Board Development

Audit Committee Template

Composition: Members of the board, staff support person (if appropriate)

Optimal size: Three

Chair: Representative from the board

Meets: Two times per year (at a minimum)

Duties of the Audit Committee Chair:

• Work directly with the assigned staff member to determine meeting frequency and agendas
• Convene meetings, develop the agenda, and facilitate meetings

Duties of primary staff:

• Work directly with the committee chair to assure timely information is delivered for a productive meeting
• Handle meeting logistics and notifications
• Take minutes and provide follow-­‐up communication for action items and board member assignments

Primary committee responsibilities:

• Based on best practice, determine the duration of each auditor’s tenure on the committee
• In the years when a new auditing firm is sought, interview auditors, review bids and recommend selection of an auditor to the board
• Receive the auditor’s report
• Meet with the auditor
• Respond to the auditor’s recommendations
• Ensure the board and CEO are aware of any potential and current issues prior to the auditor’s report to the board at the annual meeting each year