From Compliance Officer to NED: A shift from knowing the answers to asking the right questions

Hosted by the Compliance Institute in collaboration with Forvis Mazars and Kroll, the discussion explored the journey from compliance and risk leadership roles to Non-Executive Director positions, highlighting the skills, experiences and mindset required to make a successful transition. The session was moderated by Kian Caulwell, Head of Financial Services Risk Consulting at Forvis Mazars, and featured an experienced panel comprising Grainne O'Farrelly, Sinead Halhed-Moran Walsh and David Montgomery.

The discussion provided valuable insights into one of the more natural career transitions within financial services: moving from a Compliance Officer or Risk Officer role into a Non-Executive Director (NED) position.

Compliance officers bring more to the Board than regulatory expertise

One of the key themes throughout the session was the unique value that compliance professionals can bring to a boardroom.

In many organisations, compliance officers operate across virtually every area of the business. They engage with senior management, challenge decision-making, advise on regulatory developments, assess risks and work closely with first-line business teams. As a result, they often develop a broad understanding of both the business model and the firm's control environment.

When moving into a NED role, this experience becomes highly valuable. Compliance professionals bring:

• Deep regulatory and governance expertise.
• A holistic understanding of how different parts of the business operate.
• Experience engaging with both the first and second lines of defence.
• An ability to identify emerging risks and challenge assumptions.

Importantly, they often possess insights into organisational behaviour and culture that may not always be visible from the boardroom.

The mindset shift: From giving answers to asking questions

Perhaps the most memorable quote from the session was:

"The transition from Compliance Officer to NED is moving from knowing the answers to asking the right questions."

This captures the essence of the transition.

As compliance professionals, we are frequently expected to provide advice, interpret regulations and recommend solutions. As a NED, however, the role shifts significantly. Rather than being the technical expert with all the answers, the focus becomes ensuring management is asking the right questions, considering the right risks and making sound decisions.

The panel repeatedly emphasised that becoming an effective NED requires a fundamental mindset shift:

• Moving from a functional or departmental perspective to a holistic business perspective.
• Focusing on oversight rather than execution.
• Thinking strategically rather than operationally.
• Looking beyond individual regulatory issues and considering the broader implications for the firm.

The message was clear: the transition is not simply a change in title, but a change in mindset.

Challenge is important, but so is support

Another interesting discussion centred on the difference between second-line challenge and board-level challenge.

Compliance officers are often required to consistently challenge the first line of defence. While this skill remains important, the role of a NED is broader than simply challenging management.

Successful NEDs provide:

• Constructive challenge.
• Independent perspective.
• Strategic guidance.
• Support to executive management.

The panel highlighted that the most effective NEDs balance challenge with relationship management. There needs to be a relationship of trust between the board and the executive team. Without that trust, challenge can become unproductive and oversight may be weakened.

The discussion also reinforced the importance of understanding commercial realities. Regulatory expertise alone is not enough. NEDs must appreciate business strategy, commercial objectives and operational constraints while ensuring risks remain appropriately managed.

A key takeaway was that an effective NED should not become a blocker to decision-making but instead help facilitate safe, informed and efficient decision-making by bringing an objective perspective to discussions.

Due diligence works both ways

For individuals considering a NED role, an important takeaway was the need to perform due diligence on the organisation before accepting an appointment.

Prospective directors should assess:

• The firm's culture and values.
• The quality of management.
• The effectiveness of the board.
• The firm's governance framework.
• Whether the organisation is the right personal and professional fit.

The panel stressed that cultural alignment is particularly important. Even the most experienced director will struggle to add value if there is a poor cultural fit between them and the organisation.

The opportunity to influence culture

A particularly thought-provoking point related to the influence a NED can have on culture.

In smaller organisations, NEDs can often play a significant role in shaping behaviour and setting expectations from the top. Their influence can help drive positive cultural change, reinforce accountability and strengthen governance standards.

While this can be more challenging in larger organisations with established structures, the opportunity remains significant. In smaller firms in particular, a NED can help shape the tone from the top and influence the culture of the organisation in a meaningful way.

Advice for Aspiring NEDs

The session concluded with practical guidance for those considering the move from compliance into the boardroom:

• Understand your strengths and the value you can bring.
• Be honest about areas where further development is needed.
• Continue building your professional network.
• Invest in enhancing governance, leadership and strategic thinking skills.
• Develop commercial awareness alongside regulatory expertise.
• Build relationships and expand your visibility within the industry.
• Position yourself as someone who enables safe and effective decision-making rather than acting as a blocker.
• Be brave in pursuing opportunities, but realistic about your readiness and the value you can bring.

Final reflections

The overarching message from the panel was clear: compliance professionals are exceptionally well placed to become effective NEDs. Their ability to understand risk, governance, culture and regulation gives them a strong foundation for board-level oversight.

However, success as a NED requires more than technical expertise. It requires a shift in mindset, an appreciation of commercial realities, strong relationship-building skills and the ability to provide both support and constructive challenge.

Above all, aspiring NEDs should remain true to themselves, understand their values and recognise the unique perspective they bring to the boardroom. Know your strengths, acknowledge your development areas, be brave enough to pursue opportunities and realistic about the contribution you can make. As the panel succinctly put it, the journey is less about having all the answers and more about learning to ask the right questions.