Board Risk Committee Guide

SECTION 1 BRC Composition Contents 1.1 Introduction 2 1.2 Board Structures for Risk Governance 3 1.3 BRC Structure and Authority 8 1.4 Management-Level Risk Oversight 11 1.5 BRC Terms of Reference 12 1.6 Independence and Objectivity 14 1.7 Role of NC in BRC Appointments 15 1.8 Selection of BRC Members 15 1.9 Selection of BRC Chairman 16 1.10 Tenure of BRC Members 17 Appendices 1A Frequently Asked Questions 18 1B Case Studies • 1B-1 Audit and Risk Committee or a Separate BRC 20 • 1B-2 Board Composition Considerations for 23 Risk Governance 1C Board and Management Risk Governance Roles 27 1D Risk Governance Structures 28 1E Chief Risk Officer Competency Framework 31 1F Sample BRC Terms of Reference 34 1

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