Risk oversight: Reassessing board and committee structure

With the rapid expansion of risks in cybersecurity, generative artificial intelligence, climate, and other areas, many boards are reassessing how best to structure board and committee oversight and focusing on director expertise and education—particularly relating to new and emerging risks.

Lead directors of Fortune 100 and other large companies shared their views on those issues during a quarterly peer exchange led by KPMG LLP Deputy Chair and COO Laura Newinski. She was joined by KPMG Audit Committee Institute Leader Stephen Dabney and KPMG Board Leadership Center Senior Advisor Claudia Allen.

Three key takeaways emerged from the conversation.

• Given the velocity of change around risks, boards should periodically reexamine their board and committee oversight structures to determine whether changes may be needed.
• Coordination among committees and committee chairs and communication between committees and the full board are critical.
• Reassess the skill sets of the full board and committee members to help ensure effective oversight of emerging risks. Consider whether to add additional directors, bring in third-party experts to educate and/or advise the board and/or committees, or create an advisory board to bring focus to an issue.

Topics discussed included committee structure and coordination and director and board skills sets and expertise.

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The views and opinions expressed herein are those of the speakers and participants and do not necessarily represent the views and opinions of KPMG LLP.