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www.good-governance.org.uk Good Governance Institut e Board guidance on risk appetite Good Governance Institute (GGI) May 2020

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Page 1: Good Governance Institute Board guidance on risk appetite · 2020-05-01 · Good Governance Institute, (Company number 590301 Registered in the Republic of Ireland) Registered office:

www.good-governance.org.uk

GoodGovernanceInstitute

Board guidanceon risk appetiteGood Governance Institute (GGI)

May 2020

Page 2: Good Governance Institute Board guidance on risk appetite · 2020-05-01 · Good Governance Institute, (Company number 590301 Registered in the Republic of Ireland) Registered office:

Board guidance on risk appetiteRisk appetite, defined as ‘the amount and type of risk that an organisation is prepared to pursue, retain or take1’ in pursuit of its strategic objectives, is key to achieving effective risk management. It represents a balance between the potential benefits of innovation and the threats that change inevitably brings, and therefore should be at the heart of an organisation’s risk management strategy – and indeed its overarching strategy.

It is important that boards understand and apply risk appetite because:

• If they do not know what their organisation’s collective appetite for risk is and the reasons for it, this may lead to erratic or inopportune risk-taking, exposing the organisation to a risk it cannot tolerate; or an overly cautious approach which may stifle growth and development

• If they do not know the levels of risk that are legitimate for them to take, or do not take important opportunities when they arise, then service improvements may be compromised and patient and user outcomes affected

• It can serve as the basis for consistent and explicit communication at different levels, and to different stakeholders. Risk appetite will be influenced by a number of factors including personal experience, political factors and external events among others.

Risk can generate significant opportunities and therefore should be considered in terms of both opportunities and threats:

• When considering threats, the concept of risk appetite embraces the level of exposure which is considered tolerable and justifiable should it be realised

• When considering opportunities, the concept embraces consideration of how much one is prepared to actively put at risk in order to obtain the benefits of the opportunity

• It is important that boards understand that in order to achieve their strategic objectives they may have to adopt a more assertive risk appetite, recognising that risk appetite should be forward-looking.

Risk tolerance is subtly different to risk appetite in that it reflects the boundaries within which the executive management are willing to allow the true day-to-day risk profile of the organisation to fluctuate while they are executing strategic objectives in accordance with the board’s strategy and risk appetite. It is the level of residual risk within which the board expects sub-committees to operate and management to manage. Breaching the tolerance requires escalation to the board for consideration of the impact on other objectives, competing resources, and timescales.

At least once a year, the board should set specific limits for the levels of risk the organisation is able to tolerate in the pursuit of its strategic objectives. The board should also review these limits during periods of increased uncertainty or adverse changes in the business environment.

In setting these risk appetite and tolerance levels, the board should consider risk factors in both the external and internal business environments. These levels could be measured quantitatively, qualitatively, or both, and should be specific to each of the relevant core activities and outcomes.

The board may also set limits regarding the enterprise’s risk appetite, i.e. the risk limits that the board desires, or is willing to take.

The board should monitor and audit the management of significant risk undertaken by managers and clinical staff and satisfy itself that decisions balance performance within the defined appetite and tolerance limits. The board should ensure that it understands the implications of risks taken by management in pursuit of better outcomes, as well as the potential impact of risk-taking by, and on, local communities, partner organisations, strategic providers and other stakeholders.

This process is dynamic; risk probability and impact as well as risk appetite can change through circumstances and experience. The perception of the public to risk and confidence in the organisation’s ability to identify and mitigate risk successfully can shift quickly in the light of publicity and risk failures often outside the direct control of the organisation. As such, risk awareness and communication play an important part in protecting the reputation of the organisation from such instances of outrage.

1. ISO 31000

GoodGovernanceInstituteGood Governance Institute

ISBN: 978-1-907610-57-8

© 2020 GGI Development and Research LLP

Published May 2020 by GGI Development and Research LLP, london

Good Governance Institute, (Company number 590301 Registered in the Republic of Ireland) Registered office: The Black Church St. Mary’s Place Dublin 7 D07 P4AX Republic of Ireland; GGI Limited (Company number: 06836117 Registered in England and Wales) Registered Office: Old Horsmans, New Road, Sedlescombe, Battle, East Sussex, TN33 0RL UK; GGI Development and Research LLP (Company number C384196 registered in England and Wales) Registered Office: Old Horsmans, New Road, Sedlescombe, Battle, East Sussex, TN33 0RL, UK

Page 3: Good Governance Institute Board guidance on risk appetite · 2020-05-01 · Good Governance Institute, (Company number 590301 Registered in the Republic of Ireland) Registered office:

Applying risk appetite

Seek mitigationof risks, and delegate to management for delivery and to sub-committees and/or task-and-finish

groups for scrutiny and assurance.

Determine risk tolerance to inform

the scheme of delegation and clarify escalation procedures if breaches occur or

are inevitable.

Determine the organisation’s

strategic objectives and outcomes.

Clarify what success looks like for service users, staff, partners and board members.

Determine the overall risk appetite for the board, working through each

strategic objective, and generate a risk appetite statement to inform decision-making in connection with

risk.

Identify significant risks that could

compromise the delivery of outcomes.

Design an effective forward trajectory and

monitoring of performance with a

corresponding assurance

framework.

Use risk appetite to inform board and sub-committee

agendas.

Review risk appetite and risk tolerance

and delegations on an annual basis.

GoodGovernanceInstituteGood Governance Institute

GGI believes that it helps to identify different types of risk (including, but not limited to, finance, regulation, quality, reputation, and people) but it is important to always assess these in the round. To support this, we have developed the risk appetite matrix.

The matrix sets five levels of risk appetite for each of the risk types. There are no right answers, but the matrix allows board members to articulate their appetite and tolerances and arrive at a corporate view, considering the risk appetite of others and the capacity for management to communicate and deliver.

Boards should consider each strategic objective against the matrix and agree its level of risk appetite, what it can delegate, and what additional assurance it requires. The matrix can also be used for individual initiatives and emerging problems and should help the board to better manage its agenda and the level of routine reporting required.

Breaches of agreed appetite must be escalated with agility.

Page 4: Good Governance Institute Board guidance on risk appetite · 2020-05-01 · Good Governance Institute, (Company number 590301 Registered in the Republic of Ireland) Registered office:

Strategic risks and the board assurance frameworkA critical role of any board is to focus on the risks that may compromise the achievement of the organisation’s strategic objectives. In order to be confident that the systems of internal control are robust, a board must be able to provide evidence that it has systematically identified its strategic objectives and managed the principal risks to achieving them.

A good board assurance framework (BAF) is a live tool that helps boards to undertake this duty by providing a simple yet comprehensive means by which to effectively manage the principal risks to meeting the strategic objectives. The Audit Committee Handbook identifies the BAF as ‘the key source of evidence that links strategic objectives to risks and assurances, and the main tool that the board should use in discharging its overall responsibility for internal control’.2 .The BAF, therefore, is the key document that should be driving the board and committee agendas. It provides a structure that enables the board to focus on the significant risks, highlights any key controls (management actions to avoid or mitigate risks) that have been put in place to manage the risk, any areas requiring further action, sources of evidence or assurance, and any gaps.

The BAF is, in GGI’s view, the original invest-to-save scheme for boards. Time spent on getting the various elements of the BAF right will help boards streamline assurance, locate where and how assurance is tested and develop proportionality in board reporting.

Key to this will be boards taking responsibility for identifying their risk appetite and risk tolerance for each strategic objective and agreeing what is sufficient in terms of controls and the assurances that the controls are operating effectively. The greater the risk appetite, the more controls should be put in place by management to avoid or mitigate the risk.

2. DH/HFMA, 2005, Gateway Ref 5706

Risk appetite Risk tolerance

Strategic objectives

Rare Insignificant

Unlikely Minor

Possible Moderate

Likely Major

Almost Certain Severe

ConsequenceLikelihood

None Financial

Minimal Regulatory

Cautious Quality

Open Reputational

Seek People

Significant

TypeLevel

The amount and type of risk that an organisation is prepared to pursue, retain or take in pursuit of its

strategic objectives

The boundaries within which the executive are willing to allow the true day-to- day risk profile of the organisation to fluctuate, while they are executing strategic objectives in accordance with the board’s strategy and risk appetite

GoodGovernanceInstituteGood Governance Institute

Page 5: Good Governance Institute Board guidance on risk appetite · 2020-05-01 · Good Governance Institute, (Company number 590301 Registered in the Republic of Ireland) Registered office:

RISK

APP

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prop

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co

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REPU

TATI

ON

ALH

ow w

ill w

e be

pe

rcei

ved

by th

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blic

and

our

pa

rtne

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w d

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liver

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tions

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ual

risk

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Will

ing

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se o

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setti

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tite

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sion

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hav

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nega

tive

impa

ct o

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orkf

orce

dev

elop

men

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tmen

t and

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ntio

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Sust

aina

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our

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ary

inte

rest

.

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will

avo

id a

ll ris

ks re

latin

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our

wor

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ce u

nles

s ab

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nova

tive

appr

oach

es to

w

orkf

orce

recr

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ent a

nd

rete

ntio

n ar

e no

t a p

riorit

y an

d w

ill o

nly

be a

dopt

ed if

es

tabl

ishe

d an

d pr

oven

to b

e ef

fect

ive

else

whe

re.

We

are

prep

ared

to ta

ke lim

ited

risks

with

rega

rds t

o ou

r w

orkf

orce

. Whe

re a

ttem

ptin

g to

in

nova

te, w

e w

ould

seek

to

unde

rsta

nd w

here

sim

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actio

ns h

ad b

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succ

essf

ul

else

whe

re b

efor

e ta

king

any

de

cisio

n.

We

are

prep

ared

to a

ccep

t th

e po

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of s

ome

wor

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ce ri

sk, a

s a

dire

ct

resu

lt fro

m in

nova

tion

as

long

as

ther

e is

the

pote

ntia

l fo

r im

prov

ed re

crui

tmen

t an

d re

tent

ion,

and

de

velo

pmen

tal o

ppor

tuni

ties

for s

taff.

We

will

pur

sue

wor

kfor

ce

inno

vatio

n. W

e ar

e w

illin

g to

ta

ke ri

sks

whi

ch m

ay h

ave

impl

icat

ions

for o

ur w

orkf

orce

bu

t cou

ld im

prov

e th

e sk

ills

and

capa

bilit

ies

of o

ur s

taff.

W

e re

cogn

ize

that

inno

vatio

n is

like

ly to

be

disr

uptiv

e in

the

shor

t ter

m b

ut w

ith th

e po

ssib

ility

of l

ong

term

gai

ns.

We

seek

to le

ad th

e w

ay in

te

rms

of w

orkf

orce

in

nova

tion.

We

acce

pt th

at

inno

vatio

n ca

n be

dis

rupt

ive

and

are

happ

y to

use

it a

s a

cata

lyst

to d

rive

a po

sitiv

e ch

an.

PEO

PLE

How

will

we

be

perc

eive

d by

the

publ

ic a

nd o

ur

part

ners

?

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GoodGovernanceInstituteGood Governance Institute