Committee Description
The mandate and appointment process of the Finance and Audit Committee is entrenched in the CPSS Regulatory Bylaws, and reads as follows:
Finance and Audit Committee
(i) Composition
1. The Chair and members of the Committee shall be appointed annually by the Council.
2. The Chair of the Committee shall be a member of the Council.
3. The Committee shall be composed of five or more individuals. Physician members of Council, public members of Council and persons who are not members of Council are all eligible to be appointed to the Committee.
4. All members of the Committee should have:
A. Knowledge of the primary activities of the College;
B. The ability to read and understand the fundamentals of not for profit financial statements; and
C. The ability to understand key operational and financial risks
5. If a Committee member does not have knowledge of the primary activities of the College when appointed to the Committee, the Registrar will be responsible to provide that information to the Committee member.
6. It is desirable that at least one member of the Committee will have financial expertise.
(ii) Objectives
1. To exercise oversight of the financial affairs of the College.
(iii) Methods
1. Review and recommend to Council the annual College budget and fees, including review of the underlying assumptions used and any significant risks or uncertainties identified by management in the preparation of the budget.
2. Review and recommend to Council any changes to Council Governance Policies related to payment of Council and Committee expenses.
3. Periodically review the College’s investment policy and adherence to that policy. Make recommendations to Council on any changes to the investment policy.
4. Review any proposed unbudgeted expenditures which require approval pursuant to the Council’s Governance Policies.
5. Recommend to Council the annual appointment of the external auditors.
6. Review the year-end audited financial statements with management and the external auditor, including the auditor’s formal opinion on the annual audited financial statements (the “auditors’ report”) and recommend their approval to Council.
7. Meet at least annually with the external auditor to review and discuss the audit approach and audit findings including such topics as:
A. Audit scope and materiality
B. Significant financial reporting risks and other areas of audit focus
C. Assessment of critical accounting estimates, significant accounting policies and practices, and financial statement presentation and disclosure
D. Significant audit adjustments and/or deficiencies in internal controls
E. Other observations and recommendations
8. Periodically review interim unaudited financial statements with management.
(iv) Reporting
1. The Committee is responsible to, and reports to the Council.
2. The Committee will report in writing at least annually to the Council.
3. The Committee will report to the Council immediately if it identifies any significant financial discrepancies or concerns that it feels Council should be made aware of.
(v) Meetings
1. The Committee will meet at least three times per year at the call of the Chair.
2. The Quorum for meetings of the Committee is 50% of the members of the Committee participating personally or virtually.