Audit Committee
Chair: J. Paul Charron
Members: David J. Drybrough, Robert J. Iverach and Bertrand A. Valdman
The Audit Committee is responsible for (i) assessing the independence of its members on at least an annual basis and for determining whether or not new members are financially literate; (ii) reviewing and recommending to the Board of Directors for approval, Veresen Inc.'s annual financial statements and related management's discussion and analysis; (iii) reviewing Veresen Inc.'s interim financial statements and related management's discussion and analysis; (iv) supervising the preparation and filing of the certification by Veresen Inc.'s officers of the annual and interim filings and financial statements of Veresen Inc.; (v) reviewing and approving, as prescribed, among other things, all earnings press releases and all other financial information relating to Veresen Inc. before such information is publicly disclosed; (vi) recommending to the Board of Directors the auditors to be nominated for Veresen Inc. and the compensation of the auditors; (vii) reviewing and approving the terms of the engagement of the auditors as well as any non-audit services the auditors are to perform; (viii) for reviewing all audit processes and for overseeing the work of the auditors; (ix) interviewing the auditors independently of management and ensuring the auditors are independent of Veresen Inc.; (x) reviewing Veresen Inc.'s internal control procedures to determine their effectiveness and to ensure compliance with Veresen Inc.'s policies and avoidance of conflicts of interest; (xi) supervising the identification and understanding of the principal risks of Veresen Inc.'s business and the oversight of management's implementation of systems to manage these risks; (xii) supervising Veresen Inc.'s disclosure controls and procedures, and internal control over financial reporting; and (xiii) establishing procedures for the receipt, retention and treatment of complaints regarding Veresen Inc.'s accounting, internal accounting controls or auditing matters. The Audit Committee has the authority to engage independent counsel and other advisors as it determines necessary to carry out its duties and to set and pay the compensation for such advisors.
View the Audit Committee Terms of Reference
View the Whistle Blowing Procedures
View the Policy Re: Approval of Audit and Non-Audit Services by the External Auditors
