Implementing Enterprise Risk Management: Case Studies and Best Practices

CHAPTER 28 The Reluctant General Counsel

NORMAN D. MARKS, CPA, CRMA

Fellow of the Open Compliance and Ethics Group, and Honorary Fellow of the Institute of Risk Management

Business Software Corporation (BSC) is a global software company headquartered in the Silicon Valley of California, with annual revenues of over $1 billion. It is listed on major North American stock exchanges. The head of the Internal Audit function, Jason Garnelas, has been asked by the board to lead the establishment of an enterprise risk management (ERM) function. Top management, led by the chief executive officer (CEO), John Black, and the chief financial officer (CFO), Jim Toll, have indicated their support for this important initiative. The plan is for Jason to run the program for the first year, at which point management and the board will consider whether it is necessary and appropriate to hire a full-time risk officer.

Jason is grateful for the support of both the board and top management, because it is unusual for an entrepreneurial technology company to recognize the value of risk management and dedicate both time and resources to its implementation. In fact, at a meeting of the executive leadership, John Black explains that he holds his direct reports individually and collectively responsible for the management of risks to the business. He sees the role of the risk officer, currently Jason Garnelas on a part-time basis, as a facilitator to the leadership team. Jason will lead the development ...