Reserve Bank Board Audit Committee Charter

Objectives

The Audit Committee assists the Governor (as the Reserve Bank's accountable authority) and the Reserve Bank Board to fulfil certain obligations under the Reserve Bank Act 1959 and the Public Governance, Performance and Accountability Act 2013 (PGPA Act), namely:

  • it assists the Governor and the Reserve Bank Board by reviewing the appropriateness of the Reserve Bank's financial reporting, including the financial statements in the annual report
  • it assists the Governor by reviewing the appropriateness of the Reserve Bank's:
    • performance reporting, including the annual performance statement in the annual report
    • systems of risk oversight and management
    • systems of internal control.

Risks associated with the formulation of monetary and payments policies are the direct responsibility of the Reserve Bank Board and the Payments System Board, and so are not considered specifically by the Audit Committee. The Boards review management of these risks annually and as part of their regular decision-making processes.

Membership

The Chair and other members of the Audit Committee are appointed by the Governor, in consultation with the Reserve Bank Board. The Audit Committee comprises three or more members, none of whom is an employee or executive of the Reserve Bank.

The Chair is a non-executive member of the Reserve Bank Board. Other members of the Audit Committee comprise at least one non-executive member of the Board and at least one external appointment. Each of the members of the Committee must have appropriate qualifications, knowledge, skills or experience to assist the Committee to perform its functions.

Audit Committee members are appointed for a term of five years in the normal course, with a maximum of two terms, or, in the case of non-executive members of the Board, for a term coinciding with their appointment to the Board.

All members of the Board are entitled to attend Committee meetings and, when they elect to do so, will receive copies of Committee papers.

Meetings

The Audit Committee will meet at least four times each calendar year. Additional meetings may be convened by the Chair, as required.

A quorum of the Audit Committee is two members unless the Committee has more than four members, in which case a quorum is three members.

The Secretary of the Bank is Secretary of the Audit Committee and will prepare minutes of meetings, to be approved by the Chair and other members of the Committee.

Representatives from internal audit and external audit are expected to participate in Audit Committee meetings as appropriate at the invitation of the Chair. The following executives are also expected to attend meetings: the Deputy Governor, as the chief management representative, the Chief Financial Officer and the Head of the Risk and Compliance Department.

Decisions

Within the scope of its responsibilities, decisions and conclusions of the Committee are generally reached by consensus. Where consensus cannot be achieved, decisions are made by majority of those present, but if an even number of members is present and there is no majority, then the decision will be made by the Chair of the meeting.

Authority

The Audit Committee is authorised to seek any information or explanations from management that are necessary to carry out its responsibilities. It may also seek assistance from the internal or external auditors and, with the concurrence of the Governor, other external experts at the Bank's expense.

The Audit Committee may raise directly with the Governor or the Board any issues it considers relevant.

Conflicts of interest

Members of the Audit Committee will be invited to declare any potential conflicts of interest in relation to the agenda items at the start of every meeting and the Committee will respond appropriately to declarations in particular circumstances. More broadly, members will inform the Chair or the Governor as soon as possible if a conflict of interest arises or if members perceive that a conflict of interest might arise.

Responsibilities

The responsibilities of the Audit Committee include, but are not limited to, the following:

Financial reporting

  • review the implementation of key accounting policies and the Bank's annual financial statements, including assurances provided by management, the opinion provided by the external auditor, and information required for the Australian Government's consolidated financial statements
  • review areas of significant judgement in the accounts
  • review the effect of changes in accounting policies and any other significant accounting and financial reporting issues
  • when satisfied with the financial statements and the associated reporting obligations, recommend to the Reserve Bank Board that it resolve to approve the statements so that the Governor may give them to the Auditor-General under the PGPA Act.

Performance reporting

  • review the appropriateness of the annual performance statement prepared under section 39 of the PGPA Act, including assessments and measures of performance
  • review the appropriateness of the systems and processes for preparation of the annual performance statement and inclusion in the annual report
  • convey the conclusions of its review of the annual performance statement to the Governor prior to its finalisation and publication.

Risk oversight and management

  • review the Bank's approach to risk management as established in its risk management framework, which is overseen by the Risk Management Committee (chaired by the Deputy Governor), and the appropriateness of systems of risk oversight and management
  • review the key risks to which the Bank is exposed, the actions taken by management to mitigate those risks and the overall effectiveness of the risk management framework and internal control environment
  • review the Bank's fraud control arrangements, including the processes and systems in place to prevent, detect and effectively investigate instances of fraud
  • review reports by management on significant instances of fraud and investigate such instances, if necessary
  • review the Bank's policy on reporting fraud and unethical behaviour and reports of significant instances of whistleblowing
  • participate in the appointment of the Head of the Risk and Compliance Department. The Head of the Risk and Compliance Department reports on risk and compliance matters to the Deputy Governor and the Audit Committee
  • meet with the Head of the Risk and Compliance Department without other management present as required.

Internal control

  • review the appropriateness of systems of internal control, including whether appropriate systems and processes are in place for assessing compliance with key policies and procedures
  • review the results of audits undertaken, including by any co-sourced audit service providers, and monitor progress against the risk-based audit plan
  • review the responses of management to findings and recommendations arising from the risk-based audit plan.

Compliance

  • review the effectiveness of the Bank's systems that provide assurance regarding key internal and external compliance requirements (including applicable legislation and external regulations)
  • review responses of management to incidents of non-compliance with laws or regulations.

Internal audit

  • review the scope of work and approve the risk-based internal audit plan
  • review the activities, resources, organisational structure and quality of the Audit Department, and the appointment of any co-sourced providers of internal audit services
  • review the effectiveness and independence of internal audit
  • review responses of management to significant audit findings and recommendations
  • participate in the appointment and removal of the Head of the Audit Department. The Head of the Audit Department reports on internal audit operations to the Deputy Governor and the Audit Committee
  • meet with the Head of the Audit Department without other management present as required.

External audit

  • acknowledge the role of the Australian National Audit Office (ANAO) as the appointed external auditor and the obligations of the Auditor-General to the Australian Parliament
  • review the scope of work and the annual external audit plan prepared by the ANAO
  • review the external auditor's report on the annual audit of the Bank's financial statements
  • review with the external auditor any audit or control concerns identified in the course of audit work
  • review the responses of management to significant findings and recommendations of the external auditor
  • promote an appropriate level of cooperation between management and the external auditor
  • meet at least annually with the external auditor without management present.

Other

  • receive updates from the Chair of the Board of Note Printing Australia Limited (NPA), the Reserve Bank's wholly owned subsidiary, on the activities of the NPA Audit and Risk Committee.

Reporting

Minutes of Audit Committee meetings will be provided to Reserve Bank Board members prior to the Board meeting subsequent to each Committee meeting. The Chair of the Audit Committee will also report on major items of the Committee's deliberations at that Board meeting.

Operation of the Audit Committee

The operation of the Audit Committee will be reviewed annually, both by the Reserve Bank Board, as part of the annual review of its operation, and by means of a survey of members of the Committee, the external auditors and management who participate in Audit Committee meetings.

Charter review

The Governor will review this Charter annually to ensure it remains consistent with statutory requirements and industry best practice and, for the purpose of that review, will seek the endorsement of the Audit Committee. The results of the review will be reported to the Reserve Bank Board, which will be asked to approve any changes.