Duties of an audit committee
 9. (1) An audit committee of a board has the following duties related to the board’s financial reporting process: 1. To review with the director of education, a senior business official and the external auditor the board’s financial statements, with regard to the following: i. Relevant accounting and reporting practices and issues. ii. Complex or unusual financial and commercial transactions of the board. iii. Material judgments and accounting estimates of the board. iv. Any departures from the accounting principles published from time to time by the Canadian Institute of Chartered Accountants that are applicable to the board. 2. To review with the director of education, a senior business official and the external auditor, before the results of an annual external audit are submitted to the board, i. the results of the annual external audit, ii. any difficulties encountered in the course of the external auditor’s work, including any restrictions or limitations on the scope of the external auditor’s work or on the external auditor’s access to required information, iii. any significant changes the external auditor made to the audit plan in response to issues that were identified during the audit, and iv. any significant disagreements between the external auditor and the director of education or a senior business official and how those disagreements were resolved. 3. To review the board’s annual financial statements and consider whether they are complete, are consistent with any information known to the audit committee members and reflect accounting principles applicable to the board. 4. To recommend, if the audit committee considers it appropriate to do so, that the board approve the annual audited financial statements. 5. To review with the director of education, a senior business official and the external auditor all matters that the external auditor is required to communicate to the audit committee under generally accepted auditing standards. 6. To review with the external auditor material written communications between the external auditor and the director of education or a senior business official. 7. To ask the external auditor about whether the financial statements of the board’s reporting entities, if any, have been consolidated with the board’s financial statements. 8. To ask the external auditor about any other relevant issues.  O. Reg. 361/10, s. 9 (1). (2) An audit committee of a board has the following duties related to the board’s internal controls: 1. To review the overall effectiveness of the board’s internal controls. 2. To review the scope of the internal and external auditor’s reviews of the board’s internal controls, any significant findings and recommendations by the internal and external auditors and the responses of the board’s staff to those findings and recommendations. 3. To discuss with the board’s officials the board’s significant financial risks and the measures the officials have taken to monitor and manage these risks.  O. Reg. 361/10, s. 9 (2). (3) An audit committee of a board has the following duties related to the board’s internal auditor: 1. To review the internal auditor’s mandate, activities, staffing and organizational structure with the director of education, a senior business official and the internal auditor. 2. To make recommendations to the board on the content of annual or multi-year internal audit plans and on all proposed major changes to plans. 3. To ensure there are no unjustified restrictions or limitations on the scope of the annual internal audit. 4. To review at least once in each fiscal year the performance of the internal auditor and provide the board with comments regarding his or her performance. 5. To review the effectiveness of the internal auditor, including the internal auditor’s compliance with the document International Standards for the Professional Practice of Internal Auditing, as amended from time to time, published by The Institute of Internal Auditors and available on its website. 6. To meet on a regular basis with the internal auditor to discuss any matters that the audit committee or internal auditor believes should be discussed. 7. To review with the director of education, a senior business official and the internal auditor, i. significant findings and recommendations by the internal auditor during the fiscal year and the responses of the board’s staff to those findings and recommendations, ii. any difficulties encountered in the course of the internal auditor’s work, including any restrictions or limitations on the scope of the internal auditor’s work or on the internal auditor’s access to required information, and iii. any significant changes the internal auditor made to the audit plan in response to issues that were identified during the audit.  O. Reg. 361/10, s. 9 (3). (4) An audit committee of a board has the following duties related to the board’s external auditor: 1. To review at least once in each fiscal year the performance of the external auditor and make recommendations to the board on the appointment, replacement or dismissal of the external auditor and on the fee and fee adjustment for the external auditor. 2. To review the external auditor’s audit plan, including, i. the external auditor’s engagement letter, ii. how work will be co-ordinated with the internal auditor to ensure complete coverage, the reduction of redundant efforts and the effective use of auditing resources, and iii. the use of independent public accountants other than the external auditor of the board. 2.1 To make recommendations to the board on the content of the external auditor’s audit plan and on all proposed major changes to the plan. 3. To review and confirm the independence of the external auditor. 4. To meet on a regular basis with the external auditor to discuss any matters that the audit committee or the external auditor believes should be discussed. 5. To resolve any disagreements between the director of education, a senior business official and the external auditor about financial reporting. 6. To recommend to the board a policy designating services that the external auditor may perform for the board and, if the board adopts the policy, to oversee its implementation.  O. Reg. 361/10, s. 9 (4); O. Reg. 204/15, s. 2. (5) An audit committee of a board has the following duties related to the board’s compliance matters: 1. To review the effectiveness of the board’s system for monitoring compliance with legislative requirements and with the board’s policies and procedures, and where there have been instances of non-compliance, to review any investigation or action taken by the board’s director of education, supervisory officers or other persons employed in management positions to address the non-compliance. 2. To review any significant findings of regulatory entities, and any observations of the internal or external auditor related to those findings. 3. To review the board’s process for communicating any codes of conduct that apply to board members or staff of the board to those individuals and the board’s process for administering those codes of conduct. 4. To obtain regular updates from the director of education, supervisory officers and legal counsel regarding compliance matters. 5. To obtain confirmation by the board’s director of education and supervisory officers that all statutory requirements have been met.  O. Reg. 361/10, s. 9 (5). (6) An audit committee of a board has the following duties related to the board’s risk management: 1. To ask the board’s director of education, a senior business official, the internal auditor and the external auditor about significant risks, to review the board’s policies for risk assessment and risk management and to assess the steps the director of education and a senior business official have taken to manage such risks, including the adequacy of insurance for those risks. 2. To perform other activities related to the oversight of the board’s risk management issues or financial matters, as requested by the board. 3. To initiate and oversee investigations into auditing matters, internal financial controls and allegations of inappropriate or illegal financial dealing.  O. Reg. 361/10, s. 9 (6). (7) An audit committee of a board shall report to the board annually, and at any other time that the board may require, on the committee’s performance of its duties.  O. Reg. 361/10, s. 9 (7). (8) An audit committee shall make all reasonable efforts to ensure that a copy of this Regulation is posted on the board’s website.  O. Reg. 361/10, s. 9 (8).