Which governing body is primarily responsible for overseeing corporate compliance?

The Board of Directors is primarily responsible for overseeing corporate compliance as they hold the ultimate authority and fiduciary duties to ensure that the corporation adheres to legal and regulatory requirements, as well as internal policies. The board’s responsibilities include establishing governance frameworks, approving significant policies, and monitoring the corporation’s compliance with applicable laws and regulations. This oversight helps protect the interests of shareholders and helps maintain the integrity and accountability of the corporation.

While the Chief Executive Officer plays a significant role in the day-to-day management and implementation of compliance programs, the ultimate accountability resides with the Board of Directors. Shareholders are primarily focused on the performance and value of their investments, rather than on compliance oversight. The corporate secretary plays an important administrative role in facilitating compliance by ensuring that the company’s records are well maintained and that corporate governance practices are followed, but they do not bear the ultimate responsibility for compliance oversight.