About Us

Independent Audit is a bit different.


We do lots of board reviews – but we also have deep expertise across audit, risk management and compliance.  So we look at many parts of the governance framework – all from the Board’s perspective.  A “board’s-eye view”.

Unlike others, we’re a team of reviewers.  We were founded in 2002 by Jonathan Hayward and Richard Sheath, who still lead the business.  But we work with a small number of senior associate advisors all with great experience – and bringing different but complementary backgrounds and skillsets.

And we’re very active in sharing our thinking on board effectiveness and governance.  For boards, our eBulletin “The Effective Board” has become a popular source of new thinking and practical ideas.

We have worked with around 250 clients including around half of the FTSE 100. FTSE 250, smallcap, subsidiaries, insurers, mutuals, pension trustee boards, private companies, trusts, universities, charities…  So we’ve seen all shapes and sizes – and understand that governance and assurance work well when they fit your own needs and objectives.

Our Advisory Team

Richard Sheath

Richard has reviewed all shapes and sizes of boards.  He has worked across many sectors but in particular with financial services and mining companies.  He has a particular focus on subsidiary governance.  Richard’s the author of our monthly eBulletin The Effective Board – and leads our Thinking Board® online assessment service. He also regularly leads reviews of internal audit and governance.

He’s seen board life from the non-executive side of the table as audit and risk committee chairman of several major Russian companies.  He spent his early years at the Bank of England and HM Treasury before working with PwC as a Risk Management Partner in Russia, South America and London.

Contact Richard

Catherine Stalker

Catherine has worked with many boards of listed companies, private ones, regulators and pension funds.  With many years’ experience as a PwC Partner advising on human resources, she understands how people work together, both in the boardroom and beyond, with a particular focus on culture and behaviour. Catherine started her career at the Bank of England, and her initial consulting career focused on risk management, organisation of the treasury function and management accounting.

This led to working on performance and scorecards, which led to executive pay and on to corporate governance.  Catherine also draws on insights from seven years as a non-executive director and remuneration committee chairman.

Contact Catherine

Jonathan Hayward

Jonathan has lost count of the board reviews he’s done.  These have been across very diverse sectors but often with financial services companies.  He’s also led many assessments of internal and external audit – as well as doing a lot of thinking (and advising) on about how well risk management is working.

Jonathan’s technical expertise has seen him to acting as an expert witness for an FSA enforcement action in the wealth management sector, appearing at the Treasury Select Committee on audit issues and belonging to the ICAEW’s Financial Services Risk and Regulation sub-committee.  Jonathan has worked on governance, audit and risk issues for many years having previously been an audit partner with PwC.

Contact Jonathan

Jane Hayes

Jane has quite diverse experience.  Coming out of executive search, she knows how to assess board skills and personalities.

And her background as an auditor gives her a good appreciation of how the board and control framework fit together – and means she often works on our internal audit effectiveness assignments.

Contact Jane

Sir Ken Olisa OBE – Chairman

Sir Ken provides a steadying hand as our non-executive Chairman, bringing many years of experience as a technology entrepreneur and investor, as a past regulator (PostComm and IPSA) and as a non-executive director (Institute of Directors, Thomson Reuters…)  His support for the highest standards of corporate governance is seen in the annual IoD Good Governance Index and membership of the Parker Review.

His commitment to community shows through in his work for the socially excluded (Thames Reach, Shaw Trust…) and he is honoured to be HM The Queen’s Lord Lieutenant of Greater London.

Contact Ken

Clare Chalmers

Clare has been evaluating the effectiveness of boards for over ten years, working with clients in the FTSE 100 and 250 together with private, not-for-profit and public-sector organisations.

She is well known for her holistic approach to reviews, her energy and straight-talking style which she acquired during her 20 years career in investment banking.

Contact Clare

Belinda Hudson

One of our most experienced reviewers, Belinda adopts a light touch but very effective approach to her board and committee reviews.  She brings particular focus on behaviour, dynamics and culture in the boardroom and beyond and works with boards to help them achieve their full potential.

Her open style, strong interpersonal skills and the ability to establish rapport with board members enable her to draw out views and useful insights in interviews. She is also well placed to give specialist guidance to remuneration and nomination committees as she previously worked as an executive remuneration and HR consultant.

Contact Belinda

James Littlefair

James has worked with boards across various sectors.  He particularly enjoys working with organisations with complex stakeholder models including membership organisations, subsidiaries, charities and public-owned bodies.  He has also frequently worked with boards in the financial services sector, as well as FTSE 350, AIM and Small Cap boards.

James has MSc International Management and BA Economics degrees from the University of Exeter, where he has also guest lectured on corporate governance and culture.

Contact James

Our Thinking Board® Team

Tim Anderson-Edward

You’ll get to know Tim from the start as he’s the Business Development Director responsible for Thinking Board®.   He’ll always be available for helping you understand what you can get from Thinking Board® or any other of our review services.

Contact Tim

Carmel Boylan

Many of our Thinking Board® clients get to know Carmel well.  As a Client Support Manager she will guide you through your review and share with you her extensive experience of supporting effectiveness reviews. There aren’t many questions that Carmel hasn’t handled.  And she’s seen so many board reviews and reports that she’s a good source of governance expertise too.

Contact Carmel

Chris Tuson

Chris works mainly on development of the Thinking Board® tool, enhancing its user interface, and reporting and benchmarking capabilities. Chris holds a Law degree from Cardiff University.

Contact Chris

Damla Tezcan

Damla is part of our client support team and will help you throughout your Thinking Board® review.  She is enhancing our benchmarking capabilities which allow you to see how you compare with others like you.  Damla has an MSc in Management Science from LSE and often supports our consultancy projects, so has a good grounding in corporate governance.

Contact Damla

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Helping you get it right

For us, good governance is about good performance.

Yes, compliance matters.  But our work is about helping you make sure your organisation…is led effectively by a board that adds value…is kept under control through risk management and assurance frameworks that meet your needs…and is “doing the right thing”.