Past Audit Committee Roundtables
Fall 2007 Roundtable on Audit Committee Effectiveness – Post SOX: Thinking Back, Looking Ahead
This is a two-page summary of key audit committee challenges and issues discussed at ACI's 30-city Audit Committee Roundtable Series, which concluded in December. Themes and survey results in this report focus on audit committee oversight of key risks and risk management, supporting the CFO and internal audit function in their vital and evolving roles, and staying apprised of accounting standards and regulations, which continue to grow in volume and complexity. (This report will be followed by a more detailed discussion of Roundtable findings in ACI’s Fall 2007 Roundtable Highlights, to be published in early spring.)
A Brief Report
Spring 2007 Roundtable Highlights: Exploring the Audit Committee's Role in IT Governance
Based on interactive Roundtable sessions conducted in 30 cities around the country, audit committee members, directors, and others identified significant room for improvement in IT governance(by management)and in the oversight of IT governance(by the board, including the audit committee)
Fall 2006 – How It All Fits Together - Audit Committee Communications and Coordination with the Board and Other Committees
Spring 2006 – Oversight of Risk Management: Considering the Audit Committee’s Role and Responsibilities
During the Spring 2006 Audit Committee Roundtable series, Oversight of Risk Management: Considering the Audit Committee’s Role and Responsibilities, a highly interactive panel-driven discussion offered insights on emerging trends and leading practices in overseeing the audit committee’s oversight of risk management.
Fall 2005 – Accounting Judgments, Estimates, and Restatements: Implications for Audit Committee Oversight
Our Fall 2005 Audit Committee Roundtable series, Accounting Judgments, Estimates, and Restatements: Implications for Audit Committee Oversight, considered trends in financial restatements and the audit committee’s role in overseeing management’s critical accounting policies and decisions-including MD&A and “red flags” of earnings management. Discussions also addressed the audit committee’s role in the oversight of internal investigations.
Spring 2005 – Enhancing
Oversight of Internal Control Over Financial Reporting: Understanding
Challenges, Exploring Value
The Spring 2005 Audit Committee Roundtable series, Enhancing Oversight
of Internal Control Over Financial Reporting: Understanding Challenges,
Exploring Value, hosted in 36 cities, considered the lessons learned
from S-O 404 and explored how audit committees can improve their
oversight of the financial reporting process. In addition attorneys
at the roundtable addressed the responsibility of the audit committee
to consider internal control over financial reporting throughout
the year, and the possible oversight implications of recent court
actions and highly publicized settlements involving independent
directors.
Fall 2004 – Exploring
Expectations of Audit Committee Effectiveness
The Fall 2004 Audit Committee Roundtable series, Exploring Expectations
of Audit Committee Effectiveness, were held during November and
December 2004 in 33 cities. This roundtables addressed stakeholder
expectations of the audit committee and how the composition, interaction,
and activities of a committee can influence its effectiveness, including:
- What are the expectations of internal and external groups regarding
the performance and effectiveness of the audit committee?
- What expectations should audit committees have for the groups
with which they interact?
- What is the role of the board of directors in assessing and
influencing the audit committee?
- How might the requirements of section 404 of the Sarbanes-Oxley
Act of 2002 affect the expectations for an audit committee’s
effectiveness as part of the control environment?
- What are the developing trends related to audit committee evaluation
and self-evaluation?
- How might the courts interpret audit committee effectiveness?
Select locations also hosted an optional, ninety-minute workshop,
titled, The Role of the Audit Committee in Mergers and Acquisitions.
During this session, participants discussed issues directors might
consider when overseeing management’s merger and acquisitions
strategy. In addition, three separate industry-specific audit committee
roundtables were conducted covering Mutual Funds; and Colleges &
Universities, Healthcare and Other Non-Profit Organizations and
three locations hosted alternate workshops.
Spring 2004 – Oversight
of Auditors
During this roundtable series, a highly interactive panel-led discussion
addressed the issues, challenges, and leading approaches audit committees
are using to oversee the internal and external audit processes such
as:
- The implications of the audit committee being “directly
responsible” for the appointment, compensation, and oversight
of the work of the independent auditor
- Approaches audit committees are using to assess, strengthen,
and monitor the auditors’ objectivity and independence from
management
- Factors audit committees are considering when determining whether
to approve non-audit services provided by the independent auditor
- Whether the audit committee should monitor services addressing
the company’s financial reporting process but performed
by firms other than the independent auditor
- Key attributes audit committees should consider when evaluating
the performance of the internal and external audit functions
- Factors that should be considered when assessing the reporting
lines of internal audit
Selected locations also hosted a one-hour, post-Roundtable workshop
on Fraud Risk Considerations, during which the panel discussed considerations
for directors in overseeing a company’s fraud risk management
strategy. In addition, some locations also sponsored industry-specific
audit committee roundtables covering Mutual Funds, Healthcare, and
Higher Education and Other Not-For-Profit Organizations.
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Spring 2004 –
Oversight of Auditors
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View publications providing an overview of the survey results and
key messages from this roundtable series, the post-roundtable workshop,
and industry-specific session on Not-for-Profit Healthcare
Audit Committee
Highlights Spring 2004 – Oversight of Auditors: Audit Committee
Roundtable Highlights…
Audit Committee
Highlights Spring 2004 – Fraud Risk Considerations: Audit
Committee Roundtable Workshop…
Audit Committee
Highlights Spring 2004 – Fraud Risk Considerations: Audit
Committee Roundtable Workshop…
Fall 2003 – A
Legal Issues Update & Audit Committee Oversight of Income Taxes
During this roundtable, panel-led discussions focused on two distinct
topics - the first on the objectives of and approaches to the audit
committee’s oversight of financial reporting implications
of income taxes, and the other on the broad legal issues and trends
impacting audit committees.
Selected locations also hosted a one-hour, post-Roundtable workshop
on Information Security-Issues for Boards and Audit Committees,
during which the panel updated and revisited some of the concepts
addressed at our roundtable from two years ago including:
- Board approaches to help ensure that appropriate information
security processes are in place and effective, and
- The impact of information security on a company’s internal
controls over financial reporting under section 404 of the Sarbanes-Oxley
Act of 2002.
View a publication
providing an overview of the survey results and key messages from
this roundtable series
Spring 2003 – Building
a Framework for Effective Audit Committee Oversight
This roundtable series focused on the elements of an audit committee
framework that facilitate the coordination of the activities and
information needed to support the audit committee’s understanding
and monitoring of the company’s financial reporting process.
The panel-led forum provided opportunities to discuss issues such
as:
- The information audit committees should receive regarding financial
reporting risks
- The impact the new internal control reporting requirement (Section
404 of Sarbanes-Oxley) may have on a company
- How audit committees are structuring “whistleblower communications,”
and how much detailed information audit committees should receive
- The developing trends related to audit committee self-evaluation
- How audit committees and boards determine if the “right”
individuals are serving on the audit committee, considering the
new “audit committee financial expert” disclosure
regulation
- How audit committees are demonstrating their “direct responsibility”
for the oversight of the independent auditor
View
a publication providing an overview of the survey results and key
messages from this roundtable series
Fall 2002 – Corporate
Accountability Reforms – Challenges Facing Your Audit Committee
At this roundtable we discussed the impact of the Sarbanes-Oxley
Act of 2002, as well as proposed changes in the listing standards
of the New York Stock Exchange (NYSE) and the Nasdaq Stock Exchange
(NASDAQ). This series provided audit committee members a chance
to explore issues such as:
- How audit committees are preparing to meet these new responsibilities
and expectations while maintaining a focus on current financial
reporting oversight
- How informational needs of audit committees are changing, and
how they are being met
- How audit committee meeting agendas are being developed and
by whom
- How boards of directors recruit, develop, and retain the “right”
audit committee members
- The implications of the current reforms on trends in compensation
for directors, including audit committee members
View a publication providing an overview
of the survey results and key messages from this roundtable series
Spring 2002 – A Focus
on Current Issues Dominating the Audit Committee Agenda
This roundtable series concentrated on issues impacting audit committees
and others such as the Securities and Exchange Commission, the media,
external auditors, and authoritative and legislative organizations,
that have arisen in light of events that occurred in the last quarter
of 2001. Discussions, held in 25 cities, were quite dynamic; especially
as the expectations of audit committee members and their oversight
responsibilities continued to be at the forefront of the SEC’s
agenda. This highly interactive session also included a discussion
of audit committee trends and concerns based on the results of the
Audit Committee Survey 2001-2002.
Some of the issues explored included:
- Audit committees’ interaction with management and the
auditors
- Changes in shareholders’ expectations related to financial
disclosures
- Consideration of non-audit services provided by external auditors
- Challenges in maintaining audit committee focus in light of
the increasing complexities in financial reporting
View a publication providing an
overview of the survey results and key messages from this roundtable
series
Fall 2001- Information
Security - Issues for Boards and Audit Committees
This series addressed the issues both a board and an audit committee
should consider related to a company's information security and
privacy. This roundtable was designed to provide corporate governance-level
perspective on:
- Defining and providing examples of information
security risks
- Decisions that boards of directors must make to
ensure that appropriate oversight of information security is addressed
and monitored
- Basic elements of effective information security
- Insights for directors in overseeing their organizations'
security programs
Spring 2001 - The Audit Committee's Effective Utilization of
Internal Audit Resources
During this series we addressed issues impacting the oversight
of the internal audit function. This included consideration of internal
audit's:
- Efforts to support the company and the audit committee
- Primary responsibilities and reporting lines
- Reaction to significant matters identified during
their audits
- Use of internal and external resources - including
skill sets needed
- Documentation that should be provided to, or retained
by, the audit committee
We also discussed the SEC's Auditor Independence Rules and related
audit committee proxy disclosures.
Fall 2000 - Audit
Committee Best Practices
This roundtable focused on the policies and procedures of the
audit committee, including its monitoring and interaction with management,
the internal auditors, and the external auditors. Panel discussions
concerning audit committee processes and practices, addressed:
- What makes an effective audit committee member?
- How often should an audit committee meet and how
can the meeting be structured to be the most effective?
- What documentation should an audit committee maintain
(or not maintain) concerning its activities?
- How can an audit committee facilitate the coordination
of the activities of management, the independent auditor, and
the internal audit department?
- What are some of the unique and best practices
taking place within today's audit committees?
Spring 2000 - Managing Expectations versus Managing Earnings:
The Role of the Board
During these roundtables we discussed high profile headlines and
case studies involving earnings management as well as:
- SEC regulations and enforcement actions
- Earnings-management warning signals
- Legal liability of the corporation and the board
- Roles of management, the board, the auditors,
and Wall Street
Fall 1999 - Status and Impact of the Blue Ribbon Committee
Recommendations
During our first Audit Committee Roundtable series we discussed
the status and impact of the Blue Ribbon Committee recommendations
that ultimately lead to the issuance of new regulations impacting
audit committees. We also discussed audit committee practices and
issues that might impact the personal legal liability of audit committee
members.
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