Audit &
Risk Committee

Membership

Rosalyn Schofield, Committee Chair 
David Barnes
Vimmi Singh*

In attendance:
Chief Operating Officer
Finance Director
Company Secretary

Internal Auditors
External Auditors

A: Audit & Risk Committee Delegations & Duties

Key Purpose:
A.1 To advise the Board and the Vice Chancellor & Chief Executive in fulfilling their oversight responsibilities with respect to monitoring the reliability and integrity of reports on the financial statements, RUL’s governance, internal control and risk management systems and monitoring the internal and external audit services .

Delegations
A.2 Approval of the appointment, re-appointment or removal, scope and fees of the internal auditors and approval of the annual internal audit programme.
A.3 The Committee recommends to the Board action in line with the duties below.

Duties
Financial Reporting
A.4 To review the policies and procedures for reporting financial and non-financial matters including performance and risk management.

A.5 Acting independently from the executive, ensure that, where appropriate, stakeholders are properly protected in relation to financial reporting and internal control.

A.6 Following examination by the Finance and Investment Committee, the Audit & Risk Committee reviews the reliability and integrity of the Annual Report and Accounts (Accounts) by:
a. Reviewing and challenging the findings of the External Auditor and the adequacy of management responses on the Annual Report and Accounts and the Letter of Representation.
b. Reviewing and challenging the Annual Report and Accounts before submission to the Board, focusing particularly on the wording in the Statement on Internal control and the process for review of the accounts and levels of error identified.
Internal controls
A.7 To ensure that the internal auditors have direct access to the Board Chair and are accountable to the Audit & Risk Committee.

A.8 To ensure that there are robust procedures in place for good governance, internal controls, non-financial reporting and arrangements for securing economy, efficiency and effectiveness, compliance with the requirements of statutory and regulatory authorities and with the Charity Commission and Companies House by reviewing and challenging the outcomes of the internal audits and management responses.

A.9 There should be at least one meeting a year, or part of a meeting, where the Audit Risk Committee meets the external and internal auditors without members of the executive being present. This need not be at the same meeting.

A.10 To ensure that policies and procedures are in place and monitored for whistle-blowing, anti-fraud policies and arrangements for special investigations for malpractices and mismanagement.

A.11 To review the effectiveness of the risk register, advise on what constitutes acceptable residual risks and review policies and procedures which help to ensure that necessary actions are taken to address those risks that threaten the achievement of Regent’s University London’s objectives. The Committee will receive a report on risk at every meeting and each year there will be a specific internal audit on governance and risk which will report on this effectiveness. This will be reported to the Board and specifically addressed in the annual report.

A.12 To ensure financial regulations and internal controls are in place for the identification, evaluation and management of financial risks.

A.13 To ensure financial regulations and controls are in place to ensure conformity with Charity and Company law prior to approval by the Board.

Appointments
A.14 To recommend to the Board the appointment and re-appointment and removal of the external auditors, including the scope and fees of the external auditors. To agree the annual external audit strategy and inform the Board accordingly, to review the effectiveness of the external audit process (the Chair of the Audit & Risk Committee will chair a selection panel to appoint the external auditors).

A.15 To agree the appointment, re-appointment or removal, scope and fees of the internal auditors and inform the Board accordingly, to agree the annual internal audit programme, to receive and review their periodic reports, review their effectiveness and management’s responsiveness to their recommendations

Corporate governance matters
A.16 To ensure compliance with the reporting requirements of the Companies Acts, Charities Act, the Charity Commission and the UK Code of Governance.

Other
A.17 To review and investigate matters referred to the Committee by the Board Chair or by resolution of the Board.

A.18 To consider and make recommendations on ethical issues and conduct and make recommendations for consideration by the Board.

A.19 Any disagreement between the Audit & Risk Committee members and executive management or the rest of the Board should be resolved at Board level.