The expanding empire of the audit chair

Chairing an audit committee resembles managing an airport during monsoon season, while simultaneously diffusing explosives made entirely of compliance requirements. India Inc seemed to have converted it into the organisational equivalent of a government complaint desk. Financial reporting? Cybersecurity? ESG? Whistle-blower complaints? AI governance? All of these are pushed to the audit committee. At this rate, if the office coffee machine explodes, someone will ask whether the audit chair reviewed the control framework around beverage risk.

An audit committee chair today must maintain relationships with the CFO, internal audit teams, statutory auditors, risk officers, compliance heads, regulators and, occasionally, a CEO who still believes controls are ‘anti-growth’. Between quarterly disclosures and existential exhaustion, the chair must also prepare agendas, monitor financial calendars, review cyber risks and ensure the company does not accidentally become tomorrow’s SEBI case study.

The listed companies face expanding disclosure obligations and increasingly vocal shareholders. Which explains why many audit chairs now spend their lives trapped inside Excel sheets, audit observations and phrases like ‘material weakness remediation’. The amusing part is that the actual committee meeting is only a tiny fraction of the workload. The visible meeting is merely the trailer. The real movie happens before and after.

Experienced audit chairs increasingly understand that survival depends less on intelligence and more on preparation. Some arrive early to board meetings simply to corner the CFO, chief audit executive, CIO and external auditors before formal discussions begin. This is not networking. This is reconnaissance.

A one-hour pre-meeting discussion can save three hours of boardroom confusion later. It is far easier to discover alarming issues privately than during a presentation where directors suddenly become fascinated by ceiling patterns. Audit committees do not actually want presenters reading numbers aloud from slides already ignored in the pre-read material. Yet, this ritual survives across India with astonishing commitment.

Some presentations contain numerous tables. Explain quarterly variance analysis; nobody fully understands doesn’t need so many tables. Smart audit chairs increasingly rehearse presentations beforehand. What is the actual point being made? Which slides matter? Which can disappear without affecting civilisation? Can this be summarised in five pages instead of 40?

Contrary to corporate belief, directors do not gather to admire font consistency. They gather to discuss judgement, assumptions, risks and unpleasant surprises. India Inc has recently witnessed accounting irregularities, governance collapses, cyber incidents, related-party controversies and compliance failures that made audit committees unexpectedly famous on television. Which is why experienced audit chairs increasingly rely on one underrated weapon: calendars. Among all board committees, audit remains the most ritualised. Quarterly results, annual audits, disclosure cycles, risk reviews, statutory filings… the year already follows a predictable rhythm. Good chairs map the entire calendar in advance instead of rediscovering panic every quarter. Another interesting evolution is that audit committees are no longer functioning as secret societies. Many companies now allow other directors to sit in meetings as observers. Officially, this improves transparency. Unofficially, it allows the rest of the board to witness the scale of suffering personally. There is something deeply educational about watching an audit chair explore financial disclosures, cyber risks, tax litigation, internal-control failures and regulatory updates. It also clarifies why audit chairs increasingly resemble sleep-deprived air-traffic controllers. And then comes the final problem: time. Many audit committee chairs still hold demanding executive roles elsewhere. Which means weekdays are spent managing one company’s crises, while evenings are devoted to supervising another company’s crises independently. This arrangement is sustainable only if one enjoys low-grade anxiety. Smart boards are becoming cautious about over-committed audit chairs. The role no longer suits ceremonial directors collecting board seats like golf trophies. It requires operational understanding, financial depth, stamina and the emotional resilience to survive conversations involving forensic audits. The irony is that audit committees were originally designed to improve corporate calm and accountability. Instead, they have evolved into governance war rooms where exhausted professionals attempt to stop corporations from accidentally setting themselves on fire. Still, despite the overload and endless compliance rituals, audit committees remain one of the few places where uncomfortable truths occasionally survive PowerPoint formatting – which is precisely why they matter more than ever.

M. Muneer is MD, CustomerLab and co-founder, Medici Institute, a non-profit organisation. Ralph Ward is a global authority on boards; both of them drive board alignment for corporations. Contact: Muneer@mediciinstitute.org