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Constitution and Membership for 2015-16
Number in brackets to the right-hand side of a committee member’s name indicates length of continuous service in years, up to and including the 2014-15 session. Length of service is not indicated for ex officio and student members, or for observers.
The number in square brackets next to the name of a committee member who is identified as serving as the appointed or elected Chair of the committee indicates the number of consecutive years that member has served as Chair up to and including the 2014-15 session.
Two Lay Members of Council, appointed by Council (one to be Chair):
- Lord (Tim) Clement Jones (Chair) (3) 
- Baroness (Diana) Warwick (2)
- Mr Patrick Reeve (3)
- Mr Nigel Smith (9)
Mr Derfel Owen
Terms of Reference
The Audit Committee is an independent body comprising four lay members, of whom at least two shall be members of the UCL Council (one of whom must be the Chair of the Audit Committee, with the remainder being externally co-opted members). Audit Committee has been appointed by the Council principally to form an opinion on UCL's internal control framework, and report to the Council on the adequacy and effectiveness of UCL's arrangements for:
- Risk management, control and governance;
- Financial reporting (i.e. the integrity of UCL's financial reporting arrangements, including the corporate governance statement and the statement of Council members' responsibilities as reported in the annual financial statements);
- Economy, efficiency and effectiveness (Value for Money);
- Data quality.
The Audit Committee will meet at least three times each financial year. Members will meet privately (and separately) with the Internal Auditors and the External Auditors once each year. The Internal Auditors or the External Auditors may request a meeting if they consider it necessary.
A quorum will be two members, one of whom must be a Council member.
Subject to any general or particular direction that may from time to time be given by Council, the Audit Committee is charged by Council:
- To consider the arrangements for the provision of UCL’s internal and external audit services.
- To approve on behalf of Council the appointment of the Internal Auditor, approve their related fees and receive advice on the provision of any non-audit services by the Internal Auditor.
- To consider annually the Internal Auditor’s Internal Audit Plan for the forthcoming year.
- To receive periodic and annual reports from the Internal Auditor on, inter alia, any major internal control weaknesses arising from internal audit investigations; progress in the completion of planned audits and Management’s response thereon; and subsequent internal audit follow-ups.
- To approve on behalf of Council the appointment of the External Auditor, approve the annual audit fee and receive advice on the provision of any non-audit services by the External Auditor.
- To consider the nature and scope of the annual audit by the External Auditor.
- To consider the External Auditor’s Management Letter on the draft Annual Financial Statements, prior to their submission to Finance Committee and Council, and UCL management’s response to any significant accounting, auditing or internal control issues included within it.
- In their review of the draft Annual Financial Statements, the Audit Committee will be primarily concerned with the process of drawing up the accounts. This will include control and accounting issues, including the accounting policies, with particular interest in the following elements: the External Audit Report and Opinion; any relevant issue raised in the External Auditors Management Letter ; the Corporate Governance Statement and the Statement of Council Members' Responsibilities; and any other audit related matters. (Matters of primary concern to the Finance Committee will include accounting principles and their application, financial disclosure and accounts adjustments, as well as financial strategy, planning, and performance.)
- To receive and consider regular reports on UCL's progress in implementing the “schedule of audit recommendations”, as provided by the External Auditors in their Management Letter. The Management Letter, and UCL management's response thereon, must be forwarded to the HEFCE in December each year.
- To monitor the performance and effectiveness of external and internal audit, including co-ordination between the two audit functions.
- To consider, on advice from the Internal Auditor, whether satisfactory arrangements are in place to promote economy, efficiency and effectiveness in UCL.
- To confirm (and approve any proposed changes) at the first meeting of each session UCL's Counter Fraud Policy. On completion of an investigation involving significant losses (as defined in the HEFCE Audit Code of Practice), the Vice-Provost (Operations) will make a full report to the Audit Committee, to provide assurance that: all significant losses have been properly investigated in accordance with UCL's Fraud Policy; that the police have been notified (in appropriate circumstances); and the Provost has notified the HEFCE Accounting Officer of attempted, suspected or actual frauds or irregularities in excess of £25,000, as required by the HEFCE Code of Practice on Accountability and Audit (paragraphs 14-17 inclusive).
- To monitor the effectiveness of UCL's Policy on Public Interest Disclosure through receiving reports on the outcome of all completed investigations.
- To monitor the strategy for implementing UCL's Risk Register, and receive regular progress reports from the relevant UCL officers on its implementation, including an annual report which, following consideration by Audit Committee, will be submitted to the Council with the Audit Committee's own Annual Report and the Internal Auditor’s Annual Report.
- To receive any relevant reports from the National Audit Office, the HEFCE, or any other source, as appropriate.
- To present an annual report to the Provost and the Council in November each year, for forwarding after their consideration to the HEFCE Assurance Service in December each year, on the work of the Committee. This report will be considered by the Council before the Members’ Responsibility Statement in the Annual Financial Statements is signed.
- The Audit Committee's Annual Report will include a review of: (i) the External Auditor's Management Letter; (ii) the Internal Auditor’s Annual Report (also to be forwarded to the Council, and to the HEFCE); (iii) any HEFCE Audit Service evaluation; (iv) UCL's risk management strategy and process, and its pursuit of VFM; (v) any key issues considered by the Committee in the preceding year; (vi) any significant issues arising since the year-end up to the date of preparing the Committee’s Annual Report; and (vii) the management and quality assurance of data submitted to HESA and HEFCE and other funding bodies, and provide the Committee's opinion on UCL's governance arrangements, internal control systems, the effectiveness of the risk management strategy, the arrangements for promoting economy, efficiency and effectiveness, and data quality.
- To report to Council by submission to all members of Council a copy of the Minutes of each meeting of the Audit Committee.
Meeting Dates 2015-16
- Friday 2 October 2015, 10.00am
- Tuesday 17 November 2015, 10.00am
- Tuesday 8 March 2016, 10.00am
- Friday 17 June 2016, 10.00am
Minutes of meetings of the Audit Committee are confidential to the Committee and are not available online.