The Board of Directors and Audit Committee Guide to Fiduciary Responsibilities

The Board of Directors and Audit Committee Guide to Fiduciary Responsibilities

by Sheila Moran, Ronald Kral
Released July 2013
Publisher(s): AMACOM
ISBN: 9780814431672

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Book description

More than three million people serve on boards and audit committees in the U.S. alone. But huge risks come with these coveted jobs. SEC scrutiny is at an all-time high, with boards and audit committees now held liable to for acts of fraud and other corporate malfeasance—even if they had no knowledge of wrong-doing in the organization. This essential guide mitigates the risks and dramatically increases the effectiveness of boards and audit committees by uncovering 10 crucial steps every governing body should take, including: • Cultivate independence
• Build a balanced team
• Leverage independent advisors
• Address stakeholder concerns
• Direct the external audit
• Approach risk proactively
• Spearhead fraud deterrence initiatives
• Promote accountability
• And more Comprehensive and practical, this book simplifies complex corporate governance standards, and helps readers satisfy the requirements of board service while protecting themselves and the organization.

Table of contents

  1. Cover
  2. Title Page
  3. Copyright
  4. Contents
  5. Introduction
  6. Chapter One: Nominate Independent Directors
    1. Nominating Committee Perspective
    2. Candidate Perspective
  7. Chapter Two: Establish a Culture of Action
    1. Expectations of Audit Committees
    2. Essential Audit Committee Proficiencies
  8. Chapter Three: Evaluate the Audit Committee
    1. Why Should Evaluations Be Considered?
    2. Who Is Best Positioned to Conduct the Evaluation?
    3. When Should Evaluations Be Performed?
    4. What Should Be Evaluated?
    5. How Should the Evaluation Be Performed?
  9. Chapter Four: Direct the External Audit
    1. The External Audit Process
    2. Potential Roles of the Auditor
    3. Hiring, Evaluating, and Replacing the External Auditor
  10. Chapter Five: Scrutinize the Financial Statements
    1. Types of Financial Misstatements
    2. Governance Protocols
  11. Chapter Six: Leverage Internal Audit and Outside
    1. The Internal Audit Mandate
    2. Internal Audit Oversight
    3. Internal Audit Administration
    4. Signs of an Ineffective Internal Audit Function
  12. Chapter Seven: Satisfy Regulators and Other Stakeholders
    1. Regulators
    2. Other Stakeholders
  13. Chapter Eight: Address Risk Proactively
    1. Risk-Management Frameworks
    2. Risk Identification
    3. Risk-Ranking Tools
    4. Risk Response
    5. Reporting Risk
    6. Risk-Assessment Follow-Up
  14. Chapter Nine: Spearhead Fraud-Deterrence Initiatives
    1. Types of Fraud
    2. Fraud-Deterrence Tools
  15. Chapter Ten: Expect the Unexpected
    1. The Need for Crisis-Management and Crisis-Media Plans
    2. Board-Level Fraud Response
    3. The Need for CFO and CAE Succession Plans
  16. Conclusion
    1. Forty Key Action Items
  17. Notes
  18. Index

Product information

  • Title: The Board of Directors and Audit Committee Guide to Fiduciary Responsibilities
  • Author(s): Sheila Moran, Ronald Kral
  • Release date: July 2013
  • Publisher(s): AMACOM
  • ISBN: 9780814431672