HOUSE OF REPRESENTATIVES
THIRTY-FIRST LEGISLATURE, 2021
STATE OF HAWAII
A BILL FOR AN ACT
RELATING TO THE UNIVERSITY OF HAWAII BOARD OF REGENTS INDEPENDENT AUDIT COMMITTEE.
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF HAWAII:
SECTION 1. Section 304A-321, Hawaii Revised Statutes, is amended as follows:
1. By amending subsection (b) to read:
The independent audit committee shall consist of at least three members
but not more than five members who shall be appointed by the chairperson of the
board of regents, from among the members of the board of regents, except as
provided in this subsection. The chair
of the independent audit committee shall be selected [
by and from among its
members.] in a manner consistent with the bylaws of the board of
The independent audit committee shall
include one or more individuals with financial expertise. [
If no member of the board of regents has
the requisite skills, the board of regents shall execute other arrangements, which
may include the appointment of members of the general public who possess the
requisite financial expertise to the independent audit committee to ensure that
the independent audit committee has the capacity to carry out its duties.]"
2. By amending subsection (d) to read:
"(d) The independent audit committee shall be exempt from chapter 91 and part I of chapter 92 to the extent that the independent audit committee is engaging in discussions with internal or external auditors on matters that should remain confidential, in accordance with nationally recognized best practices for independent audit committees, or in proceedings arising from an investigation by the independent audit committee relating to potentially actionable civil or criminal conduct, whether or not the investigation is pending or outstanding. At the discretion of the chair of the independent audit committee, discussions under this subsection may be held in the absence of the president of the University of Hawaii or the chief financial officer of the university."
3. By amending subsection (f) to read:
The independent audit committee shall engage in [
relating to enterprise risk management including:
(1) Providing oversight of risk management, which shall include determining overall strategy and influencing the university's risk philosophy;
(2) Inquiring of the president of the University of Hawaii, the chief financial officer of the university, and external auditors about significant risks or exposures faced by the university;
(3) Assessing steps that the president of the University of Hawaii has taken or proposes to take to minimize those risks to the university and periodically reviewing compliance with those steps; and
(4) Reviewing with the general counsel of the University of Hawaii, external auditors, external counsel, and the chief financial officer of the university legal and regulatory matters that, in the opinion of the president of the University of Hawaii, may have a material impact upon the financial statements, related organization compliance policies, and programs and reports received from regulators."
SECTION 2. Statutory material to be repealed is bracketed and stricken. New statutory material is underscored.
SECTION 3. This Act shall take effect on July 1, 2060.
University of Hawaii; Board of Regents; Independent Audit Committee
Requires the independent audit committee chair of the University of Hawaii board of regents to be selected in a manner consistent with the board's bylaws. Limits the Board's flexibility to appoint members with certain skill sets to its independent audit committee. Clarifies the independent audit committee's role relating to enterprise risk management. Exempts the independent audit committee from chapter 91 and part I of chapter 92, HRS, in its discussions with auditors on matters that should remain confidential, in accordance with national best practices, and at the independent audit committee chair's discretion, allow the discussions to be held in the absence of the University of Hawaii president or chief financial officer. Effective 7/1/2060. (HD1)
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