The Board of Directors and Audit Committee Guide to Fiduciary Responsibilities

CHAPTER ONE

Nominate Independent Directors

A WELL-RECRUITED AUDIT COMMITTEE provides a brain trust of backgrounds, experience, perceptions, intellect, and specific skills that facilitate cross-fertilization and exposure to new ideas. The audit committee is typically responsible for monitoring all internal and external audit functions of a company, overseeing the financial reporting process, and ensuring regulatory compliance. For publicly traded companies listed on a stock exchange, at least three independent directors are required to sit on the audit committee, with a requirement to disclose whether they have at least one financial expert.

Selecting members with an eye toward nurturing a culture that is collegial yet critical promotes the atmosphere ...