Audit and Risk Committee

Terms of reference

Reporting function

The Audit and Risk Committee will serve in an advisory capacity by making recommendations to Regional Council and Peel Housing Corporation Board. The Audit and Risk Committee will be required to report after each meeting to a subsequent meeting of Regional Council and the Peel Housing Corporation Board, as required.

Membership

The Audit and Risk Committee shall be comprised of the Regional Chair (ex-officio) and up to eight additional members of Regional Council, with at least one Regional Councillor from each area municipality and up to two members of the public with expertise in the areas of technology and finance.

All Audit and Risk Committee members will have full voting privileges.

Audit and Risk Committee members are expected to gain familiarity with the Audit and Risk Committee Charter and the Regional Council Procedure By-law 9-2018. Members will be expected to contribute their expertise actively during meetings of the Audit and Risk Committee.

Non-elected members

The non-elected member selection process shall be completed in accordance with Policy G20-14 (Community Member Appointments to Committees and Boards) and Schedule A thereof.

All appointed members to the Committee must be willing to sign and adhere to the Peel Regional Council Code of Conduct.

The term of membership for new members appointed through this process will coincide with the term of Regional Council.

Eligibility requirements

A candidate shall: 

• Be a Canadian citizen. 
• Be at least 18 years of age at the time of application. 
• Be a resident, or the owner or tenant of land in the Region of Peel, or spouse of such person; or be a member of a community organization representing the interests of members of the community in the Region of Peel.
• Have a professional accounting and/or information technology designation(s) with a minimum of 10 years’ experience.
• Be independent of the internal or external auditors of the Region of Peel or of a municipality within the Region of Peel.

The prospective candidate cannot be: 

• An elected official of Regional Council or of the Council of a municipality in the Region of Peel.
• An employee of the Region of Peel or of a municipality in the Region of Peel. 
• A current vendor or have any other business interest with the Region of Peel or of a municipality within the Region of Peel.

Desired competencies will include individuals with the following skill set: 

• Financial expertise including accountants or auditors with an understanding of financial statements.
• An understanding of risk and financial controls. 
• Information technology expertise or background including information management and information security.
• Professionals who in the course of their duties are required to adhere to codes or standards of their profession.
• A minimum of 10 years of professional experience in a complex organization. 
• Excellent verbal, written, listening, teamwork, and collaboration skills. 
• Experience working on a committee, task force or similar setting. 

Non-elected member selection

The terms of reference, section 4 of the Audit and Risk Committee Charter, and an application form will be posted, as a minimum, on the Region of Peel website. The Clerk or designate may also contact and solicit individuals who meet the criteria as set out under "Membership" of the Terms of Reference.

The Director, Internal Audit, or designated staff, will prepare an advertisement, in consultation with Communications staff, to be posted for a minimum of three weeks prior to the posted application due date:

• in local newspaper(s) having general circulation in the Region of Peel, the Town of Caledon and the Cities of Brampton and Mississauga; including local ethnic media outlets
• on the Region’s digital channels and social media and, may post advertisement
• on the web pages of lower tier municipalities, and/or
• with any relevant organization(s)

The Director, Internal Audit, will review applications from prospective candidates to determine if the prospective candidate meets the minimum eligibility requirements as set out above.

The Director, Internal Audit, in consultation with the Clerk or designate, will provide a report to the Policies and Procedures Committee (PPC), in closed session, including: a summary list of all applications; and, application packages from those who meet the minimum eligibility requirements and comply with the preferred qualifications. The PPC will review the Director, Internal Audit’s report and candidate applications and choose candidates to be interviewed by an internal panel (Policy G20-14, Schedule A).

Interview panel recommendations will be consolidated by the Director, Internal Audit, in consultation with the Clerk or designate, in a report to Regional Council, in closed session, for Council’s consideration and approval.

Regional Council shall select and appoint all community committee members by resolution.

Non-elected member remuneration and expenses

Non-elected members of the Audit and Risk Committee will serve without remuneration. Non-elected members shall be eligible for reimbursement of expenses incurred which are deemed necessary for full participation in the Audit and Risk Committee.

Term of appointment

Members of the Committee shall be appointed for a term ending upon the dissolution of the Committee or at the end of the term of Council, whichever comes first, or until their successors are appointed.

Election of Chair and Vice-Chair

The Audit and Risk Committee will elect from its members, including elected and non- elected members, a Chair and Vice-Chair, and this election will be held at the Audit and Risk Committee’s first meeting of a new term.

Quorum

Quorum shall comprise a majority of the Audit and Risk Committee members.

Interim changes

Should an elected member of the Audit and Risk Committee resign before the Term of Appointment expires, a replacement will be appointed by Regional Council to serve the remaining time of the Term of Appointment.

Should a non-elected member resign before the Term of Appointment expires, an alternate (as appointed by Regional Council) will replace the member. Should an alternate not be available, a replacement will be appointed by Regional Council to serve the remaining time of the Term of Appointment, following the execution of the non-elected member selection process.

Meetings

The Audit and Risk Committee will be required to meet at least four times each year, and at other times as needed, or at the call of the Audit and Risk Committee Chair.

The Audit and Risk Committee meetings will be open meetings, and all reports and minutes will be available to the public. For the consideration of confidential matters, the Audit and Risk Committee has the authority under Resolution 2000-426 to go In Camera.

Audit and risk committee resources

Audit and Risk Committee resources (staffing, information) will be provided by the Commissioner, Corporate Services; the Regional Clerk; the Director, Enterprise Risk and Audit Services; and, the external auditors. A designate of the Regional Clerk will serve as the secretary to the Audit and Risk Committee and provide administrative support.

Review of audit and risk committee charter

The Charter will be reviewed every year. Suggested changes will be reported to the Audit and Risk Committee for their recommendation for Regional Council approval.

• Established by Resolution 2018-825
• Revised by Resolution 2019-619