Composition and mandate
What the board reserves to itself and what it delegates.
GOVERNANCE & CORPORATE ADVISORY
Clear Accountability. Strong Oversight. Better Decisions.
Good governance defines who makes decisions, who challenges them, what can be delegated and how management remains accountable.
01 / ACCOUNTABILITYClear responsibilities
02 / OVERSIGHTBoard & committee
03 / DELEGATIONAuthority frameworks
04 / RISKOwnership & appetite
GOVERNANCE AT A GLANCE
Accountability you can trace.
Good governance is not more documentation. It is the ability to show who decided, on what basis, and who was entitled to decide it.
THE CORE QUESTION
Who decides, who challenges, who is accountable?
Governance is often described in documents that nobody uses. The test of a framework is whether a decision taken last quarter can be traced to the person authorised to take it, the information they relied on, and the forum that reviewed it. That trace is what boards, auditors and regulators look for.
BOARD
COMMITTEES
Audit, risk, nomination
Clear terms of reference and reporting lines.
AUTHORITY
Delegation matrices
Financial and non-financial limits that match reality.
APPETITE
Risk appetite
Stated in terms management can actually apply.
POLICY
Policy architecture
A hierarchy, not a folder of documents.
THE GOVERNANCE CYCLE
Mandate, delegation, oversight, assurance.
Governance works as a cycle rather than a document set. Each stage produces something the next stage depends on.
STEP 01 OF 04
01
Set the mandate
Set the mandate
The board agrees what it owns, what it delegates and the limits attached to that delegation. Without this, committees duplicate work and management escalates either too much or too little. A written schedule of reserved matters is usually the fastest improvement a board can make.
Delegate with limits
Delegated authority is expressed as concrete limits — financial thresholds, customer risk categories, product approvals, onboarding exceptions — and mapped to named roles rather than departments. Where a limit cannot be evidenced in a system or a record, it is not really a control.
Oversee with information
Oversight depends on management information that shows exposure and control effectiveness, not just activity volumes. EGRC works on the reporting pack itself: what the board needs to see, at what frequency, and what should trigger an out-of-cycle discussion.
Assure and refresh
Independent assurance tests whether the framework operates as described, and the framework is refreshed when the business changes — a new product, licence, jurisdiction or acquisition should all trigger a governance review rather than waiting for the annual cycle.
RISK APPETITE
Appetite only matters if it changes decisions.
Most appetite statements fail because they are written in language nobody can apply on a Tuesday afternoon.
From statement to threshold.
EGRC translates risk appetite into concrete limits and indicators that appear in onboarding decisions, credit and product approvals, exception handling and board reporting — so appetite becomes a control rather than a paragraph in the annual report.
Qualitative statementsQuantitative limitsKey risk indicatorsEscalation triggersBoard reporting
MATURITY VIEW
Where governance frameworks usually need work.
These four dimensions account for most of the findings EGRC raises during governance reviews.
Board
Oversight clarityReserved matters, committee mandates and meeting cadence documented and followed.DoA
Delegated authorityLimits defined, mapped to roles and enforceable in systems and records.Risk
Appetite in useAppetite statements translated into thresholds management can apply day to day.MI
Reporting qualityInformation that supports a decision rather than describing activity.WHAT WE DELIVER
Practical governance support.
Engagements are scoped around what the board and management actually need, from a focused delegation review to a full framework rebuild.
Corporate Governance Advisory
Board & Committee Advisory
Governance Framework Development
Delegation of Authority Frameworks
Policy & Procedure Development
Enterprise Risk Management
Risk Appetite Frameworks
Internal Control Frameworks
Business Continuity Management
ESG & Sustainability Advisory
START WITH CLARITY
Strengthen your governance framework.
Speak with EGRC about board oversight, delegated authorities, risk ownership and policy architecture.