Common use of IEEE Foundation Audit Committee Clause in Contracts

IEEE Foundation Audit Committee. The Foundation Audit Committee shall be composed solely of independent directors as defined by the New York Not-for-Profit Corporate Law. It shall (1) recommend appointment of the independent auditors for the Foundation’s annual financial statements, (2) review and approve the independent auditors’ proposed scope of audit, (3) review the annual financial statements of the Foundation, (4) monitor corrective action plans initiated in response to recommendations by the independent auditors accepted by the Foundation Board of Directors to assure they satisfy the concerns identified, (5) review the independent auditors report and recommendations, if any, regarding accounting policy and practice and related internal controls, (6) act as liaison between the independent auditors and the Foundation Board of Directors, (7) assist the Foundation Board of Directors in overseeing the management of enterprise risk and (78) such other duties as are set forth in a charter approved by the Foundation Board and the New York Not-for-Profit Corporation Law, as amended from time to time. The Foundation Audit Committee shall be appointed by, and be responsible to, the Foundation Board of Directors. It shall consist of three or more independent members as defined by the New York Not-for-Profit Corporation Law, including the Chair, who are Directors-At-Large, but not officers of the Foundation. The Chair and Committee members shall be appointed for one-year terms.