Is directly responsible for the appointment, replacement, negotiation of compensation terms, and oversight of the work of the independent auditor. The independent auditor shall report directly to the Committee.
Reviews and discusses the statement from the independent auditor concerning any relationship between the auditor and the Foundation or any other relationships that may adversely affect the independence of the auditor, and, based on such review, assesses the independence of the auditor.
Establishes policies and procedures for the review and preapproval by the Committee of all auditing services and permissible non-audit services (including the fees and terms thereof) to be performed by the independent auditor.
Reviews and discusses with the independent auditor: (a) its audit plans, and audit procedures, including the scope, fees and timing of the audit; and (b) the results of the annual audit examination and accompanying management letters.
Reviews and discusses reports from the independent auditors on (a) all critical accounting policies and practices used by, (b) alternative accounting treatments within GAAP related to material items that have been discussed with management, including the ramifications of the use of the alternative treatments and the treatment preferred by the independent auditor, and (c) other material written communications between the independent auditor and management.
Reviews with the independent auditor its judgments as to the quality, not just the acceptability, of the Foundation's accounting principles and such matters as are required to be discussed with the Committee under generally accepted auditing standards.
Reviews and discusses with management and the independent auditor various topics and events that may have significant financial impact on the Foundation or that are the subject of discussions between Management and the independent auditors.
Reviews and discusses with management the Foundation's major financial risk exposures and the steps management has taken to monitor and control such exposures.
