Is Corporate Governance the same as Compliance?
Is corporate governance the same as compliance? The simple answer is no – but they are closely linked. Both disciplines form a third of an integrated set of processes and procedures that enable a business to reliably achieve objectives, address uncertainty and act with integrity: governance, risk management, and compliance (GRC).
Empowered by this integrated approach to GRC – rather than viewing them as separate entities that exist in silos – forward-thinking businesses recognise that compliance with rules and regulations requires good governance.
Corporate Governance
Corporate governance refers to the internal procedures and controls a business adopts to govern itself, make informed decisions, comply with the law, function according to its values, and meet the needs of external stakeholders.
According to PwC: “Good corporate governance is a foundation attribute for a healthy organisation. It sets the tone as to how the organisation operates and behaves both internally and to the market generally. It defines the relationship between the board of directors, management, and the rest of the organisation. It is a performance issue.”
Good governance is underpinned by four key components:
- Transparency: Clearly defining the business’s structure, operations, and performance. And establishing robust channels of communication with stakeholders.
- Accountability: Establishing policies and procedures that provide the right people with the right authority to make informed decisions.
- Stewardship: Fostering a holistic view that the organisation is managed for the benefit of all stakeholders.
- Integrity: Building a culture committed to ethical behaviour and regulatory compliance.
Without this structure, businesses cannot focus on their objectives and the challenges they face, build trust in the business community, and influence behaviour towards compliance.
Compliance
If governance sets the tone for a company’s approach to risk, ethics, and business practices, compliance embodies that attitude in relation to relevant laws and regulations. It ensures the guidelines that are established and regulated internally or by an industry body are adhered to. By complying with these regulatory requirements, the organisation can show that it takes the necessary measures and implements strong controls to operate in accordance with industry standards or internal policies and procedures.
There are two types of compliance: corporate and regulatory – both consist of a framework of rules, regulations, and practices. The main difference is the source of their policies: corporate compliance policies can be rooted in external regulations and internal policies, while regulatory compliance policies are dictated by external regulations. Through compliance activities, companies ensure that all employees and third parties fulfil the requirements of regulating authorities and internal policies.
Governance and Compliance Professionals
Both governance and compliance will be nothing more than good intentions without the right people to champion and manage them. The following roles provide the foundation to build robust governance and compliance programmes that align with business goals:
Governance Manager
The governance manager supports the board and senior executives in planning, implementing, and promoting good governance across the organisation through the development of a strategy in consultation with stakeholders. They use their knowledge and experience to ensure robust and proportionate corporate governance processes are implemented and adhered to
Governance Officer
Working with the governance manager, the corporate governance officer delivers products in support of the business’s vision, strategies, and policies. From helping to prevent fraud and other potential liabilities to managing risks and ensuring compliance with industry standards, their role is varied.
The CCO is the business’s compliance leader and subject matter expert. They are responsible for developing a compliance programme that identifies, prevents, detects, and corrects noncompliance with relevant policies, laws, and regulations.
Working in support of the COO, the compliance officer ensures the business functions in a legally and ethically while meeting its business goals. They are responsible for supporting compliance programmes, reviewing company policies, and advising management on potential risks.
