Independent Director — Control and Risk Committee Member

Committee responsibilities

Challenge the risk assessment, the basis of management assurances and the adequacy of follow-up on control findings. Examine whether risk appetite is translated into practical decisions and escalation thresholds. Seek evidence that significant dependencies, including outsourced services and shared systems, are visible in the risk picture.

An assurance map should show which material risks receive independent review, which rely on management reporting and where gaps remain. The director should challenge areas where several functions report activity but none assesses whether controls work. When a finding is closed, ask what evidence supports that decision and whether the underlying exposure has changed. The committee contribution should help the full board connect assurance conclusions to investment, strategy and risk acceptance rather than treating control review as a separate administrative exercise.

Contribution as an independent director

Bring committee findings to the wider board in a way that supports strategic and capital decisions. Distinguish matters requiring board action from issues management should resolve. Maintain a clear boundary between oversight and operating the control framework.

Qualification and eligibility

Candidates should have substantial governance, risk, assurance or utility experience and the financial literacy to evaluate investment and operating trade-offs. Independence and board eligibility must be verified, together with any committee-specific competence requirements applicable to the entity. Relationships, other offices and available capacity should be disclosed.

Evidence of judgement

Applicants should explain how they have challenged an apparently favourable risk assessment where the assurance evidence was weak. The committee should gain a member who can identify missing connections, ask proportionate questions and track whether corrective actions actually reduce exposure. This is a board committee role, distinct from statutory auditor or supervisory-body membership.