COSO Chairman of the Board

BACKGROUND ABOUT COSO

The Committee of Sponsoring Organizations of the Treadway Commission (COSO) is a joint initiative of the five private sector organizations (American Accounting Association, American Institute of CPA’s, Financial Executives International, The Institute of Management Accountants, and The Institute of Internal Auditors). COSO was organized in 1985 to sponsor the National Commission on Fraudulent Financial Reporting, “The Treadway Commission”, an independent private-sector initiative that studied the causal factors that can lead to fraudulent financial reporting.

COSO’s mission is to help organizations improve performance by developing thought leadership that enhances internal control, risk management, governance, and fraud deterrence.

More specifically, COSO has developed well-known frameworks, addressing internal control and Enterprise Risk Management (ERM). It has also published guidance, thought leadership and research related to the above frameworks in the areas of technology, ESG/sustainability and more, as well as multiple COSO-sponsored research studies dealing with fraudulent financial reporting, AI and board governance.

KEY RESPONSIBILITIES

COSO is seeking a successor for its current chairman for a three-year term beginning January 1, 2026. This is a part-time volunteer position, with a budget including out-of-pocket expenses and administrative support, leading COSO in fulfilling its mission of providing thought leadership dealing with internal control, enterprise risk management, governance, and fraud deterrence. The successful candidate will exemplify executive maturity and presence, with a technical background to credibly serve our mission and enhance global reputation among organizations and regulators.

Essential Duties and Responsibilities include the following:

• Board Leadership. Plan and lead COSO board meetings, aimed at developing and agreeing on strategies and current and anticipated activities responsive to the COSO mission. Foster forward-looking vision and positioning COSO as an innovative, leading organization. Interact with COSO’s lead director as needed whenever issues arise in the carrying out of the Chair’s responsibilities that call for board level oversight or assistance.

• Oversight of COSO-sponsored projects and other activities. Facilitate advancement of COSO strategic guidance projects, as approved by the board. Solicit and engage individuals and organizations interested in working on COSO research and development and updates of COSO Frameworks, thought papers and other publications. Provide ongoing direction and oversight of these activities during their completion.

• Promoting COSO’s visibility. Actively seek opportunities for press interviews and participation as a speaker or contributor in social media, forums, webinars, and conferences of COSO sponsoring organizations and other professional groups.

• Oversight of COSO’s outsourced administrative activities. Interact to assure outsourced organizations responsible for COSO’s administrative functions effectively and efficiently meet our needs. These functions include:

   - Financial and accounting support

   - Growth of partnerships and licensing opportunities

   - Sale of COSO materials

   - Publication production and distribution

   - Protection and advancement of COSO’s intellectual property (e.g., licensing)

   - Press relationships and related press releases

   - Maintenance of the COSO website

   - Translation of COSO materials

   - Legal advice

   - Fellowship program

   - Social media and website activities (LinkedIn and WIX platform)

   - Daily email correspondence between COSO and its stakeholders

   - Policies, procedures and document repository

• Strategic Relationships with other organizations. Promote positive relationships with relevant global or national professional organizations, regulators, and other stakeholders to serve COSO’s mission in the areas of internal controls, risk management, governance, and fraud deterrence. Develop new strategic relationships aligned with COSO’s objectives.

PROFESSIONAL EXPERIENCE / QUALIFICATIONS

The successful candidate should possess the following:

• Demonstrated ability to lead an organization with a focus on strategic priorities.

• Executive maturity and executive presence.

• Tact, diplomacy, and powers of persuasion.

• Demonstrated superior communications (oral and written) and presentation skills as the public face of COSO globally.

• Ability to travel domestically and internationally to represent COSO (40-60% travel).

• Public speaking skills and experience presenting at large multi-stakeholder events.

• Must be a member of at least one of COSO’s founding sponsoring organizat