The Audit Committee, under supervision of the Board of Governors (BoG), shall perform such duties as designated and required by California law and as assigned periodically by the Board of Governors by resolution.
The Audit Committee was created in order to be in compliance with the California Nonprofit Integrity Act of 2004.
The Society for Conservation Biology is incorporated in the State of California and is, therefore, governed by California law. In 2004, the state adopted Senate Bill 1262, the Non-Profit Integrity Act of 2004. It requires that organizations located in, chartered by, or operating in the State of California, and that have gross revenue of $2 million or more, comply with the following:
- Have an annual audit performed by an independent auditor.
- If the auditor provides non-audit services to the organization, the auditor must comply with “independence standards” set by the U.S. Comptroller General.
- Provide copies of audits to the California Attorney General within 9 months of the end of the fiscal year.
- The BoG must establish an Audit Committee and appoint its members.
- The Audit Committee can NOT include staff, the President, CEO, CFO or Treasurer of SCB. The audit committee can have no more than 49% finance committee members on it.
- The Audit Committee, under BoG supervision, must make recommendations to the BoG on who to hire (or fire) as auditors, and can negotiate an audit contract on behalf of the BoG.
- The Audit Committee must confer with the auditor and assure itself thereby that the affairs of SCB are in order; review the audit and decide whether to accept it; and insure that if the auditor performs non-audit services for SCB that the auditor conforms with “independence standards” set by the U.S. Comptroller General.
- The BoG must approve executive compensation, including benefits, and insure that it is “just and reasonable.” The review and approval must occur at initial hiring, when a term of employment in renewed, or when salary adjustments are made.
The law became effect January 1, 2006. At the 2006 Members Meeting the SCB bylaws were amended to comply with the California Nonprofit Integrity Act of 2004.