Audit, Risk & Compliance Committee Charter
The Audit, Risk & Compliance Committee assists the Board in fulfilling its corporate governance and oversight responsibilities relating to financial accounting practices, risk management and internal control systems, external reporting, monitoring compliance and the external audit function.
The Committee provides advice to the Board and reports on the status of the business risks to the Group through its risk management processes, aimed at ensuring risks are identified, assessed and properly managed. The Committee works on behalf of the Board with the external auditors and reviews non-audit services provided by the external auditor to confirm that they are consistent with maintaining external audit independence.
The primary duties and responsibilities of the Committee are set out in the Charter and include:
- Reviewing the external auditor’s proposed audit plan and approach;
- Reviewing the performance of the external auditor and consider the re-appointment and, if appropriate, conduct a tender of the audit. This review may be conducted in the presence of management at the request of the Committee;
- Reviewing and confirming the independence of the external auditor by obtaining statements from the auditor on relationships between the auditor and the Group, including non-audit services;
- Reviewing the financial statements for the half-year and full year and considering whether they are complete, consistent with information known to Committee members, and reflect appropriate accounting policies and principles;
- Reviewing the effectiveness of the Group’s internal audit controls regarding all matters affecting the Group’s financial performance, financing reporting and regulatory compliance;
- Reviewing reports provided to the Audit, Risk & Compliance Committee from management or the external auditors;
- Meeting separately from management with the external auditor at least once per year to discuss any matters that the Committee or auditor believe should be discussed privately;
- Evaluating the overall risk quality of the risk management systems established and assessing their continued and effective operation to ensure that the Group satisfies sound corporate governance principles and minimises /mitigates key risk exposures and incidents;
- Reports to the Board on any breach of the Corporations Act involving the Group or any breach of the Company’s Constitution of which the Committee becomes aware or that it suspects;
- Report to the Australian Securities and Investments Commission if the Committee is of the view that the Company has not taken, or does not propose to take, appropriate action to deal with a breach of the Corporations Act or the Company’s Constitution;
- Obtain regular updates from management and the Group’s compliance manager regarding compliance matters;
- Review the effectiveness of the system for monitoring compliance with laws and regulations in the countries and the companies in which the Group invests and the results of management’s investigation and follow-up (including disciplinary action) of any instances of non-compliance;
- Review the findings of any examinations by regulatory agencies
- Review the process for communicating the code of conduct to the Group’s personnel, and for monitoring compliance therewith.
The Babcock & Brown Group has appointed a Group Risk Manager. The responsibilities of this position include the implementation of a risk management framework for the Group and the Management Company.
The Audit, Risk & Compliance Committee Charter is outlined in more detail, click here to view document