Audit committees are being retooled

Audit committees in Silicon Valley are expanding beyond traditional financial oversight — boards are reassessing composition to blend CFO‑level financial skills with operational and technical expertise, especially AI and cyber risk reported. The shift is driven by investor and regulatory pressure that demands proactive scenario planning and direct engagement with outside counsel.

EY’s 2025 board‑matters review found that 78% of companies report cybersecurity oversight sitting with the audit committee, signaling committee mandates have been formally widened. ey.com The Deloitte/CAQ “Audit Committee Practices” survey (published March 12, 2025) listed cybersecurity, enterprise‑risk management and finance/internal‑audit talent as the top three audit‑committee priorities. deloitte.com KPMG’s 2025 audit‑committee guidance flagged explicit oversight gaps in data privacy, AI and cyber and urged many committees to reassess which risks remain with the full board versus committee-level oversight. kpmg.com Proxy advisors and large stewards have responded: Glass Lewis added an AI oversight section to its 2025 U.S. Benchmark Policy (effective Jan. 1, 2025), and BlackRock’s Investment Stewardship reports continued to push directors to demonstrate board‑level expertise and engagement on governance topics. corpgov.law.harvard.edu Board preparedness is now being operationalized—EY’s review and Directors & Boards reporting show almost half of Fortune‑100 companies run simulations or tabletop exercises, and facilitators routinely recommend including the CISO, investor‑relations lead and outside counsel in those drills. directorsandboards.com Silicon Valley boards have been shifting composition for years—Spencer Stuart’s regional analysis documents a multi‑year move to formalize audit and financial expertise on local boards—and high‑profile governance failures such as the Silicon Valley Bank collapse have accelerated post‑mortem reviews of audit‑committee capacity and charters. spencerstuart.com

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