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Audit and Risk Management Committee Terms of Reference

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The Audit and Risk Management Committee (ARMC) of [Company Name] has been established to oversee the company’s internal controls, risk management, and financial reporting processes.

Objectives

The objectives of the ARMC are:

  • Review and ensure the effectiveness of the company’s internal controls, risk management, and financial reporting processes
  • Oversee the company’s external audit process and ensure that it is carried out in accordance with applicable standards and guidelines
  • Monitor the company’s compliance with relevant laws and regulations
  • Provide guidance and oversight to management on matters related to internal controls, risk management, and financial reporting

Membership

The ARMC shall consist of at least three members, including the Chairman. The members of the committee shall be appointed by the Board and shall serve for a term of up to three years.

Meetings

The ARMC shall meet at least four times per year, or as required. Meetings may be held in person or remotely, depending on the circumstances.

Responsibilities

The responsibilities of the ARMC include:

  • Reviewing and approving the company’s internal controls, risk management, and financial reporting processes
  • Overseeing the external audit process and ensuring that it is carried out in accordance with applicable standards and guidelines
  • Monitoring the company’s compliance with relevant laws and regulations
  • Providing guidance and oversight to management on matters related to internal controls, risk management, and financial reporting
  • Reviewing and approving the annual report and accounts of the company
  • Recommending to the Board any changes or improvements to the company’s internal controls, risk management, and financial reporting processes

Reporting

The Chairman of the ARMC shall report formally to the Board on its proceedings after each meeting. The committee shall also provide a report to members on its activities to be included in the company’s annual report.

Review of Terms of Reference

These terms of reference shall be reviewed by the Board annually or as required.

Cessation of Membership

A member’s membership to the ARMC shall cease if they:

  • Resign
  • Fail to attend three consecutive meetings without a waiver from the Chairman
  • Are not in good standing

Effective Date

These terms of reference shall take effect on [date] and supersede any previous version.