What governance mechanisms should General Counsel look to establish between the board and C-level executives in order to best manage officer reporting and liability – particularly in areas such as risk management, cybersecurity, and technology?

Published 13 March 2018 by Sherwin O'Riordan solicitors

When it comes to Corporate Governance, there are some broad issues applicable to all sectors, however most of the challenges faced by General Counsel will stem from difficulties specific to the industry that they company they work for operates in.

There is no denying that getting in place mechanisms to support the board and c-level executives in officer reporting and liability matters is essential for all organisations. Getting compliance matters right can be a source of strategic advantage for an organisation, so it is essential for General Counsel to regularly audit regulatory agencies’ guidelines and identify key areas of risk with possible solutions.

For example, Central Bank of Ireland (CBI) guidance recommends that the IT strategy adopted by FSPs should ensure IT resilience and it should enable them to maintain, anticipate, detect and recover from cyber-attacks. These steps must be taken to ensure a good regulatory outcome from any CBI onsite inspection and from any enforcement action taken by the CBI in respect of IT failures. Keeping up with specific industry guidance, and auditing internal process in line with changes in best practice is an essential part of managing officer reporting and liability. But, this must also be communicated clearly to the board.

Implementing a process for internal and external audit, review and implementation, which, crucially is strictly adhered to, can greatly improve the inner workings and compliance level of any organisation.