Tones from the top: voices from the Chartered IIA Council

What is the Council?

Each year at the AGM, the Chartered IIA’s members can vote for the directors who will guide the institute through the following year and set its strategic goals and direction. These directors, with the exception of the chief executive, are voluntary and are expected to draw upon a wide range of internal audit experience across different sectors and sizes of organisation. This is necessary if they are to understand the current state of the profession and shape the vision of what the Chartered IIA should be and do in the future – the support it should offer members, the voice it should provide for the profession with regulators and the government, and the ways in which it should help to guide and develop internal audit in the UK and Ireland. The Chartered IIA president, who heads the Council, must also liaise with IIA Global at the most senior level and so contribute to the development of the global profession.

The Council therefore is the fundamental driving force in determining the strategic direction in which the institute travels and how it evolves, while the institute’s chief executive and staff work operationally in various ways to make these goals a reality. The institute is, in itself, a small organisation, and being able to draw on the experience of members who have worked in large and small internal audit functions and who understand how similar-sized businesses work is a huge asset and vital to its success.

Who are the directors?

So what kind of people sit on the Council and how do they become a director? The maximum number of directors at any time is 15, of whom eight are voting members who put themselves forward for election by their Chartered IIA peers. There can also be up to five directors at large, who are voting members of the institute but are nominated by the existing Council. They must also be approved by the members. Lastly, there can be up to three co-opted directors. These do not need to be Chartered IIA members and they are appointed by the Council. The CEO of the institute is also a director.

Elections are held annually and most directors serve for a three-year term. They can stand for two terms, but then must not stand again within two years. A third of the elected directors retire each year, but some of these will stand for re-election. Nobody who is a partner or director of an organisation that has contracts with the Chartered IIA is eligible to stand for election.

The Council is supported by five committees: the President’s Group, the Audit & Risk Committee; the Business and Finance Committee; the Nominations Committee; and the Remuneration Committee. Council members are expected to sit on one or more of these committees in addition to the time they spend attending Council meetings.

Formal Council meetings take place five times a year, chaired by the president. While most people find that being a Council member is rewarding, it is important that those standing for election are realistic about the commitment and the time it will take to do it effectively, usually alongside a full-time job. It is worth remembering that the role is the equivalent of being a company director and carries the same legal duties and responsibilities.

Why be a director?

Many people who choose to stand for Council have already been involved with the institute in different roles for several years. Carolyn Clarke, founding partner at Brave Within LLP, who was elected as one of the deputy presidents this year, was elected to the Council at the 2020 AGM, but her work with the Chartered IIA began earlier – for example, she was a member of the steering group that developed the institute’s Code of Practice for Internal Auditors.

“I got involved because I’m passionate about the need for internal audit and corporate governance to be properly represented with the people who set the requirements for standards in organisations, such as the regulators and the government,” she explains. “I had stepped away from an in-house internal audit role, so I now had capacity to do more and felt that I couldn’t keep demanding that other people do this for me. I wanted to get directly involved in making the internal audit voice heard.”

For her, the minimum requirement of attending five meetings a year is not the real point of the role, which is to complement the skills of the executive and be the voice of the profession in the wider world. “We need people with great experience across the profession to get involved by providing advocacy and advice. As with any board, the Council needs to work as a team and it needs to be able to draw on a mix of experience in terms of years in the role, organisational background, sector and scale to work effectively,” she says.

Becoming deputy president is an opportunity to be more visible and to express the views of the profession at a higher level, she adds. “It is a responsibility and a privilege.” She and her fellow deputy president, Sandro Boeri, work with the president, Peter Elam, in the President’s Group and divide public-facing duties between them. Having two deputy presidents not only shares the workload so they can attend more events, but also provides a degree of succession planning – the president is elected by members, but it helps to have candidates who understand the role.

Sandro Boeri, head of staff development and culture assessment in Deutsche Bank’s group audit function, stood for deputy president because he wanted to be involved in shaping the future of a profession that “I love and has given me so much” at a time of rapid change and many challenges to the role. “Internal auditors need to ask whether they are justifying their existence every day,” he insists. “There’s no room for complacency. I got involved partly to invoke debate and to discuss ideas about how internal audit can develop and contribute more.”

Being deputy president “gives me a chance to advocate for the profession with a louder voice – to turn up the megaphone internally and externally (but always constructively),” he says. He adds that being on the Council involves a different mindset from being an internal auditor; you must challenge, but also work as a non-executive and build a constructive relationship with the executive, he says. “This is one attraction of the role because it gives experienced internal auditors the chance to develop a different range of skills.”

Paul Day, who leads the internal audit function at Standard Chartered Bank, is one of the three directors at large, chosen by the Council and approved by the membership. He also chairs the Nominations Committee. “The benefit of having directors at large and co-opted directors is that the Council doesn’t have a say in who stands for election, but these roles enable it to seek out desirable specific expertise,” he explains. “I’ve been involved since 2019 and have just started my second three-year term. I’ve led scale teams in large internal audit functions, so thought that I could bring this experience to the Council.”

He wants to help develop the support and value that the institute offers to its members – pointing out that this will benefit his team at work as well as all other members. “I’m motivated mainly by a desire to progress the profession. Broadly, I want to make a positive difference to the institute,” he says.

One of his newest colleagues on the Council is Roza Watson, UK group audit country lead at Zurich Insurance, who was elected in October. She stood for election with a view to learn and help promote the institute. “The Chartered IIA is highly respected where it is known, but I want to spread the word and ensure it is more widely understood especially by young people starting their careers,” she says. “I want to wave the flag because internal audit is a demanding yet rewarding profession where you are continuously growing and it’s great to be able to draw on the support of our peers via our institute to improve what we do.”

She wants to attract new people into the profession. “Most people say they came to the role by accident. I’d like to see more young people seeing internal audit as a career destination,” she explains. “Coming from an African background myself, this is particularly important to me as I am not seeing enough people from a diverse background in this profession. I want to understand why, share my experience and potentially inspire more people to consider it.”

She advises anyone thinking of standing for Council to go for it, but make sure you have the time to dedicate to it and also think about your strengths, what you can bring to the role and what you would like to achieve.

Deepinder Chhabra, head of GRC professional services at Verizon, was co-opted to the Council. He was approached after serving as the president of ISACA London Chapter (his local chapter of the professional association focused on IT governance) during the Covid lockdowns. He took up his role on the Chartered IIA Council last October.

“I want to understand more about the institute and help to enhance its services to its members and beyond. I also hope to help the institute collaborate more with other professional membership organisations and benefit from synergies and cross-pollination of ideas,” he explains. “There are many places where I think we can learn from each other and use these links to expand opportunities for members. Furthermore, I may be able to add value to the council with my commercial, cyber and digital transformation experience.”

Anyone planning to stand for election to Council should talk to current members to ensure they have something to offer and can spare the time, he advises.

The experience should also be enjoyable and personally rewarding. “Winston Churchill said ‘We make a living by what we get, but we make a life by what we give’, and this is very true,” Chhabra says. “I am a Sikh and we are encouraged to give ten per cent of our time and earnings to the service of others, so that is also a personal motivation.”

The year ahead

With a new chief executive taking her place on the Council, the focus at national government level will be on how the institute and the profession should develop to meet future challenges. It’s important to increase recognition of the value of corporate governance in its widest sense – ie, how the three lines work and how internal audit collaborates with colleagues across the first and second lines (management, risk and compliance) within an organisation.

“We need to be at the forefront of responding to the regulators and the UK government as it seeks to restore trust in organisations among stakeholders,” Clarke says. “More broadly, there are big questions about how organisations balance people, profit and planet. We need people with a range of experiences and we must focus on how to engage people more actively with the institute, not just on the Council.”

Within the profession, Council members are keen for the institute to provide more support to members and to encourage them to be involved at many levels. This is where personal passions matter. Watson, for example, wants to spread the word about the profession to those starting their careers, while Boeri is passionate about improving the way internal auditors assess culture and understand behavioural science – and spoke on this subject at the institute’s Wales Conference in January. Chhabra, meanwhile, believes he can support digital transformation at the institute.

If there is a common driving force among Council members it is to “make things better”. Day sums it up: “In a nutshell, the Council is a bunch of nice people who want to make the world better and the way they feel they are best positioned to do this is via the institute that represents their profession.” 

The institute welcomes members who wish to volunteer at many different levels. If you are interested in becoming involved, get in touch. Visit the Chartered IIA website for more details on the role of a Council director, the biographies of current Council members and the committees they sit on.

This article was published in March 2023.