Audit Committee Oversight and Responsibilities Sample Clauses

Audit Committee Oversight and Responsibilities. The Company’s management and Board will maintain a process to review, on at least an annual basis, the Company’s accounting methods and application of “GAAP” (generally accepted accounting principles) rules and conventions and analyze, in consultation with the Company’s independent outside auditor, whether changes to those policies and/or practices are appropriate. Additionally, the Company’s Chief Financial Officer will maintain the practice of, on at least a bi-annual basis, meeting with the Company’s independent outside auditor for the purpose of reviewing the Company’s accounting methods and application of GAAP rules and conventions. At least the following matters will be reviewed at this meeting: i Any new accounting policies, standards and/or guidance relevant to the Company (including any proposed changes to standards or guidance); and ii The adequacy of the Company’s internal controls over financial reporting, particularly with respect to goodwill. The third bullet point of Section III, A. of the Charter of the Audit Committee of the Board shall be amended to state in full: “Review with management and the independent accountants any quarterly or annual report prior to its filing and any release of earnings prior to its release. If applicable, such review shall include a review of the Company’s disclosures under ‘Management’s Discussion and Analysis of Financial Condition and Results of Operations.’ Such review also shall include a review of the Company’s goodwill balance and any testing thereof. If the Company has a material goodwill balance, the Committee shall receive a written report on its status.” See Exhibit E, Revised Audit Committee Charter.
Sample 1
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Related to Audit Committee Oversight and Responsibilities

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  • Scope of Delegated Responsibilities (a) SELECTION OF ELIGIBLE FOREIGN CUSTODIANS. Subject to the provisions of this Section 3.2, the Foreign Custody Manager may place and maintain the Foreign Assets in the care of the Eligible Foreign Custodian selected by the Foreign Custody Manager in each country listed on Schedule A, as amended from time to time. In performing its delegated responsibilities as Foreign Custody Manager to place or maintain Foreign Assets with an Eligible Foreign Custodian, the Foreign Custody Manager shall determine that the Foreign Assets will be subject to reasonable care, based on the standards applicable to custodians in the country in which the Foreign Assets will be held by that Eligible Foreign Custodian, after considering all factors relevant to the safekeeping of such assets, including, without limitation the factors specified in Rule 17f-5(c)(1).

  • Powers and Responsibilities (i) Executive shall use Executives best efforts to faithfully perform the duties of his employment and shall perform such duties as are usually performed by a person serving in Executive’s position with a business similar in size and scope as the Company and such other additional duties as may be prescribed from time to time by the Company which are reasonable and consistent with the Company’s operations, taking into account officer’s expertise and job responsibilities. Executive agrees to devote Executive’s full business time and attention to the business and affairs of the Company. Executive shall serve on such boards and in such offices of the Company or its subsidiaries as the Company’s Board of Directors reasonably requests without additional compensation.

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