090303 FINAL Terms of Reference Audit Committee

Reference Number:090303INTERN A TION ALICSA Guidance on Terms of Reference – Audit CommitteeContentsIf using online, click on the headings below to go to the related sections.A IntroductionB The Combined CodeC Notes on the terms of referenceD Model terms of referenceICSA Guidance on Terms of Reference – Audit CommitteeBACk To The Top 1 of 9Reference Number:090303INTERN A TION ALA IntroductionThis guidance note proposes model terms of reference for the audit committee of a company seeking to comply fully with the requirements of the Combined Code on Corporate Governance. It draws on the experience of senior company secretaries and is based on best practice as carried out in some of the UK’s top listed companies. Companies with a US listing may need to amend the terms of reference in light of US requirements introduced pursuant to the Sarbanes-Oxley Act.Although the guidance note is aimed primarily at the corporate sector, the doctrine of good governance, including the adoption of audit committees, is increasingly being embraced by other organisations particularly in the public and not for profit sectors. The principles underlying the content of this guidance note are likely to be applicable regardless of the size or type of organisation and should be useful across all sectors.B The Combined CodeThe Combined Code on Corporate Governance (the Combined Code) states as a principle that: ‘ The board should establish formal and transparent arrangements for ...