http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/ Blogen-us Thu, 17 Jan 2013 02:42:17 PMThu, 17 Jan 2013 02:42:17 PM http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-10-17If the CFO steps in to the audit committee meeting, it is also the role of the committee chair to remind the CFO that the session requires him not to be present in this meeting. The CFO could ask for some input regarding the topics to be discussed in the meeting as he has the right to know. However, the matters/details discussed within the meeting are out of his wing. By reminding the CFO about the roles and responsibilities of the audit committee and the internal audit, already described in the charters, the audit committee could make it clear that the CFO should step out of the meeting. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-07-19The very reason Bill attends the AC executive session is, in my opinion, to give an in-depth look over the risks of the Bank to satisfy the oversight control role of the Board of Directors through AC. Then who is the looser? Bill however, refer the Charter to Chair of AC and request for private session with out the presence of the CFO for the future. But if the CFO is present to give explanation over the IA audit report, Bill should be confident to defend the report for the benefit of the Bank. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-20As an executive session it is acceptable to have any key member of management present such as the CFO. There must be something of value that the CFO must express to the Audit Committee and it could be worth listening to. If the presence of the CFO undermines the CAE Independence, this should be expressed to the Audit Committee Chair and the Executive Session could be modified to have ie. 2 sessions of 30 minutes instead of 1 of an hour, giving the CAE the privacy needed to speak openly. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-10The background indicated that Bill attends the AC board's executive session, it doesn't say that it was the executive session with IA. Therefore, Bill should seek to clarify in the charter and/or in practice that he needs a periodic CAE session with the AC and also be open to exploring the value of having the CFO continue to attend with him part of the board's executive session. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-06The internal audit charter and audit committee charter should be explicit and clear as regards the executive session the CAE holds with the Audit Committee. In this session, the CAE ordinarily talks about other things candidly without management being present............status of if the CFO crushes into that meeting uninvited by both parties, then that is a breach of both charters and should not be allowed. For me, i would completely switch off and will hold back until the audit committee chair clarifies what is the way forward. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-03Bill should first ensure the minutes reflect that the CFO was present during the executive session. If this happened frequently the banking regulators will probably comment on it. If the Audit Committee does not have an executive session with the CFO only they should establish that practice. Otherwise, Bill should discuss this with the Audit Committee Chair during one of their routine telephone calls, if they don't talk between meetings they should be. I have 2 or 3 telephone calls between our Audit Committee meetings with the Chair. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-02At a big bank both the CFO and Audit Committee Chair(ADC) can be expected to know the rules of conduct. They offered no explanation. The CAE must go to the Board Chair. The CAE has no confidence in the ADC. The ADC should be replaced by the Board Chair. The CFO's position must be questioned by the board as well. At the meeting the CAE should have raised the issue, had the response documented, and left the meeting if necessary, but it is too late now. The Chair should question the leadership ability of the CAE. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-02Speak directly with the Audit Committee Chair about the meeting and executive session protocols. http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-02I suppose that Bill can send e-mail to the Audit committee chair and to ask about the genuine executive session with the reference to IA charter regarding the right of CAE to communicate directly and confidentially with the committee members (if this povision is in place). The same time it is possible to initiate the meeting with CFO with purpose to clarify the reason of his/her participation in the executive session. May be he/she is unhappy with the content and/or timing of reports obtained from IA regarding the financial topics recovered during the audits, so the better communication frame should be agreed. Kind regards, Anna http://www.theiia.org/intAuditor/ask-the-experts/2011/an-uninvited-guest/2011-06-02Bill should always be output to meet privately with the Audit Committee or the Board of Directors, if this privilege is prevented, Bill should speak frankly to the Audit Committee and forwarded to the Charter Committee (if any), the Internal Audit Charter, to international standards. In this Bill will have a basis to explain to the Committee's independent directors, the importance of meeting alone with the Committee without the presence of managers, to avoid impediments to the independence of the Internal Audit function. Bill siempre debe tener la salida de reunirse en privado con el Comité de Auditoría o con el Consejo de Directores, si esta prerrogativa se impide, Bill deberia hablar francamente con el Comité de Auditoría y remitirse al estatuto del comité (si lo hay), al estatuto de Auditoría Interna, a las normas internacionales. En esto Bill tendrá una base para explicar a los directores independientes del Comité, la importancia de reunirse a solas con el Comite sin la presencia de Gerentes, a fin de evitar impedimentos a la independencia de la función de Auditoría Interna.