|
1 |
Establishment of Committees |
| 1.1 |
Committees
are established by SEPA in accordance with powers granted under
Schedule 6 of the Environment Act 1995. Committee business is
conducted in accordance with the SEPA Standing Orders which were
approved by the Agency Board on 30 October 2007. |
|
2 |
Purpose
of the Committee |
| 2.1 |
The Audit
Committee will monitor and review risk, control and corporate
governance. It will operate independently and report to the
Agency Board. |
| 2.2 |
Meetings of the Committee and its work programme will
complement the conduct of internal and external audit and the
process of preparation and approval of the annual
accounts. |
|
3 |
Membership of the Committee |
| 3.1 |
The
Committee shall comprise six non executive members of the Agency
Board (including the Chair of the Committee). |
| 3.2 |
The Chair
and members of the Committee shall be appointed by the Agency
Board. |
| 3.3 |
The
membership of the Committee will be reviewed annually by the Agency
Board and new members appointed or existing members re-appointed,
other than the Chair, who shall be appointed for a five year
period. There is no limit on the length of time a member may
serve on the Audit Committee, subject to remaining a non executive
member of the Agency Board and being re-appointed to the Committee
by the Agency Board. |
| 3.4 |
A periodic assessment of the required skills
of members of the Committee will be made by the Chairman and, if
required, a request will be made to the Agency Board for the
provision of relevant training and development
|
|
4 |
Attendance at the Committee
|
| 4.1 |
The Chair
of the Agency Board (who is not a member of the Committee) may
attend meetings of the Committee but shall have no
vote. |
| 4.2 |
The Chief
Executive, the Director of Finance and Corporate Services (or
nominee, designated with the approval of the Chief Executive) will
normally attend meetings of the Committee. |
| 4.3 |
The Internal Auditors and External Auditors may attend
all meetings of the Committee. In addition, they may contact
the Chair of the Committee at any time to express specific concerns
identified during audit work. |
| 4.4 |
The Committee may invite the
attendance of any individual or organisation that can be of
assistance to it in fulfilling its functions.
|
|
5 |
Functions and duties of the Committee
The Committee has delegated authority from the Agency Board to
undertake or commission work necessary to enable it to fulfil its
purpose, or to take what advice (including external legal advice)
it considers necessary to discharge its duties.
The Committee will:
|
| |
Internal Control and advice to the
Board |
| 5.1 |
Make regular reports and a formal annual report to the
Board. |
| 5.2 |
Act on behalf of the Board in overseeing the work of the
Standards Officer. |
| 5.3 |
Review and advise the Board on its compliance with
corporate governance requirements and good practice
guidance. |
| |
Internal
Audit |
| 5.4 |
Advise the
Board on the selection, appointment or re-appointment and
remuneration of the Internal Audit Service provider. |
| 5.5 |
Review the
scope, efficiency and effectiveness of the work of internal
audit. |
| 5.6 |
Advise the Board of the Audit Committee’s
approval of the internal audit strategic and operational plans.
|
| 5.7 |
Consider the salient issues arising from the
internal audit assignment reports, progress reports and management
response thereto and monitor the management action on the
implementation of agreed recommendations.
|
| |
External
Audit and Annual Financial Statements |
| 5.8 |
Advise the
Board on the remuneration of the external auditors. |
| 5.9 |
Consider
the annual financial statements and reviewing the appropriateness
of the accounting policies adopted in their preparation and the
statement of internal control. |
| 5.10 |
Review the
external audit strategy and plan. |
| 5.11 |
Review the
external auditor’s annual report and management letter and
monitoring action on the implementation of the agreed
recommendations. |
| |
Risk
Management |
| 5.12 |
Establish and oversee a review process for
evaluating the effectiveness of risk management arrangements to
establish whether risk is being appropriately managed, adequately
controlled and that there is appropriate evidence to support
conclusions reached.
|
| 5.13 |
Receive an
annual risk management review and advise the Board of the
effectiveness of internal control systems, including controls
specifically to prevent or detect fraud or other
irregularities. |
| 5.14 |
Provide the Board with an annual risk
report.
|
| |
Whistle Blowing |
| 5.15 |
Receive reports from the Clerk to the Board on issues
raised through the whistle-blowing policy and any outcomes and
follow-up action. |
| |
Best Value |
| 5.16 |
Oversee processes for securing the economical,
efficient and effective use of resources.
|
| |
Code of
Conduct |
| 5.17 |
Receive reports
from the Standards Officer. |
| 5.18 |
Oversee the
register of members’ interests. |
| 5.19 |
Consider matters of misconduct of Agency and
Regional Board members, reporting with recommendations to the
Agency Board.
|
| 6 |
Quorum |
| 6.1 |
The Quorum of the Committee shall be three of the six
members eligible to vote. |
|
7 |
Conduct of Business and
Administration of
Meetings |
| 7.1 |
The
conduct of business shall be in accordance with the Standing Orders
of the Agency Board. |
| 7.2 |
The duties
and authority of the Chairman shall be in accordance with that laid
down in the Standing Orders of the Agency Board. |
| 7.3 |
The Committee shall meet no fewer than four
times each financial year to receive reports from the internal
auditors, the external auditors and SEPA staff.
|
| 7.4 |
The Committee is entitled to meet privately without any
non-members present for all or part of a meeting if they so
decide. |
| 7.5 |
SEPA will appoint a Clerk to the Committee who shall
normally attend all meetings. The Clerk to the Committee may
be supported by a minute taker. |
| 7.6 |
The Chief Executive will identify and release
any staff (including those who are required to attend) whose
presence is necessary to enable the Committee to undertake its
functions.
|
|
8 |
Board
approval |
| 8.1 |
The
amended remit of the Committee was approved by the Agency Board on
28 October 2008. |