Audit Management & Review Committee

Contents

• Terms of Reference
• Membership
• Quorum
• Meetings
• List of Members

Terms of Reference

The Audit Management & Review Committee is a formally constituted committee of Council with particular responsibility to assist and advise Council in fulfilling its corporate governance and oversight responsibilities in relation to the University's management of risk, its internal control structure and its external reporting responsibilities.

The Audit Management & Review Committee shall:

• assess the risks, both internal and external, that affect the University and ensure that the identified risks are appropriately managed;
• review policies and procedures relating to risk management and compliance with applicable laws and regulations;
• oversee the planning and execution of the internal audit program and ensure that the independence and integrity of the internal audit function is maintained;
• follow up the implementation of recommendations made by internal and external auditors;
• act as a mechanism for the external auditor to communicate with Council, and review the reports of the external auditor and the management responses thereto; and
• review the annual financial statements of the University and recommend their acceptance to Council.

Membership

The Audit Management and Review Committee shall consist of:

• one (1) Vice Chancellor's nominee;
• four (4) external Council members nominated by Council including at least one (1) member with recognized professional financial qualifications and experience.

NOTE: Should a Council member with recognized professional financial qualifications and experience not be available, Council shall appoint a person external to the University with said qualifications and experience.

The Chair of the Committee shall be an external Council member.

Unless otherwise provided, the term of office of all Committee members shall be two years. Re-appointments are permitted.

Wherever possible, both genders shall be represented on the Committee.

In attendance as non-voting observers:

• Representatives of the NSW Audit Office
• Director, Financial Services
• Manager, Audit & Review (Committee Secretary)
• Other persons as required depending on the issues for consideration.

Quorum

The quorum for a meeting shall be 3 of the 5 Committee members.

Meetings

The Committee shall meet at least 3 times per year.

The external and internal auditors shall be invited to be present at the meetings. Both the external and the internal auditors shall have right of access to the Committee, or its Chair, whenever they feel the need.

Last reviewed: 6 November, 2006