Audit & Risk Committee
Terms of Reference
- To keep under review the effectiveness of internal control and risk management systems, as summarised in the strategic risk register, and in particular, to review the external auditors' management letter, the internal auditors' annual report, and management responses.
- To advise the Council on the appointment of 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 begins, 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 responses, and any other matters the external auditors may wish to discuss (in the absence of management where necessary).
- To consider and advise the Council on the appointment and terms of engagement of the internal audit service, the audit fee, the provision of any non-audit services by the internal auditors and any questions of resignation or dismissal of the internal auditors.
- To review the internal auditors' audit needs assessment and the audit plan; to consider major findings of internal audit investigations and management's response; and promote coordination between the internal and external auditors. The committee will ensure that the resources made available for internal audit are sufficient to meet the College's needs (or make a recommendation to the Council as appropriate).
- 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 OfS Accounting Officer, have been informed.
- To oversee the College's policy on fraud and irregularity, 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 OfS and other organisations.
- To monitor annually the performance and effectiveness of external and internal auditors and to make recommendations to the Council concerning their re-appointment, where appropriate.
- To monitor and appraise the College’s corporate governance arrangements and report on them annually.
- To monitor and appraise the College’s arrangements for the collection of non-financial data for submission to OfS, HESA and other bodies.
- To monitor the role and effectiveness of the Audit & Risk Committee itself and consider, in consultation with the Internal and External Auditors, how its work could be enhanced and improved.
- To investigate any activity within its terms of reference. To seek any information it requires from any employee, and all employees are directed to co-operate with any request made by the Committee.
- To investigate any submission made under the College’s Public Interest Disclosure Policy.
- 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 in consultation with the head of institution and/or Chair of Council.
- To review the audit aspects of the draft annual financial statements. These aspects will include the external audit opinion, the statement of members’ responsibilities, the statement of internal control, corporate governance statement and any relevant issue raised in the external auditors’ management letter. The committee should, where appropriate, confirm with the internal and external auditors that the effectiveness of the internal control system has been reviewed, and comment on this in its annual report to Council.
- To ensure that minutes (or a report) of meetings of the Audit & Risk Committee are circulated to all members of Council.
- To prepare an annual report covering the institution’s financial year and any significant issues up to the date of preparing the report. The report will be addressed to Council and head of institution, and will summarise the activity for the year. It will give the committee’s opinion of the adequacy and effectiveness of the institution’s arrangements for the following: risk management, control and governance (the risk management element includes the accuracy of the statement of internal control included with the annual statement of accounts); economy and effectiveness (value for money); data quality assurance. This opinion should be based on the information presented to the Committee. The Audit & Risk Committee annual report will be submitted to the Council before the members’ responsibility statement in the annual financial statements is signed.
Constitution and Membership
The Committee shall comprise up to five lay members, three of whom shall be lay members of Council:
Tom Van Oss
Lay members of Council
The Committee may recommend to the Council the appointment of co-opted members with relevant expertise but the number of co-opted members should not exceed that of independent members of Council.
Quorum: Two members
Frequency of meetings: Not less than three times per year