III Audit Committee
Audit Committee reports to the Board of Trustees.
- The Committee will consist of at least four lay members of the Board of Trustees having no executive responsibility for the management of the School. At least one member will have recent relevant experience in finance, accounting or auditing. No member will also be a member of the Resources & Planning Committee, and the membership will not include the Chair of the Board of Trustees.
- Audit Committee may co-opt others with particular expertise or interests who are not members of the Board of Trustees.
- The Registrar & Secretary (COO), the Deputy COO Resources & Planning, the Director Legal and Governance and the Internal Auditor will attend the meetings. The Director and the External Auditors will attend meetings as required.
- The Registrar will nominate a Secretary
The Committee will normally hold four meetings per session, and the quorum will be two members.
The Audit Committee is authorised to investigate any activity falling within the terms of reference of the Board of Trustees. It is authorised to seek any information it requires from any employee, and all employees are directed to cooperate with any request made by the Committee. The Committee is authorised to obtain outside legal or other independent professional advice and to secure the attendance of non-members with relevant experience and expertise if it considers this necessary, normally in consultation with the Director.
The Audit Committee’s detailed duties shall be:
- To advise the Board of Trustees on the appointment of the External Auditors, the audit fee, the provision of any non-audit services by the External Auditors and any questions of resignation or dismissal of the External Auditors;
- To discuss if necessary with the External Auditors, before the audit commences, the nature and scope of the audit;
- To discuss with the External Auditors problems and reservations arising from the interim and final audits, including a review of the management letter, incorporating management responsibilities, and any other matters the External Auditors may wish to discuss (in the absence of the School’s management where necessary);
- To consider and advise the Board of Trustees on the appointment and terms of engagement of the Internal Auditor and any questions of resignation or dismissal of the Internal Auditor;
- To review and approve the Internal Auditor’s annual audit risk assessment, strategy and audit plan; to consider major findings of internal audit investigations and management's response; to promote co-ordination between the Internal and External Auditors. The Committee will ensure that the resources made available for internal audit are sufficient to meet the School’s needs;
- To keep under review the effectiveness of the risk management, control and governance arrangements, and in particular review the risk register, the External Auditors’ management letter, the Internal Auditor's termly and annual reports and management responses;
- To monitor the implementation of agreed audit-based recommendations, from whatever source;
- To ensure that all significant losses have been properly investigated and that the Internal and External Auditors, and where appropriate the sectoral regulator, have been informed;
- To oversee the School's policy on fraud and irregularities, including being notified of any action taken under that policy;
- To satisfy itself that satisfactory arrangements are in place to promote economy, efficiency and effectiveness;
- To receive any relevant reports from the National Audit Office, the sector regulator and other organisations;
- To monitor annually the performance and effectiveness of the External and Internal Auditors, including any matters affecting their objectivity, and to make recommendations to the Board of Trustees on their reappointment where appropriate;
- To consider, in the presence of the External Auditors, the draft annual accounts for recommendation to the Board of Trustees including consideration of External Auditors’ formal opinion, the statement of Trustees’ responsibilities and the statement of internal control, in accordance with the sector regulator's accounts directions;
- To review the School's data quality policy and to satisfy itself that appropriate arrangements are in place to ensure the quality of the School's data;
- To report as appropriate to the Board of Trustees, but in any event at least annually. The annual report will cover the financial year and any significant events up to the date of preparing the report and will give the Committee’s opinion on the adequacy and effectiveness of the Institution’s arrangements for: -
- risk management (including the accuracy of the statement of internal control included in the annual accounts), control and governance;
- economy, efficiency and effectiveness;
- the management and quality assurance of data submitted to the Higher Education Statistics Agency (HESA), and other funding bodies.
- In the event of the merger or dissolution of the School, to ensure that the necessary actions are completed, including arranging for a final set of accounts to be completed and signed.