audit services (NAS) complies with the FRC revised Guidance on Audit Committees, given in the FRC Ethical Standard (2016).

Whistleblowing and the Audit Committee

Having a trustworthy whistleblowing process in place has become increasingly important as more and more high profile whistleblowers come to prominence in the media.

Financial reporting, auditing and the audit committee

An essential source of reference and route map for the position of Non-executive director. Contains case studies and checklists throughout. Chapter 8 of the handbook covers Financial reporting, auditing and the audit committee and contains Model terms of reference for audit committee and Checklist for the audit committee.

Audit tenders: notes on best practice

Practical guide updated by the FRC in 2017 with case studies outlining how companies have approached the tendering process. Includes the following sections: Why tender?; Timing of a tender; Understanding your objectives; Selecting firms to involve; Running the tender; Making the decision; Transition.

Changing auditors

Provides an explanation of the statutory rules on auditor appointment, the termination of the old auditor’s appointment, and professional and contractual matters.

The nomination committee

An essential source of reference and route map for the position of Non-executive director. Contains case studies and checklists throughout. Chapter 6 of the handbook covers the role and work of the nomination committee and contains a Checklist for the nomination committee.

Composition, succession and evaluation

Published by the FRC in July 2018, the revised Guidance on board effectiveness looks at the role of the nomination committee in section 3 Composition, succession and evaluation.

Women in the boardroom: a global perpective

Fifth edition of the report by the Deloitte Global Centre for Corporate Governance, first published in January 2011 and last updated in May 2017, giving an overview of current initiatives around the world, both legal and regulatory, to increase the number of women serving on corporate boards.

Corporate reform

Nearly six months have gone by since Theresa May outlined her vision of an economy which works for everyone and since then a great deal has happened on corporate reform issues.

Moving the diversity dial

Calls for improvements in the detail and comparability of diversity disclosures are getting louder. Research suggests that greater executive-level commitment to public targets is needed, writes Dawn Cowie.

Director development and board performance evaluation

An essential source of reference and route map for the position of Non-executive director. Contains case studies and checklists throughout. Chapter 10 looks at the induction, professional development, performance and evaluation of directors. Includes 'Checklist for evaluating board performance' and 'Checklist for evaluating personal performance'

The value of having the right culture

Sophie Black, Partner at Mercer and John Davies, Associate Director at EY share their views on the value and importance of culture in an organisation. Both speakers share details of their research into organisational culture and how culture can be measured.

How to Audit Culture

Internal audit will need to be clear how it intends to approach this task. To support auditors, ICAEW’s Internal Audit Panel, part of the Audit and Assurance Faculty, has produced this guidance, which provides practical advice on preparing and conducting an audit of culture. The guide includes eight tips to successfully establish the ‘audit of culture’ as part of internal audit’s core functions and enhance its value to your organisation. It also outlines the benefits of auditing culture.

How NEDs and CFOs can tackle the culture in financial services

Since 2008 has been a lot of focus on "the tone at the top" when considering the organisational culture of financial services firms, but it can be hard to understand what this means in practical term. As part of its work on culture and purpose in financial services, ICAEW's Financial Services Faculty has outlined actions Non-Executive Directors and Chief Financial Officers can take to improve culture.

Business culture and the role of the NED

Boards have been charged with setting the tone for how their organisations conduct business. But what role should non-executives play in the process?

Does remuneration benchmarking reward failure?

Mark Freebairn, Partner and Head of the Financial Management Practice at Odgers Berndtson, and Ruth Bender, Professor of Corporate Financial Strategy at Cranfield School of Management, discuss executive pay and remuneration benchmarking.

Executive pay

Following on from our recent article about corporate governance, Elizabeth Richards updates Business & Management on the latest developments regarding executive pay.

The remuneration committee

An essential source of reference and route map for the position of Non-executive director. Contains case studies and checklists throughout. Chapter 7 of the handbook covers the role and work of the remuneration committee and contains a Checklist for the remuneration committee.

Executive pay: principles and practice

Guidance from the Chartered Institute of Personal and Development (CIPD) which is intended to give a framework for Remuneration Committees when setting policies and practices.

Managing social media to avoid reputational damage

Jennifer Janson, Six Degrees and Jamie Harley, PwC discuss the potential impact of social media on reputation, how best to manage this risk and use social media to the benefit of the organisation.

Guidance on risk management, internal control and related financial and business reporting

This guidance, from September 2014 integrates and replaces the FRC's Internal Control: Guidance to Directors and Going Concern and Liquidity Risk: Guidance for Directors of UK Companies. It links the guidance on internal control (Formerly known as the 'Turnbull guidance') with emerging good practice for risk management following the FRC's Board and Risk report and final recommendations of the Sharman Panel of Inquiry into Going Concern and Liquidity Risk.

Internal control and risk management

An essential source of reference and route map for the position of Non-executive director. Contains case studies and checklists throughout. Chapter 9 of the handbook covers Internal control and risk management and includes a Model terms of reference for an audit committee: internal control, risk management and internal audit

Risk committee - terms of reference

ICSA guidance note updated in June 2013 which provides 'model terms of reference for the risk committee of a company and is particularly relevant to banks and other financial institutions (BOFIs).' It 'draws on the experience of company secretaries and is based on best practice as carried out in some of the UK’s largest listed companies.'

Fighting fraud: the internal audit

Martyn Scrivens, Chair of the ICAEW's Internal Audit Advisory Panel and Martin Robinson, consultant for the Fraud Advisory Panel and advisor to the Chartered Institute of Internal Audit, look at the role of internal audit and its use in preventing, detecting and responding to fraud.

How to audit culture

This practical guide outlines the eight steps to follow to conduct a successful internal audit of culture.

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