Risk and Audit Committee

Establishment of Risk and Audit Committee

1. The University's Senate is the governing authority of the University established under the University of Queensland Act 1998 (the Act). The Act permits Senate to delegate its powers under the Act to an appropriately qualified committee that includes one or more members of Senate. 

2. Senate has established a Risk and Audit Committee as a committee of Senate. Role of the Committee

3. The Committee assists the Senate in discharging its risk management, internal compliance and control oversight responsibilities under the University of Queensland Act 1998 and as prescribed in the Financial Accountability Act 2009 and the Financial and Performance Management Standard 2001. The establishment of this Committee does not relieve Senate of its responsibility for these matters.

4. The role of the Committee is to exercise oversight and provide independent assurance of the University’s governance, risk and compliance frameworks including; policies, procedures, information systems and systems of internal control surrounding key financial and operational processes*. The Committee also provides oversight of the leadership and direction in relation to organisational culture and ethical behaviour.  *The Committee does not have responsibility for oversight of tax, or the review of commercial credit. These are within the scope of the Finance Committee.

Responsibilities of the Committee

5. Financial statements

5.1 Review the appropriateness of accounting policies adopted by UQ and ensure the accounting policies adopted are relevant to UQ and its specific circumstances. 

5.2 Review the appropriateness of significant assumptions and critical judgments made by management, particularly around estimates which impact on reported amounts of assets, liabilities, income and expenses in the financial statements. 

5.3 Review the annual audited financial statements of the University for compliance with prescribed accounting standards and other requirements. 

5.4 Review the external and audit plans and results of external audits with management and internal audit audit and report to Senate as appropriate. 

6. Risk Management

6.1 Understand the tone and risk culture for the University and promote robust discussion around risk appetite and tolerance for risk, consistent with the University's Strategic Plan. 

6.2 Receive reports on management’s identification, and assessment of risks to UQ, including academic and non-academic risks, the effectiveness of controls, actions to further mitigate the risks and processes to appropriately identify, monitor, manage, escalate and report these risks.

6.3 Advise Senate on significant issues and changes to the University’s risk profile.

6.4 Oversee the effectiveness of the Risk Management Framework, the level of compliance and risks that are not being adequately managed.

6.5 Recommend the Risk Appetite Statement and Enterprise Risk Management Framework Policy to Senate for approval as required. 

7. Health, Safety and Wellness

7.1 Receive advice on the implementation of the University's health, safety and wellness policy and management system, including the safety culture and promotion of safe work practices at the University.

7.2 Receive information on health, safety and wellness activities, trends and emerging safety risks or contentious issues.

7.3 Oversee the effectiveness of the Health, Safety and Wellness Framework, the level of compliance and risks that are not being adequately managed. 

8. Compliance

7.1 Receive and review reports and assurances on the University’s framework and processes to demonstrate compliance with its legal and regulatory obligations including any material breaches and/or regulatory actions against the University.

9. Internal Audit 

9.1 Receive communications from the Director, Internal Audit, on the results of internal audit activities or other matters that the Director, Internal Audit considers necessary.

9.2 Approve, with input and recommendations from senior management, the appointment, performance evaluation and removal of the Director, Internal Audit.

9.3 Approve, with input and recommendations from senior management, the annual compensation and salary adjustment of the Director, Internal Audit.

9.4 Make appropriate enquiries of management and the Director, Internal Audit to determine whether there is audit scope or budgetary limitations that impede the ability of internal audit to execute its responsibilities.

10. External Audit

10.1 Monitor the effectiveness of the working relationship between the external auditor and management, and in particular, the relationship between external audit and internal audit and risk management and compliance functions across the University.

10.2 Review the performance and independence of the external auditors and obtain the appropriate certification in relation to this.

11. Integrity

11.1 Receive reports on the integrity and investigative functions of the University as appropriate and advise Senate on significant investigations, recommendations and management actions to address any deficiencies.

11.2 Receive information on trends, systemic issues and capacity-building programs undertaken by the integrity and investigative functions.

12. Other matters 

12.1 Advise Senate on other matters raised by Senate, the Chancellor or the Vice- Chancellor.

Power of the Commmittee

13. Senate delegates the following approval authorities to the Committee:

• Approval of internal audit charter (including any changes);
• Approval of annual internal audit plan and program of work (including any material changes);
• Appointment of auditors for the purposes of auditing the University’s annual financial statements including those prepared under USGAAP.

14. The committee will advise Senate of the exercise of these delegations at least annually.

15. The Committee has the power to:

• engage independent external consultants as necessary for meeting its obligations in relation to its purpose, subject to provision in the budget for the proposed expenditure and approval by Senate;
• conduct enquiries appropriate to fulfilling its responsibilities and is free to access University information, records and personnel for that purpose;
• meet with staff from Enterprise Risk and Compliance, Finance, Health, Safety and Wellness, Internal Audit, or Integrity functions, or any senior management staff, without other management personnel present. These meetings may address, whether staff have received co-operation from management and whether there have been any impediments to carrying out their respective duties.

Structure and composition of the Committee

16. Senate appoints a member of Senate to chair the Committee.

17. Senate determines the membership of the Committee.

18. Membership will comprise:

At least 4 members of Senate, including the:

• Chancellor

Other members of Senate in attendance (but with no voting rights) include the:

• Vice-Chancellor
• President, Academic Board 
• Chair, Senate Finance Committee

Senate may appoint independent members to the Committee, to ensure an appropriate diversity of skills relevant to the function of the Committee. 

In attendance:

• Provost
• Chief Operating Officer
• Chief Financial Officer
• Director, Governance and Risk
• Director, Internal Audit
• Representatives from the Queensland Audit Office (QAO)
• Representatives from external auditors of USGAAP financial statements
• Other senior members of University management as required to address specific matters or agenda items. 

19. Expertise required of members

The Committee membership should include a range of skills relevant to its function, including members with professional backgrounds in accounting, audit, and/or risk management as well as experience of management of Universities. Excessive reliance should not be placed on the skills of one member.

20. Term of appointment

The term of appointment of a member is up to 4 years and may be renewed to allow for 3 terms in total. Appointment terms should be staggered to ensure continuity of membership.

21. Responsibilities of Members

21.1 Members must ensure that any conflicts of interest are avoided, resolved or appropriately managed in accordance with the University's Conflict of Interest Policy.

21.2 Members must comply with the University’s Staff Code of Conduct Policy, including the confidentiality requirements.

Operation of the Committee

22. The Committee will normally meet 4 times a year.

23. The format of the agenda and minutes should be consistent with those produced for Senate meetings. 

24. The agenda papers should be available at least a week before the meeting.

25. Members of the Committee may participate in the meeting by way of teleconference / video facilities. 

26. Quorum is a majority of Committee members.

27. The Terms of Reference of the Committee will be reviewed annually by the Committee to ensure they remain consistent with the committee's role and responsibilities. 

28. The Committee will be subject to regular review by Senate, including self-assessment by the Committee every year, to ensure that it operates effectively and fulfills its functions.

Reports to Senate

29. The Committee reports its business to Senate each meeting.

30. The Committee will report to Senate annually on:

• the Committee’s operations for the year,
• the effectiveness of the risk, compliance, Health, Safety and Wellness, Internal Audit and Integrity functions at the University, 
• any significant trends and emerging issues in significant risk exposures, ethical issues and compliance concerns impacting the University.

31. The Committee will report to Senate on its review of the annual financial statements, including discussions with management and the external auditor, and its review of external audit reports and opinions.

*As on 26 February 2026