19.1    The Committee on Audit and Compliance shall assist the Board in overseeing the integrity of the University’s financial statements and the independent auditors’ qualifications, independence, and performance by recommending to the Board annually the names of certified public accountants for selection as independent auditors to examine the accounts of the University;  receiving and examining annually the University’s financial statements and the opinion of the independent auditors regarding the accounts of the University; receiving and examining any additional reports which may be submitted by the independent auditors; and  presenting annually to the Board the financial statements for approval and the auditor’s opinion with any comments and recommendations it deems appropriate.  

19.2    It shall have oversight of the University’s enterprise risk management program, internal audit and compliance functions and processes to ensure the adequacy and effectiveness of the University’s system of internal controls and its risk management processes, and compliance with applicable laws, regulations, and applicable standards of business conduct.  It shall have oversight of the University’s faculty and staff conflict of interest policies.  It also shall have oversight of pending litigation and regulatory proceedings that may pose significant reputational or financial risk to the University, or are otherwise relevant to the Committee in the context of its responsibilities.