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HomeMy Public PortalAbout2018-01-25_Audit Committee Policy P-88Municipality of the District of Chester Audit Committee Policy P-088 Approval Date: January 25, 2018 Effective Date: January 25, 2018 Sponsor: Director of Finance Audit Committee Policy P-088 (continued) Page 2 of 8 MUNICIPALITY OF THE DISTRICT OF CHESTER POLICY P-088 AUDIT COMMITTEE POLICY TABLE OF CONTENTS PURPOSE...............................................................................................................................................................3 POLICYSTATEMENTS.......................................................................................................................................3 GUIDINGPRINCIPLES AND VALUES...........................................................................................................4 PROCEDURES AND PRACTICE GUIDELINES..............................................................................................4 REFERENCES.........................................................................................................................................................5 RELATEDDOCUMENTS....................................................................................................................................6 APPENDICES........................................................................................................................................................6 Notice of Intention to Adopt — Committee of the Whole — January 4, 2018 (2018-007) First Notice — Council — January 11, 2018 (2018-013) Second Notice — Council — January 25, 2018 (2018-032) Effective Date -- January 25, 2018 Audit Committee Policy P-088 (continued) Page 3 of 8 PURPOSE 1. The Municipal Government Act (MGA) requires Council to appoint an audit committee. This policy provides direction on the number and composition of the committee members, clarity on roles and responsibilities of the committee and the frequency of committee meetings. POLICY STATEMENTS 2. The committee shall consist of all members of Council and two citizen (see definitions) appointments as voting members. 3. Non-voting members of the committee shall be the CAO and the Director of Finance/Treasurer. 4. The audit committee shall meet at least twice per year. First, to review and approve the audit plan of the external auditors and second to review the audit results with the external auditors and recommend to Council the approval of the audited financial statements. Other meetings to be held as necessary to oversee its core responsibilities. 5. Where an audit committee has a citizen appointment vacancy it will continue to meet and perform its duties and exercise its powers. 6. A quorum consists of a majority of the voting members of the Committee. Each voting Committee member is entitled to one (1) vote and decisions shall be by a majority vote of those present. 7. In addition to the requirements of Policy P-08 (Committees of Council and their Duties) for selecting and nominating members of the public at large, where there is a vacancy in the citizen appointment members, the municipality shall advertise to recruit a person at least once every six months until the requirement to fill the vacancy is met. 8. Notwithstanding the requirements of Policy P-08, the citizen appointments to the audit committee will serve two-year terms, except for the initial appointments where one will serve a one-year term so that the two citizen appointments rotate off in opposite years to maintain the knowledge base. 9. The Nominating Committee shall nominate citizens to be members of the audit committee based upon their applications and applying criteria outlined in the below guidelines to select members who are independent and who have the expertise and skills to make them effective in carrying out the audit committee core responsibilities. 10. The audit committees core responsibilities include oversight of financial activities, audit services and risk management, including internal controls. Details of the audit Notice of Intention to Adopt — Committee of the Whole — January 4, 2018 (2018-007) First Notice — Council — January 11, 2018 (2018-013) Second Notice — Council — January 25, 2018 (2018-032) Effective Date — January 25, 2018 Audit Committee Policy P-088 (continued) Page 4 of 8 committee's core responsibilities (terms of reference) are include in the below guidelines. These should be reviewed on an annual basis by the audit committee. 11. New committee members shall receive orientation training from the Director of Finance/Treasurer (or some other appropriate source identified by the Director of Finance) within two months of being appointed. GUIDING PRINCIPLES AND VALUES 12. Audit committees play a significant role in improving and providing transparency around governance, risk management, and internal control practices of the Municipality. The audit committee should play an independent oversight role and advisory role to Council and management, with responsibility for operational decision-making resting with management, and policy decision making resting with Council. If the audit committee is involved in making decisions, its objectivity may be impaired, which, in turn, may negatively impact its ability to remain independent. PROCEDURES AND PRACTICE GUIDELINES 13. Citizens appointments — selection criteria to consider 13.1. May not be a member of council nor an employee of the municipality 13.2. An understanding of financial statements and generally accepted accounting principles. 13.3. Experience in preparing, auditing, analyzing, or evaluating financial statements 13.4. An understanding of internal controls 13.5. An understanding of risk management 13.6. An understanding of the law and financial regulatory compliance 13.7. An understanding of information technology and information security 13.8. Personal attributes of inquisitiveness, outspokenness, objectivity and integrity. 13.9. The two citizen appointments shall be from different districts unless applications are only received from one district or the Nominating Committee considers that the only qualified applicants are from the same district. 14. Core Responsibilities of the audit committee 14.1. Financial reporting 14.1.1. Oversight of the selection of accounting policies. 14.1.2. Review of any new accounting and reporting standards. 14.1.3. Obtain Management's confirmation that statutory and regulatory report filings and requirements have been met. Notice of Intention to Adopt — Committee of the Whole — January 4, 2018 (2018-007) First Notice — Council—January 11, 2018 (2018-013) Second Notice — Council — January 25, 2018 (2018-032) Effective Date — January 25, 2018 Audit Committee Policy P-088 (continued) _ _ Page 5 of 8 14.2. Audit Activities 14.2.1. Recommend to Council the approval of the audited financial statements. 14.2.2. Pre -approval of all audit services and the annual engagement letter. 14.2.3. Review of reports from the external auditor concerning their independence, including review of any non -audit services provided. 14.2.4. Review of the scope of the external audit including areas of identified risk. 14.2.5. Review annual financial statements and notes with the external auditors. 14.2.6. Review the results of the audit with the external auditors. 14.2.7. Review any identified internal control weaknesses with the external auditors. 14.2.8. Recommend to Council re -appointment or replacement of external auditors and their fee. 14.3. Risk management and internal controls: 14.3.1. Reviewing and assessing the Municipality's risk management policies and processes. 14.3.2. Having a clear understanding of the Municipality risks of fraud and error and the processes in place to mitigate them (internal controls). 14.3.3. Oversight of the Municipality's potential risk of management's override of internal controls 14.4. Other: 14.4.1. Review of its core responsibilities (terms of reference) on a regular basis. 14.4.2. Conduct or authorize investigations into matters within the Committees scope of responsibilities. 14.4.3. Conduct or authorize investigations into matters within the Committees scope of responsibilities. 14.4.4. Establish procedures for confidential submissions of concerns. 14.4.5. After each meeting report on oversight activities to Council at Council's next available meeting. REFERENCES 15. Legislative Acts/References: Notice of Intention to Adopt — Committee of the Whole — January 4, 2018 (2018-007) First Notice — Council — January 11, 2018 (2018-013) Second Notice — Council — January 25, 2018 (2018-032) Effective Date — January 25, 2018 Audit Committee Policy P-088 (continued) Page 6 of 8 15.1. Municipal Government Act (sections 23, 24 and 44) RELATED DOCUMENTS 16. Policies/By-Laws 16.1. Municipal Policy P-8 — Committees of Council and their Duties 16.2. Municipal Policy P-58 — Remuneration of Committee Members APPENDICES 17. Appendix A - Definitions Notice of Intention to Adopt — Committee of the Whole — January 4, 2018 (2018-007) First Notice — Council — January 11, 2018 (2018-013) Second Notice — Council — January 25, 2018 (2018-032) Effective Date — January 25, 2018 Audit Committee Policy P-088 (continued) Page 7 of 8 Appendix A Definitions Municipality — means the Municipality of the District of Chester CAO— means the Chief Administrative Officer for the Municipality. Director of Finance/Treasurer - means the Director of Finance/Treasurer for the Municipality as designated by the CAO. Council — means the elected Council of the Municipality Nominating Committee — means the committee of Council with the task to nominate all members of standing committees. Independence — the freedom from conditions that threaten the ability to carry out responsibilities in an unbiased manner. Citizens — members of the public who are primary beneficiaries of the goods and services provided by the Municipality and are residents of the Municipality Notice of Intention to Adopt — Committee of the Whole — January 4, 2018 (2018-007) First Notice — Council —January 11, 2018 (2018-013) Second Notice — Council — January 25, 2018 (2018-032) Effective Date — January 25, 2018 Audit Committee Policy P-088 (continued) Page 8 of 8 Municipality of the District of Chester Policies Being Replaced None Version History Major Revisions I Minor Revisions 2018 - AdoDtion Annotation for Official Policy Book Notice of Intention to Adopt/Amend Committee of the Whole January 4, 2018 (2018-007) Date of First Notice at Council January 11, 2018 (2018-013) Date of Second Notice at Council January 25, 2018 (2018-032) Effective Date January 25, 2018 1 certify that this Policy was adopted by Council as indicated above. Pamela M. Myra, Mu. icipal Clerk January 31, 2018 Date Notice of Intention to Adopt — Committee of the Whole — January 4, 2018 (2018-007) First Notice — Council —January 11, 2018 (2018-013) Second Notice — Council — January 25, 2018 (2018-032) Effective Date — January 25, 2018