Governance
At the core of our operations lie our Purpose and Values, guiding our actions to consistently do what is right, and what matters, in every endeavor we undertake. With a legacy spanning over 150 years, we have instilled confidence by fostering trust and facilitating change to shape a brighter future. Grounded in our rich history, our Purpose is deeply rooted in our commitment to safeguard the public interest while contributing to the advancement of our people, clients, stakeholders, and society. Upholding our core strengths and values remains paramount as we navigate through dynamic socio-economic landscapes, marked by recent disruptive events like the pandemic, the Ukraine conflict, and climate crises.
In response to mounting awareness among businesses, investors, and governments about the imperative of sustainability, we recognize the growing demand for transparency and accountability. Both internal and external stakeholders are increasingly seeking greater insight into companies‘ environmental, social, and governance (ESG) practices. Accordingly, we have implemented robust governance mechanisms to oversee all our activities, ensuring alignment with our values and commitments.
KPMG has a strong governance structure for overseeing our activities, setting policies, and aligning our strategy with our Purpose. KPMG International Limited acts as the coordinating entity for the overall benefit of the KPMG global organization. Its governance bodies are comprised of the Global Council, the Global Board (including its Committees), the Global Management Team (GMT), and Global Steering Groups. Further details about KPMG International Limited, including its structure and governance, can be found in our 2023 KPMG International Transparency Report .
The Global Council focuses on high-level governance tasks and provides a forum for open discussion and communication among member firms. Among other things, the Global Council elects the Global Chairman and approves the appointment of Global Board members. It includes representation from 53 KPMG firms.
The Global Board is the principal governance and oversight body of KPMG International, currently consisting of 22 members from diverse geographies that reflect KPMG’s global presence. The key responsibilities of the Global Board include approving global strategy, protecting and enhancing the KPMG brand and reputation, overseeing the Global Management Team, and approving policies with which KPMG firms have agreed to comply. It also approves the admittance or termination of KPMG firms to/from the global organization. Find out more about our Global Governance in our 2023 KPMG International Transparency Report.
The Board is led by the Global Chairman, Bill Thomas, and includes the Chairman of each of the regions and several Senior Partners from member firms. The list of Global Board members is available on the Leadership page of kpmg.com.
The tenure of our Global Chairman and CEO is limited to two terms of four years, while our Regional Chairs’ terms on the Global Board are limited to their term of office in their regional role. The tenure for our other Global Board members is two years, with members eligible to be appointed for one or more additional terms. All members of the Global Board are executive members; it has no independent members.
Consistent with KPMG’s global policies, all personnel, including Global Board members, are required to comply with detailed policies on conflicts of interest and auditor independence, as well as KPMG’s Global Code of Conduct, which includes specific additional responsibilities for leaders.
Global Board members, like all our people, are prohibited from acting as a director or officer (including company secretary) of any non-KPMG entity, except for a non-profit that is not an audit or assurance client; an entity established for personal family reasons that is not a client; or an appointment made in the normal course of conducting restructuring engagements. Global Board members have a broad range of economic and social competencies.
All board members have either economic/finance-related degrees and/or accounting qualifications and have experience in running national KPMG practices, which entails consideration of economic, social, and environmental issues. Many Global Board members are involved in senior roles with non-profit organizations in areas such as education, inclusion, and diversity, as well as in national and international professional bodies and business associations. Some Global Board members have environmental competencies. The Global Board receives regular updates and training on economic, environmental, and social issues, as part of its role in considering and approving KPMG International’s various major projects in these areas, many of which have been outlined here in our Impact Plan.
There are four female Global Board members and five members of the Global Board that identify as members of under-represented social groups.
The Global Board has delegated certain responsibilities to the Global Management Team. These responsibilities include developing the global strategy by working together with the Executive Committee, and jointly recommending the global strategy to the Global Board for its approval.
The GMT also supports KPMG firms in their execution of the global strategy and KPMG International policies, including holding them accountable to their commitments. The GMT also oversees the activities of the Global Steering Groups. The list of GMT members is available on the Leadership page of kpmg.com.
Each firm is part of one of three regions, namely the Americas, ASPAC, and EMA. Each region has a Regional Board comprising a regional chairman, regional chief operating officer, representation from any sub-regions, and other members as appropriate. Each Regional Board focuses specifically on the needs of member firms within their region and assists in the implementation of KPMG International’s policies and processes within the region.
Individual KPMG firms may consist of more than one separate legal entity. If this is the case, each separate legal entity will be responsible only for its own obligations and liabilities, unless it has expressly agreed otherwise.
Further details about KPMG International including the governance arrangements, can be found in the "Governance and Leadership" section of the 2023 KPMG International Transparency Report.
KPMG International’s global client and engagement acceptance and continuance policies and processes are designed to help KPMG firms identify and evaluate potential risks prior to accepting or continuing a client relationship or performing a specific engagement.
KPMG firms evaluate whether to accept or continue a client relationship or perform a specific engagement. Where client engagement acceptance (or continuance) decisions pose significant risks, additional approvals are required. Read more in our 2023 KPMG International Transparency Report.
At KPMG, we know that trust is earned by doing the right thing. Consistent with being signatories to the UN Global Compact , we work against corruption in all its forms, including extortion and bribery. We are committed to the highest standards of personal and professional behavior throughout the global organization in everything we do. Ethics and integrity are core to who we are.
Within our Global Code of Conduct, we outline the responsibilities KPMG people have to each other, our clients, and the public. It shows how our Purpose and Values inspire our greatest aspirations and guide our behaviors and actions. It defines what it means to work at and be part of KPMG, as well as our individual and collective responsibilities.
In our Global Code of Conduct, which we regularly review and update, we clearly state that we don’t tolerate illegal or unethical behavior within KPMG, nor from clients, suppliers, or public officials with whom we work. Bribery and corruption are unethical, even in situations where it might not be considered illegal in a particular jurisdiction.
All KPMG firms are required to have processes to assess prospective clients, sub-contractors, and suppliers in relation to bribery and corruption. KPMG firms must also assess their bribery and corruption environment annually, as well as establish and maintain processes to monitor, manage, and control the interactions of the firm, its personnel, its agents with government entities and government officials, to ensure compliance with applicable law and regulation to maintain public trust. Find out more about KPMG International’s position on bribery and corruption here.
KPMG International develops Code of Conduct training for everyone at KPMG. Everyone is required to confirm their understanding of, and compliance with, the Code of Conduct on joining KPMG and annually after that. KPMG firms are required to monitor our people’s completion of this training, as well as the completion of training on bribery and compliance with laws, regulations, and professional standards. Any individuals contracted to provide services to KPMG firms should also undertake applicable ethics training.
Additionally, KPMG firms and professional accountants are bound by the International Code of Ethics for Professional Accountants (including International Independence Standards issued by the International Ethics Standards Board for Accountants (IESBA)).
KPMG has policies and procedures to enable KPMG firms and their people to comply with these standards.
KPMG established a global procurement ESG working group, a planet council, a prosperity council, and Heads of Our Impact Plan in all our Global Board countries, with the aim of driving progress across the commitments the global organization has made in Our Impact Plan.
Over the past year, we formed a working group to address modern slavery risks. This group, which includes representation from the International Office of the General Counsel, Global Procurement and Corporate Affairs, meets monthly to focus our efforts on addressing risk and opportunities. The Committee’s work is overseen by the GMT, with regular reporting to the Global Board. Our formalized accountability structure for human rights and modern slavery will be a foundational step in increasing our maturity.
KPMG has a comprehensive approach to monitoring and reporting any illegal or unethical acts. Our Global Code of Conduct and policies and procedures set out a clear process for anyone seeking advice or wanting to report illegal or unethical behavior, and we openly encourage a culture of speaking up without any fear of reprisal. We prohibit retaliatory behavior when our people report ethical issues, breaches, or suspected breaches in good faith. KPMG firms are required to have reporting mechanisms for individuals to report any illegal or unethical acts that take place internally or externally, with clear policies on when to escalate reported incidents to Global or Regional leadership.
Supporting our speak-up culture, KPMG in Belgium and KPMG International have a hotline that can be used for reporting any suspected instances of unethical behavior. The service is managed by a third party and is available to all KPMG people, clients, and other third parties. This is in addition to other mechanisms that may exist within our KPMG firms.
In recognition of the demanding and important role that board members play in leading outstanding governance, and the challenges that they face in meeting their responsibilities, KPMG in Belgium’s Board Leadership Center (BLC) aims to help board members enhance their commitment and ability to help drive long-term sustainability and boost stakeholder confidence.
The BLC in Belgium forms part of a global network, operating in more than 40 countries and territories, through which KPMG firms engage with directors and business leaders to help articulate their challenges and promote continuous improvement of public and private company governance. Drawing on insights from KPMG professionals and subject matter experts both within Belgium and worldwide, the BLC delivers practical thought leadership — on risk and strategy, talent and technology, globalization and compliance, financial reporting, audit quality, and more — all through a board lens. An example of the support and insights the BLC provides can be found here.
