Directors Quarterly: October 2022

ESG and management’s disclosure committee, evolving expectations of chief audit executives, and conversations on geopolitics, civil rights audits, and the metaverse.

Heading into the final quarter of a tumultuous year, one thing is clear: The more challenging and opaque the operating environment becomes, the more intense the focus—by investors, stakeholders, and regulators—on corporate transparency.

In this edition, we explore the role of management’s disclosure committee in helping to ensure the quality and relevance of disclosures—particularly around ESG-related issues. We also consider the evolving expectations of the chief audit executive as the “eyes and ears” of the audit committee and a champion of the company’s risk and compliance culture. And WilmerHale Partner Ronald Machen shares his views on civil rights audits as more companies take a deeper, unvarnished look at whether their policies and practices support their efforts around diversity, equity, and inclusion (DEI).

A lingering question is whether (and to what extent) an economic downturn will impact the momentum and priority that ESG issues—including employee empowerment, climate, and supply chain sustainability—have attained since the pandemic began. As our 2022 KPMG U.S. CEO Outlook survey shows, CEOs have their hands full: Aside from preparing for a recession, CEOs cite ongoing pandemic fatigue, political uncertainty, disruptive technology, talent and workforce issues, and supply chain as top worries on their agendas. To help boards think through some of these issues, we include recent conversations with Eurasia Group President and Founder Ian Bremmer on the state of geopolitics, and with author and venture capitalist Matthew Ball on what the metaverse means for business and the future.

We also provide an overview of the financial reporting and auditing developments that audit committees should watch this quarter.

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