Alistair Spencer

Alistair Spencer · Chief Operating Officer · Australia

I would bring the operating dependency into the board’s question.

My contribution to a board

I would bring a practical understanding of what sits between a board-approved service promise and the work needed to honour it. My contribution would concern the dependencies inside a management proposal: people, suppliers, records, authority and recovery capacity. I would ask how the institution knows an arrangement can be carried out and what evidence remains incomplete. That perspective has value only if I use it within collective oversight. As a director I would not direct branch staff, rewrite an incident plan or become a second operating executive. I would work through the chair, committee remit and agreed requests to management. The useful question is often whether the board has received an intelligible account of the choice, including the cost of preparation and the consequences of postponing it. I would also bring experience of correcting my own reports, which helps me recognise how a tidy measure can conceal several different operating conditions.

Judgement in practice

01

A complete exercise with an incomplete result

The 2021 continuity programme placed me in front of a distinction directors needed to see. Twelve scenarios had been exercised, but four had not met the agreed operating conditions. I supported reporting those four visibly and secured AUD 780,000 for corrective work. My executive responsibility was to coordinate that work with the relevant owners. The board’s question was different: whether management had understood the limitation, chosen a proportionate response and identified the evidence it would bring back. As a prospective director I would retain that separation. I would challenge an account that equated activity with capability, while avoiding an instruction to the people running the exercise. I would also ask what had changed between a failed condition and a later successful retest, so the board could distinguish an improved response from a changed question.

02

An expensive extension with a defined purpose

Five supplier arrangements needed six-month extensions in 2023 because the intended receiving operations had not demonstrated all of the necessary transition conditions. The AUD 1.4 million cost was immediate and uncomfortable. I recommended it with the outstanding work visible, rather than imply that the contract’s exit provisions were enough. This is the kind of decision I would want a board paper to make examinable: the alternatives, expense, remaining limitations and purpose of the additional period. An extension should not disappear into the normal operating account simply because it has been approved. I would ask management how it would show that the purchased time had produced useful evidence. I would not turn that question into day-to-day supervision of procurement or presume that one costly extension establishes a general policy for every supplier.

03

The borrower’s date challenged our internal milestone

Our review of 312 mortgage settlements found forty-eight late completions despite a more comfortable internal processing picture. I required a customer completion measure alongside the local milestone and recorded AUD 107,000 in corrective fees and expenses. The board-facing lesson concerns the relevance of the evidence, not a claim that I personally resolved every settlement. A performance measure can be accurate on its own terms and still fail to answer the question that matters. As a director I would ask which customer or enterprise result the measure represents and what lies outside it. I would also expect management to explain where a necessary specialist decision remains unresolved. Pressuring a team to improve the date while ignoring that authority could produce a more serious problem than the one the measure was intended to reveal.

My first year on a board

In a first board year, I would begin by learning the institution’s business model and the responsibilities assigned to its committees. I would discuss with the chair where my operating experience would be most useful and where I needed additional preparation. The reading would include the service model, material dependencies, previous disruption accounts and the basis on which management describes recovery capability. I would ask for explanations through agreed channels rather than create an informal reporting line to operational staff. Site or operating visits would have a clear learning purpose and respect management’s authority. Over the year I would compare the evidence promised in earlier papers with what returned, particularly where a limitation had been accepted temporarily. I would also review my own contribution with the chair: whether my questions improved collective understanding or simply drew the discussion towards familiar operating detail. A first appointment requires learning how the particular board works, not importing a former executive’s preferred meeting format as though it were universally appropriate.

Conflicts and their management

My current banking appointment creates obvious areas requiring scrutiny. A proposed seat involving a competitor, supplier, commercial partner or institution with overlapping interests could create difficulties that meeting-level recusal would not adequately resolve. I would disclose the relevant relationships before substantive appointment discussions and obtain the necessary employer and professional advice. Confidential knowledge from Tervellan would remain protected; it would not become an attraction offered to another board. I would also examine time under stress. Twenty-four days is the provisional annual capacity I could discuss after clearance, not a promise that every disruption would fit a scheduled calendar. If two institutions needed urgent attention at once, the practical conflict could be serious even without a commercial overlap. I would therefore consider the likely demands of the seat, preparation and travel, and the additional availability directors may need. Where those conditions could not be met honestly, the appropriate answer would be to decline or defer the appointment.

My independence statement

My current executive relationships would be part of the assessment, not a detail to disclose after a seat had been discussed. I would provide the prospective institution with the relevant employment, commercial and personal interests for review by its advisers. I would not call myself independent solely because the proposed role was non-executive. A relationship that could impair judgement, or reasonably make that judgement difficult to trust, would need examination before I accepted. If an appropriate separation could not be established, I would decline rather than rely on a general statement of good intentions.

Committee contribution

Chair and member readiness
CapacityCommittees
Ready to joinRisk committee, subject to the institution’s requirements and assessment of fit · Operations or technology oversight committee where the board has established one

Capacity and preferences

Time available
24 days per year
Current directorships
0
Sectors
Retail and small-business banking · Financial-service operations and customer infrastructure
Company type
A prudently governed financial institution seeking a first-time non-executive with direct operating experience
Company stage
An established institution changing its service model or strengthening continuity arrangements

The seat I am pursuing

I am considering a first non-executive role in an established financial institution where service continuity and operating change are material board questions. I would prefer a board that welcomes a clear account of uncertainty and expects management to return with evidence after corrective work. I am not proposing myself as an immediate committee chair. Joining an appropriate risk or operations-related committee could allow a useful contribution while I develop experience of that board’s collective responsibilities. The institution’s assessment, the chair’s expectations, conflicts and actual capacity would determine suitability. My executive record is evidence for that discussion; it is not a substitute for the appointment process or a prediction of its result.

Governance learning and readiness

IICA Independent Directors’ Databank: Not yet registered

I have not entered the Indian independent-director databank. My present board proposition concerns Australia; any later Indian appointment discussion would require a separate examination of the relevant preparation and requirements.

  • Private study of the distinction between operational management and collective board oversight.
  • Internal exercises on presenting unresolved service dependencies and the decisions required from directors.
  • Continuing discussion with risk and legal colleagues about conflicts, escalation and the limits of executive assurance.

Board and committee exposure

Presented to the Board or a committee

Tervellan Bank

Board and risk committee

March 2019 — present

I present the operating consequences of service disruptions, recovery exercises and supplier transitions as COO. The presentations do not constitute director or committee membership.