Audit Committee Essentials | by Curtis C. Verschoor | ISBN: 9780471699590. Internal Auditors Guide. AUDITING AND INTERNAL CONTROL. CHARACTERISTICS OF AN EFFECTIVE BOARD MEMBER. ETHICS AND COMPLIANCE PROGRAMS. Oversight of Financial Statements and Financial Disclosures. Effective Board Processes.
Audit Committee Essentials
by Curtis C. Verschoor
ISBN:9780471699590
Written for seasoned professionals as well as newly assigned board members, this detailed guide is a vital tool in order to stay abreast of the rapidly changing governance requirements and responsibilities of audit committees.
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Audit Committee Essentials
Preface
Chapter 1 – Evolution of Audit Committees
EARLY EVENTS
SEC REGULATORY, LEGAL, AND PRIVATE SECTOR INITIATIVES
REGULATION ARISING FROM BANKING SCANDALS
STOCK EXCHANGE INITIATIVES
SARBANES-OXLEY ACT OF 2002
DIRECTORS’ LIABILITY
PRIVATE COMPANY AND NOT-FOR-PROFIT GOVERNANCE INITIATIVES
FUTURE OUTLOOK
KEY POINTS IN CHAPTER 1
Chapter 2 – Full Board Responsibilities and Effective Board Processes
INTRODUCTION
RESPONSIBILITIES OF THE BOARD OF DIRECTORS
BEST PRACTICES BOARDS SHOULD EMBRACE
OVERVIEW OF CURRENT LEGALLY REQUIRED BOARD MEMBER DUTIES
DIRECTORS’ RIGHTS
AREAS OF SPECIAL CONCERN FOR THE BOARD AS A WHOLE
RECOMMENDED ELEMENTS OF BOARD PRACTICES AND PROCESSES
ASSESSING THE EFFECTIVENESS OF THE BOARD AS A WHOLE
LIABILITY AND INDEMNIFICATION
KEY POINTS IN CHAPTER 2
Chapter 3 – Personal Characteristics of Effective Boards and Members
INTRODUCTION
ROLE AND AUTHORITY OF INDEPENDENT DIRECTORS
CHARACTERISTICS OF AN EFFECTIVE BOARD MEMBER
CORE COMPETENCIES OF AN EFFECTIVE BOARD
SUMMARY OF THE DIRECTOR’S ROLE
KEY POINTS IN CHAPTER 3
Chapter 4 – Duties of Audit Committees Prescribed by Law, Regulation, or Rule
INTRODUCTION
HISTORICAL DEVELOPMENT OF MANDATED AUDIT COMMITTEE DUTIES
SOURCE OF CURRENT LEGALLY REQUIRED DUTIES OF AUDIT COMMITTEES
REPORT AND RECOMMENDATIONS OF THE 1999 BLUE RIBBON COMMITTEE ON IMPROVING THE EFFECTIVENESS OF CORPORATE AUDIT COMMITTEES
OVERVIEW OF CURRENTLY PRESCRIBED DUTIES AND RESPONSIBILITIES
LEGISLATIVE/REGULATORY SOURCES OF SELECTED AUDIT COMMITTEE RESPONSIBILITIES
KEY POINTS IN CHAPTER 4
APPENDIX 4A: FEI CORPORATE GOVERNANCE CHECKLIST
Chapter 5 – Overview of Additional Duties of Audit Committees Considered to Be Best Practices
RECOMMENDATIONS OF THE BUSINESS ROUNDTABLE
RECOMMENDATIONS OF THE CONFERENCE BOARD
GUIDING PRINCIPLES OF THE BLUE RIBBON COMMITTEE
EIGHT HABITS OF HIGHLY EFFECTIVE AUDIT COMMITTEES
BEST PRACTICES RELATED TO AUDITING AND INTERNAL CONTROL
BEST PRACTICES RELATING TO PUBLIC DISCLOSURE OF FINANCIAL INFORMATION
AUDIT COMMITTEE OVERSIGHT OF ETHICS AND COMPLIANCE PROGRAMS
ADDITIONAL AUDIT COMMITTEE BEST PRACTICES
KEY POINTS IN CHAPTER 5
Chapter 6 – Necessary Characteristics of Audit Committees and Their Members
INTRODUCTION
IMPORTANT PERSONAL ATTRIBUTES OF MEMBERS
IMPORTANCE OF TOTAL INDEPENDENCE
FINANCIAL KNOWLEDGE NECESSARY
CRITERIA FOR ASSESSING AUDIT COMMITTEE EFFECTIVENESS
KEY POINTS IN CHAPTER 6
APPENDIX 6A: AUDIT COMMITTEE PERFORMANCE EVALUATION QUESTIONNAIRE
Chapter 7 – The Audit Committee and Its Charter
PURPOSE AND CONTENTS OF AN AUDIT COMMITTEE CHARTER
KEY POINTS IN CHAPTER 7
APPENDIX 7A: SAMPLE OR MODEL AUDIT COMMITTEE CHARTER (STATUTORY AND REGULATORY PERSPECTIVE)
APPENDIX 7B: SAMPLE AUDIT COMMITTEE CHARTER FROM THE INSTITUTE OF INTERNAL AUDITORS RESEARCH FOUNDATION
APPENDIX 7C: EXCERPTS FROM SELECTED AUDIT COMMITTEE CHARTERS
Chapter 8 – Audit Committee Oversight of Financial Statements and Financial Disclosures
AUDIT COMMITTEE DUTIES TO OVERSEE FINANCIAL STATEMENT PREPARATION
AUDIT COMMITTEE DUTIES REGARDING FINANCIAL DISCLOSURES
AUDIT COMMITTEE DISCLOSURE DUTIES CONSIDERED BEST PRACTICES
EXTERNAL AUDITOR REQUIREMENTS FOR COMMUNICATION WITH THE AUDIT COMMITTEE
SUMMARY OF AUDIT COMMITTEE RESPONSIBILITIES FOR OVERSIGHT OF FINANCIAL STATEMENTS AND FINANCIAL REPORTING
KEY POINTS IN CHAPTER 8
Chapter 9 – The Audit Committee and Internal Auditing
INTRODUCTION
INTERNAL AUDITING RESPONSIBILITIES
GUIDANCE FOR AUDIT COMMITTEES IN INTERNAL AUDITING PROFESSIONAL STANDARDS
GUIDANCE PROVIDED BY CREDIT AGENCIES
ASSESSMENT OF INTERNAL AUDITING QUALITY
IMPORTANCE OF RESOURCE ALLOCATION BASED ON APPROVED RISK-BASED AUDIT PLAN
KEY POINTS IN CHAPTER 9
Chapter 10 – The Audit Committee and Risk Management
INTRODUCTION
LEGALLY REQUIRED DUTIES INVOLVING RISK MANAGEMENT
BEST PRACTICES IN RISK OVERSIGHT
PROCESS OF RISK MANAGEMENT
ENTERPRISE RISK MANAGEMENT
COSO ERM INTEGRATED FRAMEWORK
OTHER RISK MANAGEMENT FRAMEWORKS
ROLE OF INTERNAL AUDITING IN RISK MANAGEMENT
KEY POINTS IN CHAPTER 10
Chapter 11 – The Audit Committee and Internal Control
AUDIT COMMITTEE DUTIES CONCERNING INTERNAL CONTROL
SARBANES-OXLEY REQUIREMENTS FOR ASSESSMENT AND REPORTING ON INTERNAL CONTROLS AND EXTERNAL AUDIT ATTESTATION
SEC INTERPRETIVE GUIDANCE TO MANAGEMENT ON ITS EVALUATION OF INTERNAL CONTROL
PCAOB AUDIT STANDARD NO. 5
AICPA INTERNAL CONTROL GUIDANCE FOR AUDIT COMMITTEES
KEY POINTS IN CHAPTER 11
APPENDIX 11A: INTERNAL CONTROL-A TOOL FOR THE AUDIT COMMITTEE
Chapter 12 – The Audit Committee and Ethics-Related Initiatives
OVERVIEW
SARBANES-OXLEY AND NYSE CODE OF CONDUCT AND ETHICS GUIDANCE
U.S. SENTENCING GUIDELINES REQUIREMENTS
PREVENTING AND DETECTING FRAUD
EXAMPLES OF CODES OF CONDUCT
OCEG ETHICS AND COMPLIANCE EVALUATION TOOL
ETHISPHERE COUNCIL EVALUATION CRITERIA
KEY POINTS IN CHAPTER 12
APPENDIX 12A: SEVEN MINIMUM COMPONENTS OF AN EFFECTIVE COMPLIANCE AND ETHICS PROGRAM UNDER U.S. SENTENCING GUIDELINES
APPENDIX 12B: UPS CODE OF BUSINESS CONDUCT
APPENDIX 12C: GOOGLE, INC. CODE OF CONDUCT
Chapter 13 – The Audit Committee and Information Technology
INTRODUCTION
IT GOVERNANCE CONCEPTS
OBJECTIVES OF IT GOVERNANCE
AUDIT COMMITTEE INVOLVEMENT WITH IT MATTERS
20 QUESTIONS TO ASK ABOUT IT
ITCi CONTROLS FOR IT GOVERNANCE
KEY POINTS IN CHAPTER 13
APPENDIX 13A: IT GOVERNANCE CONTROLS CHECKLIST
Chapter 14 – Audit Committee Issues in Not-for-Profit Entities
INTRODUCTION
STATE STATUTES EMBRACE SARBANES-OXLEY REQUIREMENTS
FEDERAL VOLUNTEER PROTECTION ACT OF 1997 AND SIMILAR STATE STATUTES
IRS REPORTING BY NOT-FOR-PROFIT ENTITIES
ENTITIES RECEIVING FEDERAL FUNDING
NOT-FOR-PROFIT BOARD EVALUATION
KEY POINTS IN CHAPTER 14
APPENDIX 14A: BOARD SELF-EVALUATION SCORECARD
APPENDIX 14B: CHECKLIST FOR DIRECTORS OF NONPROFITS
Chapter 15 – Audit Committee Resources
AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
ASSOCIATION OF AUDIT COMMITTEE MEMBERS
BOARDSOURCE
CONFERENCE BOARD
CORPORATE BOARD MEMBER
COSO
DELOITTE CENTRE FOR CORPORATE GOVERNANCE
ERNST & YOUNG
FINANCIAL EXECUTIVES INTERNATIONAL
GRANT THORNTON
HURON CONSULTING GROUP
INSTITUTE OF INTERNAL AUDITORS, INC.
ISACA
KPMG AUDIT COMMITTEE INSTITUTE
NATIONAL ASSOCIATION OF CORPORATE DIRECTORS
OCEG
PRICEWATERHOUSECOOPERS
PROTIVITI
SOCIETY OF CORPORATE SECRETARIES AND GOVERNANCE PROFESSIONALS
UNIVERSITIES
Glossary
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