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Seal of Accountability

CCCC Standards of Accountability

Standard 5: An Audit Review Committee

An audit review committee with a minimum of three members shall be appointed by the governing board. The audit committee must have at least three members who are members of the governing board. The governing board may appoint individuals to the audit committee who are not members of the governing board, provided that at all times a majority of the audit committee members are members of the governing board. All members of the audit committee shall be at arm’s length. The audit committee shall meet at least annually to:

  • review internal controls, financial policies.
  • review the audit program of the auditor.
  • review the annual financial statements and discuss such statements with the auditor.
  • make written recommendations to the governing board with respect to such statements and the fees to be paid for audit services.
  • present minutes of its meetings to the governing board as evidence of having responsibly discharged its mandate.

Commentary

Arm’s Length: See commentary under Standard 2.

The audit committee performs fiduciary duties on behalf of the board as a whole, hence the requirement that board members form the majority of this committee. To be objective, the committee must be independent of management and unencumbered by family relationships between its members and management. All members of the committee must be at arm’s length to all other members of the committee.

Such a committee has the responsibility to assure itself and the governing board that the organization's financial policies, functions and responsibilities, in accordance with Standard 6, are fully met. The appointment of an independent public auditor should be based on the recommendation from this committee. It would also review the audit report and forward it to the board with its own evaluation.

Note: Appointment to the committee of individuals who are not directors is possible only if the committee reports to the board, as opposed directly to the membership.

Terms of reference for the committee and a sample meeting agenda are available from CCCC.

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"Going through the rigour of getting the seal and maintaining the seal and looking at the standards is immensely helpful."

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Scotia Private Client Care