Finance, Audit, and Risk Management Committee 

Purpose 

The Finance, Audit, and Risk Management Committee is a committee of the Advisory Board established under Article 6 of the Bylaws. The Committee’s purpose is to support the Advisory Board in fulfilling its fiduciary responsibilities related to fiscal management; ensure reporting compliance with accounting principles and policies; and to protect the company from legal challenges and liabilities. 

Membership 

  1. Only currently active Advisory Board Members may serve on the Committee. The Board will appoint members of the Committee and a Chair, each to serve for three-year terms. Appointment to the Committee requires a majority vote of the Board Member then in office. 
  2. The President/CEO and the Chair of the Advisory Board may not serve as Committee Chair. 
  3. The Board may fill vacancies on the Committee. The Board may remove a committee member from the Committee at any time, with or without cause. 

Operations 

  1. The Committee will meet with such frequency as it may determine, but no less than four times annually unless otherwise directed by President/CEO or Board Chair. The Chair of the Committee will preside over Committee meetings. A majority of Committee members will constitute a quorum. Committee approvals will require a vote of a majority of the Committee members present at a meeting at which a quorum is present. 
  2. The Committee will report its activities to the Board on a regular basis and will keep minutes of its meetings.
  3. Unless the Committee otherwise directs, the President/CEO may attend all Committee meetings. 
  4. The Committee may invite any non-Committee member to attend meetings or meet with Committee members upon written notification to the President/CEO and the Chair of the Advisory Board from the Committee Chair. 
  5. Notwithstanding the responsibilities of other committees of the Board, the Finance, Audit and Risk Committee is responsible for assisting the Board in reviewing significant risk issues across the organization and shall coordinate with other committees when necessary. 
  6. The Committee will review this charter periodically and recommend any proposed changes in writing to the Board for review. The Board may amend this charter at any time. 

Responsibilities 

  1. Review and make recommendations to the Board regarding the organization’s budget, including the process used in developing the budget. 
  2. Review periodically operating cash flows, liquidity position, and performance against budget and projections. 
  3. Lead Board review of the organization’s strategy for long-term financial sustainability, including cash reserves and investments. 
  4. In collaboration with the President/CEO, oversee financial reporting, including annual IRS Form 990 and all required tax filings. 
  5. Review and make recommendations to the Board regarding the establishment and termination of banking and similar relationships. 
  6. Provide regular review of relevant city, county, state and federal funding programs and requirements, and the organization’s compliance with such requirements. 
  7. Review the performance and make recommendations to the Board on the retention and, when appropriate, termination of the independent auditor, and negotiate the terms of the engagement, subject to the Board’s approval. [§12586(e)(2). IRS Form 990 Part XII, Line 2c] 
  8. Meet with the auditor and staff to discuss the audit plan, relevant new financial reporting requirements, the annual financial statements, and the completed audit. [IRS Form 990 Part XII, Line 2c] 
  9. Review the organization’s risk management profile and policies; litigation matters and insurance coverage; and complaints or other communications made under the organization’s Whistleblower Policy [Form 990 Policy Memorandum re Whistleblower Policy] 
  10. Evaluate the organization’s risk exposure and tolerance. Review significant risk exposures and the steps that management has taken to identify, measure, monitor, control and report such exposures. 

Proposed May 2, 2024, Adopted