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Topic: Audit committee

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	Corporate Governance - Audit Committee Charter
		The Audit Committee shall assist the Board in monitoring (1) the integrity of the financial statements of the Company, (2) the compliance by the Company with legal and regulatory requirements, (3) the independent auditor’s qualifications, performance and independence, and (4) the performance of the Company’s internal auditor function.
		The Audit Committee shall have and may exercise all the powers of the Board with respect to the specific authority delegated to the Audit Committee in this Charter or hereafter specifically delegated to the Audit Committee by the Board of Directors, except as may be prohibited by law.
		The Audit Committee shall be elected by the Board of Directors and may be removed by the Board of Directors.
	www.wm.com /wm/corporate/audit_committee.asp?id=sub7 (1772 words)

	Audit committee - Wikipedia, the free encyclopedia
		Committee members are normally drawn from members of the Company's board of directors.
		An audit committee of a publicaly traded company in the United States is composed of independent or outside directors.
		In response, the SEC and the stock exchanges proposed new regulations and rules to strengthen audit committees.
	en.wikipedia.org /wiki/Audit_Committee (212 words)

	Audit Committee Charter (Site not responding. Last check: 2007-10-14)
		The members of the Committee are not full-time employees of the Company and may or may not be accountants or auditors by profession or experts in the fields of accounting or auditing and, in any event, do not serve in such capacity.
		The Audit Committee shall be comprised of three or more directors as determined by the Board of Directors, each of whom shall satisfy the independence, financial literacy and experience requirements of Section 10A of the Securities Exchange Act of 1934, The New York Stock Exchange and any other regulatory requirements.
		Committee members shall be elected by the Board at the annual organizational meeting of the Board of Directors on the recommendation of the Nominating/Corporate Governance Committee; members shall serve until their successors shall be duly elected and qualified.
	www.adp.com /corporate/ac_charter.html (1459 words)

	Audit Committee Charter (Site not responding. Last check: 2007-10-14)
		Each member of the Committee shall serve until his or her successor is duly appointed and qualified, or until his or her earlier removal or resignation or such time as he or she no longer meets the qualifications to serve on the Committee.
		A majority of the members of the Committee shall be empowered to act on behalf of the Committee, and the action of a majority of the members of the Committee shall be the action of the Committee.
		The Committee's function is essentially one of oversight only and shall not relieve the Company's management of its responsibility for preparing financial statements, which accurately and fairly present the Company's financial results and condition, or the responsibilities of the independent auditor relating to the audit or review of financial statements.
	www.franklintempleton.com /retail/jsp_cm/global_nav/company/audit_committee_charter.jsp (1310 words)

	Synopsys Corporate - Audit Committee
		The Audit Committee shall have full access to all books, records, facilities and personnel of the Company as deemed necessary or appropriate by any member of the Audit Committee to discharge his or her responsibilities hereunder, and to investigate any matter brought to its attention within the scope of its duties.
		In carrying out its duties and responsibilities, the Audit Committee's policies and procedures should remain flexible in order to best react to changing conditions and to ensure to the directors and stockholders that the corporate accounting and reporting practices of the Company are in accordance with all requirements and are of the highest quality.
		The Audit Committee shall have the sole authority to approve the hiring and firing of the independent auditors, all audit engagement fees and terms and all non-audit engagements, as may be permissible, with the independent auditors.
	www.synopsys.com /corporate/governance/audit_committee.html (1309 words)

	Audit Committee Charter
		Members of the Committee shall be elected annually by a vote of a majority of the Board based on the recommendation of the Chairman and Chief Executive Officer and reviewed by the Nominating and Corporate Governance Committee, and shall serve until their successors are appointed and qualify.
		The Audit Committee shall have the sole authority to appoint or replace the public accountants, and shall approve all audit engagement fees and terms and all non-audit engagements with the public accountants.
		In its capacity as a committee of the Board, the Committee shall be directly responsible for the oversight of the work of the public accounting firm for the purpose of preparing or issuing an audit report or related work, and the public accounting firm shall report directly to the Committee.
	www.quanex.com /governance/audit.htm (890 words)

	Lionbridge: Audit Committee Charter (Site not responding. Last check: 2007-10-14)
		Establish procedures to ensure pre-approval by the Committee of all audit services as well as all permitted services to be provided by the independent accounting firm that are not in connection with an audit or review of the Corporation's financial statements.
		The Committee need not pre-approve the non-audit services if the aggregate amount of the non-audit services constitutes not more than 5% of the total revenues the Corporation paid to the independent accounting firm during the fiscal year in which the services were provided.
		While the Audit Committee has the responsibilities and powers set forth in this Charter, it is not the duty of the Audit Committee to plan or conduct audits or to determine that the Corporation's financial statements are complete and accurate and are in accordance with generally accepted accounting principles.
	www.lionbridge.com /company/corporate-governance/audit-committee-charter.liox (1085 words)

	Zimmer -- Audit Committee Charter
		The Committee shall be directly responsible for the appointment, compensation, retention and oversight of the work of the independent auditor, including resolution of disagreements between management and the independent auditor regarding financial reporting.
		The Committee shall evaluate the qualifications, performance and independence of the independent auditor, including considering whether the auditor's quality controls are adequate and the provision of permitted non audit services is compatible with maintaining the auditor's independence, and taking into account the opinions of management and internal auditors.
		The Committee shall be responsible for ensuring the rotation of the independent auditor's lead or coordinating audit partner having primary responsibility for the Company's audit, the concurring or reviewing partner and other audit engagement team partners as required by law.
	investor.zimmer.com /documentdisplay.cfm?id=20b&DocumentID=49 (1492 words)

	Audit
		The Audit Committee reviews the audit reports submitted by the Legislative Auditor, releases the audit reports to the public, and serves as the conduit between the Legislative Auditor and the Legislature.
		The purpose of these rules is to form a basis for the operations of the Legislative Audit Committee and to inform the members of the Legislative Assembly of the Audit Committee's procedures in order that they may assist by their suggestions and resolutions, and by studying problems that may come before the Legislative Assembly.
		The Legislative Audit Committee's office shall be the Office of the Legislative Auditor in the State Capitol and all regular meetings shall be held at such office, but the chair may call special meetings at any other place.
	leg.state.mt.us /css/audit/committe.asp (390 words)

	Audit Committee (Site not responding. Last check: 2007-10-14)
		Audit committees have become a central focus of corporate governance reform as a result of such high profile bankruptcies as Enron, WorldCom, Tyco and Adelphia.
		Ensuring Integrity coordinates with a company’s outside auditor and the audit committee’s advisers to provide the board and the audit committee with up-to-date information and analysis of the rules and risks facing the board and the audit committee.
		The program also offers an elective separate session for audit committee members organized with the audit committee’s legal and accounting advisers and is customized to address the particular concerns of the audit committee members and the latest developments in the obligations and responsibilities faced by audit committee members.
	www.ensuringintegrity.com /audit_committees.htm (222 words)

	Audit Committee Charter
		The Audit Committee shall be comprised of three or more directors as determined by the Board, each of whom shall be independent directors, and free from any relationship that, in the opinion of the Board, would interfere with the exercise of his or her independent judgment as a member of the Committee.
		As part of its job to foster open communication, the Committee should meet at least annually with management, the director of the internal auditing department and the independent accountants in separate executive sessions to discuss any matters that the Committee or each of these groups believe should be discussed privately.
		Establish regular and separate systems of reporting to the Audit Committee by each of management, the independent accountants and the internal auditors regarding any significant judgments made in management's preparation of the financial statements and the view of each as to appropriateness of such judgments.
	www.umms.org /ciag/committee.html (972 words)

	eBay - Audit Committee Charter (Site not responding. Last check: 2007-10-14)
		Without limiting the generality of the foregoing, the Audit Committee may, in its discretion, delegate to one or more of its members the authority to pre-approve any audit or non-audit services to be performed by the independent auditors, provided that any such approvals are presented to the Audit Committee at its next scheduled meeting.
		The Audit Committee is directly responsible for the appointment, compensation and oversight of the work of the independent auditors (including resolving disagreements between management and the auditors regarding financial reporting).
		The Audit Committee shall monitor and evaluate the auditors' qualifications, performance and independence on an ongoing basis, and shall be directly responsible for overseeing the work of the independent auditors (including resolving disagreements between management and the auditor regarding financial reporting).
	investor.ebay.com /governance/charter_audit.cfm (1896 words)

	Audit Committee Disclosure
		We are adopting, as proposed, the requirement that companies disclose in their proxy statements whether their audit committee is governed by a charter, and if so, include a copy of the charter as an appendix to the proxy statement at least once every three years.
		We believe that audit committees that have their responsibilities set forth in a written charter are more likely to play an effective role in overseeing the company's financial reports.
		Consistent with some of the comments regarding the audit committee report, some commenters recommended that the charter be attached to the Form 10-K instead of the proxy statement because of concerns about expanding the length of the proxy statement.
	www.sec.gov /rules/final/34-42266.htm (12410 words)

	Financial Accountability for Nonprofits
		At least one member of the committee should be able to understand and analyze the financial statements of the organization and the overall competency level of the auditing firm.
		The audit committee should ensure that the auditing firm has the skills and experience to carry out the auditing function for the organization, and that its performance is carefully reviewed.
		The specific activities of the Audit Committee are outlined in the audit committee checklist.
	www.ncna.org /index.cfm?fuseaction=Page.viewPage&pageId=429 (792 words)

	Zimmer -- Corporate Governance Guidelines
		Directors are expected to attend and participate in Board meetings and meetings of committees on which they serve, and to spend the time needed and meet as frequently as necessary to properly discharge their responsibilities.
		Committee members are appointed by the Board upon recommendation of the Corporate Governance Committee with consideration of the desires of individual directors.
		Each committee has a written charter that sets forth the purposes, goals and responsibilities of the committee as well as qualifications for committee membership, procedures for committee member appointment and removal, committee structure and operations and committee reporting to the Board.
	investor.zimmer.com /documentdisplay.cfm?id=20b&DocumentID=49 (2630 words)

	Agere Systems - Investor Relations - Committee Charter
		The Committee shall review and approve the scope of the audit and the compensation to be paid to the Independent Auditor, which the Corporation shall be obligated to fund.
		The Committee shall establish procedures for (i) the receipt, retention and treatment of complaints received by the Corporation regarding accounting, internal accounting controls, or auditing matters and (ii) the confidential, anonymous submission by employees of the Corporation of concerns regarding questionable accounting or auditing matters.
		While the Committee has the responsibilities and powers set forth in this Charter, it is not the duty of the Committee to plan or conduct audits or to determine that the Corporation's financial statements are complete and accurate and prepared in accordance with generally accepted accounting principles.
	phx.corporate-ir.net /phoenix.zhtml?c=125072&p=irol-govCommittee&Committee=5750 (1290 words)

	Audit Committee Policy
		The Audit Committee believes that the combination of these two approaches will result in an effective and efficient procedure for purposes of addressing the Company’s auditing and non-auditing services and when evaluating the potential impact of non-audit services on the independence of the external auditor.
		The Audit Committee has designated the Corporate Controller to monitor the performance of all services provided by the independent auditor and to determine whether such services are in compliance with this policy.
		The Audit Committee shall take additional measures on an annual basis as may be appropriate to meet its responsibility to oversee the work of the independent auditor and to assure the auditor’s independence.
	www.mcdonalds.com /corp/invest/gov/audit.html (945 words)

	Audit Committee Charter
		The Committee will not approve any non-audit services prohibited by applicable SEC regulations or any services in connection with a transaction initially recommended by the independent auditor, the purpose of which may be tax avoidance and the tax treatment of which may not be supported by the Internal Revenue Code and related regulations.
		While the Committee has the responsibilities and powers set forth in this Charter, it is not the duty of the Committee to plan or conduct audits or to determine that the Company's financial statements and disclosures are complete and accurate and are in accordance with generally accepted accounting principles and applicable rules and regulations.
		However, the Committee should also meet from time to time without such officers present, and in all cases, such officers shall not be present at meetings at which their performance and compensation are being discussed and determined.
	www.vitalliving.com /charters.htm (9433 words)

	Audit Committee Charter
		The Audit Committee is appointed by the Board of Directors to perform the functions the Committee is required by law or regulation to perform and to assist the Board in fulfilling its responsibility to oversee:
		The Audit Committee shall set clear policies for the Company’s employment of employees or former employees of the Company’s independent auditor.
		Annually, the Committee shall cause to be included in the Company’s proxy statement the report of the Committee to the Company’s shareholders as required by Commission regulations.
	www.metlife.com /Applications/Corporate/WPS/CDA/PageGenerator/0,1674,P4066,00.html (1061 words)

	Audit Committee Institute - Home
		Recognizing the challenges that audit committees face in meeting their demanding responsibilities, KPMG created the Audit Committee Institute (ACI) in 1999 to serve as a resource for audit committee members and senior management.
		Our primary mission is to communicate with audit committee members and enhance their awareness, commitment, and ability to implement effective audit committee processes.
		KPMG’s Audit Committee Institute (ACI) is committed to providing audit committee members with the information they need to provide effective oversight of their organizations’ financial reporting process.
	www.kpmg.com /aci/home.asp (458 words)

	Sarbanes Oxley - FASB - Governance - Audit Committee - AABS - Ernst & Young
		The audit committee has a critical role in the oversight of the financial reporting process.
		The overarching requirement of audit committees under the Act is the direct responsibility for the appointment, compensation, and oversight of the independent auditors, who must report directly to the audit committee.
		Many of the Act's provisions that directly affect registrants and their officers or the accounting firms also will affect the audit committee in its interactions with management and the independent auditors.
	www.ey.com /global/content.nsf/US/AABS_-_Assurance_-_Audit_Committee_-_Overview (431 words)

	Committees (Site not responding. Last check: 2007-10-14)
		The Audit Committee (the "Committee") is appointed by the Board of Directors the "Board") to assist in overseeing:
		If a Committee member no longer qualifies as a “Non-Employee Director,” he or she may remain on the Committee upon the approval of the Board, so long as the full Board approves all grants of equity compensation to directors and executive officers in accordance with Rule 16b-3;
		The Dividend Committee (the "Committee") is appointed by the Board of Directors (the "Board") to assume the responsibilities of the Board as to orderly declaration of on-going dividends of the Company’s securities.
	www.b2i.us /profiles/investor/CommitteesInfo.asp?sm_quote_field=&CName=&BzID=790&ID=192 (3270 words)

	Audit Committee Institute - Roundtable Highlights
		Attorneys and forensic accountants will address issues to be considered when a significant accounting issue, with possible financial restatement implications, is identified, and will discuss the audit committee's role in the oversight of internal investigations.
		KPMG's Audit Committee Roundtables are designed to provide a highly interactive panel-led forum for the exchange of views and insights on topics of interest to members of corporate boards, audit committees, and senior executives.
		Audit has been expanded with risk advisory services and tax has extended well beyond federal, state and local.
	www.kpmg.com /aci/docs/audit_fall05/Dallas_Webpage_fall05.asp (869 words)

	Audit Committee Report
		The Audit Committee (the "Committee") of the Board of Directors (the "Board") is comprised entirely of independent Directors who meet the independence, experience and other qualification requirements of the New York Stock Exchange, the U.S. Securities and Exchange Commission (the "Commission") and the Company as set forth in Appendix A to this Proxy Statement.
		The Committee had nine meetings during 2004, five of which were in-person meetings that included separate executive sessions of the Committee with the independent registered public accounting firm, the internal auditor, management and among the Committee members themselves.
		The Committee's charter allows delegation of the authority to pre-approve audit, audit-related and permitted non-audit services by the independent registered public accounting firm to a subcommittee consisting of one or more Committee members, provided that such subcommittee decisions be presented to the full Committee at its next scheduled meeting.
	www.silk.dow.com /financial/2005prox/audit.htm (560 words)

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