# Operating Model

Roles, responsibilities, and governance structure for AI agent oversight.

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## Overview

This document defines the organizational structure, roles, and accountability for AI agent governance. It establishes who is Responsible, Accountable, Consulted, and Informed (RACI) for governance activities.

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## RACI Definitions

- **R (Responsible):** Does the work
- **A (Accountable):** Final approval authority
- **C (Consulted):** Provides input and expertise
- **I (Informed):** Kept updated on status

!!! note "Note for Smaller Institutions"
    Roles may be combined based on organizational size and structure. For example, a Compliance Officer may also serve as AI Governance Lead, or the CISO function may be assigned to an IT Director. The RACI assignments remain the same; the individual simply holds multiple roles. Ensure adequate segregation of duties for critical controls.

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## Agent Governance Activities

### Zone 1: Personal Agent Deployment

| Activity | AI Lead | Compliance | CISO | PP Admin | Requester | Board |
|----------|---------|-----------|------|----------|-----------|-------|
| Create personal agent | C | I | I | I | R | I |
| Document purpose | R/A | I | I | I | I | I |
| Deploy to personal env | I | I | I | R | A | I |
| Record in inventory | I | R | I | I | I | I |

**Summary:** Personal agent, minimal governance, creator owns documentation.

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### Zone 2: Team Agent Deployment

| Activity | AI Lead | Compliance | CISO | PP Admin | Manager | Board |
|----------|---------|-----------|------|----------|---------|-------|
| Business case review | A | C | C | I | R | I |
| Risk assessment | R | C | C | I | C | I |
| Approval workflow | C | R/A | C | I | C | I |
| Security review | C | C | R/A | C | I | I |
| Deploy to team env | I | I | I | R/A | I | I |
| Document in registry | I | R | I | I | C | I |
| Train team | C | I | I | I | R/A | I |
| Quarterly review | R | A | I | I | C | I |

**Summary:** Team agent, formal approval, manager sign-off, quarterly reviews.

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### Zone 3: Enterprise Agent Deployment

| Activity | AI Lead | Compliance | CISO | Legal | CRO | Board | Ext Auditor |
|----------|---------|-----------|------|-------|-----|-------|-------------|
| Strategic planning | R/A | C | C | I | C | C | I |
| Business case | R | C | C | C | R | C | I |
| Risk assessment | R | C | C | C | C | A | C |
| Regulatory review | C | R/A | C | C | C | A | C |
| Security testing | C | C | R/A | C | I | I | C |
| Model risk assessment | R | C | C | I | A | A | C |
| Bias/fairness testing | R/A | C | C | I | C | C | C |
| Legal review | C | C | I | R/A | I | C | C |
| Governance committee | R | A | A | A | A | A | I |
| Change control | I | C | R | C | C | I | I |
| Deploy to production | I | I | I | I | I | R/A | I |
| Document in registry | I | R | I | I | I | I | I |
| Train operators | C | I | I | I | I | I | I |
| Monthly monitoring | R/A | A | C | I | C | I | C |
| Quarterly review | R | A | C | C | A | A | I |
| Annual validation | R | C | C | I | A | A | A |

**Summary:** Enterprise agent, comprehensive governance, board-level oversight, multiple approvals.

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## Core Governance Roles

### 1. AI Governance Lead

**Accountability:** Agent governance framework and implementation

**Responsibilities:**

- Framework administration and updates
- Agent classification to zones
- Governance committee chair (Zone 3)
- Model risk management oversight
- Change control coordination
- Compliance dashboard maintenance
- Governance team leadership

**Zone Focus:** All zones

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### 2. Chief Information Security Officer (CISO)

**Accountability:** Information security program and risk management

**Responsibilities:**

- Oversee agent security requirements
- Approve security testing procedures
- Incident response and escalation
- Define encryption standards
- MFA and conditional access policies
- Runtime threat detection
- Reporting to board/audit committee

**Zone Focus:** Zones 2 & 3 security

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### 3. Chief Compliance Officer / Compliance Officer

**Accountability:** Regulatory compliance and governance effectiveness

**Responsibilities:**

- Define governance policies and procedures
- Oversee compliance assessments
- Regulatory relationship management
- Audit coordination
- Incident investigation and reporting
- Compliance training oversight
- Executive reporting on compliance status

**Zone Focus:** Zones 2 & 3 compliance

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### 4. Power Platform Admin

**Accountability:** Technical implementation and platform governance

**Responsibilities:**

- Environment setup and management
- Connector policies and restrictions
- DLP policy configuration and testing
- Audit logging setup and retention
- ALM pipeline configuration
- Performance monitoring
- Technical troubleshooting

**Zone Focus:** Technical setup for all zones

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### 5. Purview Compliance Admin

**Accountability:** Compliance monitoring and audit support

**Responsibilities:**

- Audit log management
- Compliance reporting
- Data retention policies
- eDiscovery coordination
- Policy violation investigation
- Audit evidence compilation
- Compliance training administration

**Zone Focus:** Zones 2 & 3 monitoring

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### 6. Entra Security Admin

**Accountability:** Identity and access security

**Responsibilities:**

- MFA and Conditional Access setup
- User provisioning and deprovisioning
- Threat investigation
- Insider risk monitoring
- Access review coordination
- Incident response support

**Zone Focus:** Authentication and access control

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### 7. SharePoint Admin

**Accountability:** SharePoint governance for agents

**Responsibilities:**

- Site permissions and access control
- Restricted Content Discovery (RCD) setup
- Retention policies
- Guest access controls
- Information access governance
- Site-level compliance monitoring

**Zone Focus:** SharePoint-specific controls (Pillar 4)

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### 8. Legal/General Counsel

**Accountability:** Legal risk and regulatory obligations

**Responsibilities:**

- AI vendor agreements
- Customer disclosure requirements
- Regulatory filing/disclosure
- Model validation oversight
- Fair lending compliance
- Breach notification procedures

**Zone Focus:** Zone 3 legal review

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### 9. Chief Risk Officer (CRO)

**Accountability:** Enterprise risk oversight

**Responsibilities:**

- Model risk governance (OCC Bulletin 2026-13 (formerly OCC 2011-12), Fed SR 26-2 (formerly SR 11-7))
- Fair lending oversight
- Third-party risk management
- Risk committee reporting
- Model validation supervision
- Bias/fairness testing oversight

**Zone Focus:** Model risk for Zones 2 & 3

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### 10. Internal Audit

**Accountability:** Independent control testing and assessment

**Responsibilities:**

- Annual control testing
- Governance procedure testing
- Compliance monitoring
- Model validation reviews
- Audit reporting to board
- Finding follow-up
- SOX 404 assessment

**Zone Focus:** All zones monitoring

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## Agent Lifecycle Responsibilities

### Agent Creation Phase

| Role | Responsibility | Timing |
|------|-----------------|--------|
| Requester | Submit business case | Day 1 |
| AI Lead | Initial classification | Day 2 |
| Manager (Zone 2+) | Approve request | Day 3 |
| Compliance | Review for regulatory fit | Day 4 |
| CISO | Security assessment | Day 5 |
| Governance Committee (Zone 3) | Final approval | Day 10 |

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### Implementation Phase

| Role | Responsibility | Timing |
|------|-----------------|--------|
| PP Admin | Setup environment | Day 1-2 |
| Developer | Build and test | Day 3-5 |
| QA | Test procedures | Day 6-7 |
| CISO | Security testing | Day 8-10 |
| Compliance | Compliance verification | Day 11 |
| AI Lead | Final sign-off | Day 12 |

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### Operations Phase

| Role | Responsibility | Frequency |
|------|-----------------|-----------|
| Requester/Owner | Daily monitoring | Daily |
| PP Admin | Availability monitoring | Daily |
| Compliance | Compliance checks | Weekly |
| AI Lead | Zone 2+ oversight | Weekly |
| Compliance Officer | Monthly compliance review | Monthly |
| Internal Audit | Quarterly testing | Quarterly |
| Governance Committee (Zone 3) | Monthly oversight | Monthly |
| CISO | Security monitoring | Continuous |

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### Incident Response Phase

| Role | Responsibility | Timing |
|------|-----------------|--------|
| Observer | Report incident | Immediately |
| PP Admin | Initial containment | <1 hour |
| CISO | Security assessment | <4 hours |
| Compliance Officer | Investigate root cause | <24 hours |
| AI Lead | Notify governance committee | <24 hours |
| Board (if material) | Escalation and approval | <48 hours |

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## Approval Authority by Zone

### Zone 1: Personal Productivity

- **Approver:** Self-service (creator)
- **Escalation:** N/A

### Zone 2: Team Collaboration

- **Approver:** Manager or Department Head
- **Escalation:** AI Governance Lead or Compliance Officer

### Zone 3: Enterprise Managed

- **Approvers:**
  - Compliance Officer
  - CISO
  - General Counsel (if customer-facing)
  - CRO (if credit-related)
- **Final Authority:** Governance Committee
- **Escalation:** CEO or Board for material issues

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## Governance Committee (Zone 3)

### Composition

- **Chair:** AI Governance Lead
- **Members:**
  - Compliance Officer
  - CISO
  - General Counsel
  - Chief Risk Officer (if OCC/Fed regulated)
  - Business Owner (agent requester)
  - Internal Audit (observer)

### Meeting Frequency

- Monthly for Zone 3 oversight
- Special meetings for incidents or urgent items

### Key Responsibilities

1. Approve Zone 3 agent deployments
2. Monitor ongoing compliance
3. Approve model changes
4. Escalate issues to senior management
5. Report to board quarterly

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## Training Requirements

| Role | Training Topic | Frequency |
|------|----------------|-----------|
| **All Staff** | AI governance basics | Annual |
| **Agent Creators** | Development best practices | Annual |
| **Agent Managers** | Oversight and approval | Annual |
| **Compliance** | Detailed framework | Annual + as-needed |
| **CISO** | Security controls | Annual + as-needed |
| **Board/Exec** | AI governance overview | Annual |

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## Escalation Procedures

### Level 1 (Compliance Officer)

- Policy violations
- Non-compliance findings
- Performance issues

### Level 2 (CISO/Compliance)

- Security incidents
- Potential data breaches
- Regulatory concerns

### Level 3 (Board/CEO)

- Material security breaches
- Regulatory violations
- Customer impact incidents
- Significant compliance failures

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## Additional Controls RACI Assignments

### Control 1.19: eDiscovery for Agent Interactions

| Activity | AI Lead | Compliance | CISO | Legal | PP Admin |
|----------|---------|-----------|------|-------|----------|
| Define eDiscovery procedures | C | R/A | C | C | I |
| Configure legal holds | I | R | C | A | I |
| Search agent content | I | R | C | C | I |
| Export for regulators | I | R | C | A | I |
| Quarterly testing | C | R/A | I | C | I |

### Control 2.15: Environment Routing

| Activity | AI Lead | Compliance | CISO | PP Admin | Business |
|----------|---------|-----------|------|----------|----------|
| Define routing strategy | R/A | C | C | C | I |
| Configure default routing | C | I | I | R/A | I |
| Map security groups | C | I | C | R/A | I |
| Enable developer environments | C | I | I | R/A | I |
| Monitor routing effectiveness | R | I | I | A | I |

### Control 3.7: PPAC Security Posture Assessment

| Activity | AI Lead | Compliance | CISO | PP Admin | Internal Audit |
|----------|---------|-----------|------|----------|----------------|
| Review security score | C | C | R/A | C | I |
| Address recommendations | C | C | R | A | I |
| Track improvements | R | I | A | C | C |
| Executive reporting | R | A | C | I | I |

### Control 3.9: Microsoft Sentinel Integration

| Activity | AI Lead | Compliance | CISO | PP Admin | SOC |
|----------|---------|-----------|------|----------|-----|
| Define monitoring requirements | C | C | R/A | C | C |
| Configure Sentinel workspace | I | I | C | C | R/A |
| Create analytics rules | C | I | R | C | A |
| Monitor and respond | I | I | C | I | R/A |
| Threat hunting | I | I | C | I | R/A |

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## Agentic Center of Excellence

The operating model defined above — roles, RACI, and decision rights — is the canonical FSI governance structure for this framework. FSI-AgentGov introduced a **Center of Excellence (CoE) blueprint** in v1.5.0 (current at v1.6.2), specifically for AI agent governance, adapted from Microsoft's Frontier CoE materials with FSI guardrails. The CoE blueprint complements the FSI operating model: it is a specialized operational structure for the AI program, not a replacement for the firm's overall governance architecture. The RACI assignments and role accountabilities above remain load-bearing for examiner workpapers (FFIEC IT examination, FINRA WSP supervisory documentation). The CoE blueprint adds a vocabulary for *organizing the work* above the RACI spine.

### Four CoE Functions and Three Shapes

The CoE organizes the agent governance program into four functions:

- **Govern** — Policy, controls, audit readiness, release gates. Owned by the AI Governance Lead, CCO, CRO, and CISO.
- **Enable** — Builder enablement, knowledge-source governance, design patterns, training. Owned by the AI Governance Lead and Adoption Lead.
- **Optimize** — Performance monitoring, drift detection, incident triage, retirement signals. Owned by Service Owners and Power Platform Admin.
- **Scale** — Intake pipeline, portfolio prioritization, business-line expansion, pattern reuse. Owned by Executive Sponsor and Agent Product Owners.

These functions can be organized in one of three structural shapes: **Centralized** (a single CoE team holds all four functions; best for smaller institutions or early-stage programs), **Hybrid** (central CoE owns Govern + Enable; business lines own Optimize + Scale for their portfolios), or **Federated** (business lines run their own CoE chapters; central Govern team owns controls catalog and audit evidence only; best for global SIFIs with many business lines).

### Federation Guardrail (Load-Bearing)

**Federating CoE roles to business units does NOT transfer regulated supervisory accountability.** FINRA 3110 supervision, OCC Bulletin 2026-13 model risk oversight, Fed SR 26-2 obligations, and SOX 302/404 attestations remain with the named FSI roles in the operating model (AI Governance Lead, CCO, CRO, CISO) regardless of where the CoE function operationally sits. An institution cannot federate the accountability that a controlling regulation places on a named principal. "Federated" describes the operating shape; it does not describe the legal accountability model.

### Cross-Link to the Full Blueprint

For the full CoE blueprint — including function-by-function mandates, shape selection guidance, lifecycle ownership matrix, FSI-specific anti-patterns, and examiner-facing implications — see [Agentic Center of Excellence](agentic-coe.md). The CoE blueprint is **strategic** and belongs in executive sponsor and AI governance lead planning conversations. Admins implementing individual controls should start with the [control catalog](../controls/CONTROL-INDEX.md) instead.

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*Updated: May-2026 | Version: v1.6.2 | UI Verification Status: Current*
