ICGN Corporate Risk Oversight Guidelines: The Role of the Board and Institutional Shareholders

15 Pages Posted: 23 Nov 2011

See all articles by Erik Breen

Erik Breen


Andrew Mark Clearfield

Investment Initiatives LLC

Karol Marek Klimczak

Lodz University of Technology

Date Written: November 22, 2011


Oversight of risk has become a significant issue in the corporate governance debate following the failure of traditional institutions. In the aftermath of the crisis, the International Corporate Governance Network developed the ICGN Corporate Risk Oversight Guidelines to help institutional investors assess how effectively the boards of their portfolio companies carry out their oversight function regarding financial and non-financial risk. The Guidelines reflect a consensus achieved during a year of discussions between technical committee members, the sounding board and contributors of comment letters, who represented various institutions and jurisdictions across the world. These debates have culminated in a document which discusses not only the board and company process of risk management and risk oversight, disclosures concerning financial and non-financial risks but also the investors' responsibilities in oversight and their communication with the companies. The purpose of this article is to present the Guidelines with a commentary linking it to the current debate and developments in the corporate world.

Keywords: risk oversight, guidance, shareholder involvement, shareholder communication

JEL Classification: G30

Suggested Citation

Breen, Erik and Clearfield, Andrew Mark and Klimczak, Karol Marek, ICGN Corporate Risk Oversight Guidelines: The Role of the Board and Institutional Shareholders (November 22, 2011). Available at SSRN: https://ssrn.com/abstract=1963358 or http://dx.doi.org/10.2139/ssrn.1963358

Erik Breen

ROBECO Group ( email )

P.O. Box 973
3000 AZ Rotterdam

Andrew Mark Clearfield

Investment Initiatives LLC ( email )

25 Hillcrest Rd.
Glen Ridge, NJ 07028-1202
United States
973-748-4505 (Phone)
973-255-1488 (Fax)

HOME PAGE: http://www.ii2llc.com

Karol Marek Klimczak (Contact Author)

Lodz University of Technology ( email )


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