Approved by Council in May 1988, Revised 13 May 2005, 23 October 2008 and 25 February 2010.
- 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 with the External Auditors, before the audit begins, the nature and scope of the audit.
- To discuss with the Extenral 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 approve the appointment and terms of engagement of the Internal Audit Service (and the Head of Internal Audit, if applicable), the audit fee, the provisionof any non-audit services by the Internal Audit Service and advise Council of any concerns about the regisnation or dismissal of the Internal Audit Service (and the Head of Internal Audit, if applicable).
- To review the Internal Auditors' audit risk assessment, strategy and programme; to consider major findings of internal audit investigations and management's response; and 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 institution's needs (or make a recommendation to Council as appropriate).
- To keep under review the effectiveness of the risk management, control and governance arrangements, and in particular to review the External Auditors' management letter, the Inernal Auditors' annual report, 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 Office for Students accounting officer, have been informed.
- To oversee the institution's policy on fraud and irregularity, including being notified of any action taken under that policy.
- To satisfy itself that suitable arrangements are in place to promote economy, efficiency and effectiveness.
- To receive any relevant reports from the National Audit Office, Office for Students and other organisations.
- To monitor annually the performance and effectiveness of External and Internal Auditors, including any matters affecting their objectivity, and to make recommendations to the Council concerning their reappointment wher appropriate.
- To consider elements of the annual financial statements in the presence of the External Auditors, including the auditors' formal opinion, the statement of members' responsibilities and the statement of internal control, in accordance with Office for Students Accounts Directions. The committee will consider the final version of the audited financial statements after they have been submitted to Finance Committee.
- In the event of the merger or dissolution of the institution, to ensure that the necessary actions are completed, including arranging for a final set of financial statements to be completed and signed.
- Membership and Appointment of Chair: Four lay members of Council, appointed by Council on the recommendations of the Nominations Committee, one of whom is appointed Chair of the Committee by Council on the recommendation of the Nominations Committee. Two members who are not members of Council, appointed by Council on the recommendation of the Nominations Committee
- Co-option: See Council Standing Orders 16(iv) and 16(v)
- Alternates: See Council Standing Order 17(iii) to (vi)
- Quorum: One third of the membership (Council Standing order 16(vi))
- Rules for voting: None specified
- Minutes: To Council (and Finance Committee for information).
- To ensure independence of the Audit Committee, it is currently best practice that all of its members should be independent and non-executive. It is assumed that staff of an institution are not independent.
- None of the members of the Committee may also be members of the Finance Committee
- The Chair of Council may not be a member of the Committee
- The Committe must consist of members with no executive responsibility for the management of the institution. Members should not have significant interests in the institution
- At least one of the members will have recent and relevant experience in finance, accounting and auditing
- The Term of office for both lay members and co-opted members of the Committee is three years (renewable).
- The minutes of the meeting of the Committee will be submitted to Council and then to Finance Committee (for information)
- The Commitee will 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 the Vice-Chancellor, summarising the activity for the year. It will give the Committee's opinion on 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 satement of accounts)
- Economy, efficiency and effectiveness (value for money). This opinion should be based on the information presented to the Committee. The Audit Committee Annual Report should normally be submitted to Council before the members' responsibility statement in the annual financial statements is signed.
- Mangement and quality assurance of data submitted to HESA (Higher Education Statistics Agency), the Student Loans Company, Office for Students and other bodies.