FUNBIO INTERNAL AUDIT CHARTER

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1 FUNBIO INTERNAL AUDIT CHARTER P-30/2014 Responsible Area: Internal Audit Area OBJECTIVE: To present the standards that govern the activities of the Funbio Internal Audit Area. SCOPE: This policy applies exclusively to Funbio and covers all its areas.

2 VALIDATION Current Version Action Data Approved 11 Apr Beginning of Validation 11 Apr 2014 Next review Nov 2016 CONTROL OF VERSIONS Version Date Drafted by Status Mar 2014 Alexandra Viana - AI Draft Mar 2014 Rosa Lemos - SG Review 1 11 Apr 2014 Governing Council Approval RELATED DOCUMENTS: Code of Ethical Conduct; Funbio Internal Audit Operations Manual; Employee Handbook; Funbio Annual Internal Audit Plan. CONTACT: The Internal Audit Area of Funbio may be contacted by Privacy: This document contains important information on internal standards and may only be used by Funbio employees. This policy may not be divulged to people outside Funbio, nor should it be modified without the prior approval of the competent area. Fundo Brasileiro para a Biodiversidade 2

3 CONTENTS I. Introduction... 4 II. Characteristics... 4 III. Management and supervision of internal audit activities... 4 IV. Ethical conduct and guidelines... 5 V. Authority and responsibility... 6 VI. Confidentiality of documents... 6 VII. Organization... 7 VIII. Independence... 7 IX. Functions... 8 X. Types of audit engagement... 9 XI. Engagements... 9 XII. Annual Internal Audit Plan... 9 XIII. Audit report... 9 XIV. Relationship with external auditors XV. Periodic evaluation XVI. Review of internal audit charter XVII. References: Fundo Brasileiro para a Biodiversidade 3

4 I. INTRODUCTION 1. The objective of this Charter is to guide the activities of the Internal Audit Area of FUNBIO, covering its main aspects, principles and standards. In particular, it defines the relationship between the Internal Audit Area and the audited areas, the management, and inspection entities, with the purpose of providing the independence and objectivity needed for the best execution of its activities. 2. It further aims to provide the auditor with guidelines for audit engagements designed to appraise different aspects of the management process, such as: i) corporate governance; ii) risk management; and iii) procedures for complying with regulatory standards. Observance of these aspects enables any deviations and weaknesses in the organization to be identified in advance. 3. This charter is based primarily on the guidelines issued by Instituto dos Auditores Internos do Brasil (Institute of Internal Auditors of Brazil, AUDIBRA) and The Institute of Internal Auditors (IIA). 4. Internal audit activities must also comply with the policies and procedures of the Brazilian Biodiversity Fund (Funbio), such as its Code of Ethical Conduct, Employee Handbook, and the Internal Audit Operations Manual. II. CHARACTERISTICS 5. The Internal Audit area must act in an independent and objective manner in its evaluations and consultancies, using structured methods to monitor, advise, analyze, identify and verify activities in evaluations of the integrity, suitability, effectiveness, efficiency and cost-effectiveness of processes, information systems and risk management. Its goal is to help strengthen the management of Funbio, especially its internal control structure, and to evaluate the way its budget, financial and equity resources are invested, and to provide support for the Secretary General, Finance and Audit Committee and Governing Council. III. MANAGEMENT AND SUPERVISION OF INTERNAL AUDIT ACTIVITIES 6. The Internal Audit area was established by the Governing Council, which is also responsible for defining its responsibilities. 7. The Internal Audit area s activities are supervised by the Secretary General, to whom it is subordinated. Fundo Brasileiro para a Biodiversidade 4

5 IV. ETHICAL CONDUCT AND GUIDELINES 8. The conduct of the Internal Auditor must be guided by the Funbio Code of Ethical Conduct and its administrative standards. 9. Providing they are not in conflict with the Funbio Internal Regulations, the audit activities and engagements must also be guided by the codes of ethics for internal auditors issued by IIA and AUDIBRA, with whatever adaptations are deemed necessary. 10. In its engagements, the auditor must observe the following minimum criteria: a) Ethical Behavior: respect the interests of society and codes of conduct; not take advantage of the function for personal or third-party gain; assure the confidentiality of the information obtained, refraining from divulging it to third parties without specific authorization, except when legally or professionally bound to do so. b) Professional Care and Attention: act with prudence, skill, care and attention during audit engagements and when divulging their findings in order to minimize the margin for misconduct; be guided by common sense in all actions and recommendations; fulfil the general standards that govern internal audits and general or specific procedures for such. c) Independence and impartiality: maintain independence towards auditees in order to assure the impartiality of the work, and in all other matters relating to professional activities; maintain professional objectivity and not engage in activities that may hamper continued independence; not take part in committees involved in verifying responsibilities or inspecting contracts or in working groups that involve managerial matters, except those that relate to audit activities; when prevented from undertaking activities, communicate this formally to the Secretary General, together with the reasons, to enable an analysis of the facts and the adoption of necessary measures. d) Integrity and Objectivity: Fundo Brasileiro para a Biodiversidade 5

6 take the legislation as the basis for the planning of engagements according to agreed-upon internal instructions, and when selecting and applying technical procedures and doing the examinations and tests required for the audit reports; use evidence and documents that substantiate the reality and veracity of the facts encountered in the circumstances examined; express reasons or arguments that lead to expressions, recommendations and analyses supported by the current legislation, internal regulations, external standards, doctrines and jurisprudence in such a way as to protect the management. e) Ongoing technical competency building: keep informed and up-to-date and adopt any applicable changes in techniques, procedures and standards. f) Courtesy: use polite written and spoken language when communicating with people and institutions, respecting superiors, subordinates and peers and all others involved in professional dealings. V. AUTHORITY AND RESPONSIBILITY 11. In the course of rendering technical support for the Governing Council, the auditor must have the power to make requests of whatever kind deemed necessary for their engagements to any area of Funbio. Unlimited access must be given to the premises, information and documents needed to obtain the goals of planned or proposed audit engagements in compliance with the legislation pertaining to internal controls and the Funbio Bylaws and Internal Regulations. 12. The Internal Audit area must be notified by the areas in question about any inspections and/or audits being undertaken by internal or external control entities, including copies of the respective reports for their information and knowledge. 13. All employees and managers are expected to cooperate with the internal auditor by providing access to information, documents, assets, facilities and systems pertaining to Funbio. VI. CONFIDENTIALITY OF DOCUMENTS 14. The confidentiality of documents and information accessed by the internal auditor in audit engagements must be maintained. Fundo Brasileiro para a Biodiversidade 6

7 15. Reports containing the results of audits must be submitted to the audited areas and/or those involved with the operations and to the Secretary General for appraisal. 16. The content of reports and any other information on audit engagements, whether partial or complete, may only be divulged to external sectors through the mediation of the Governing Council or by another officer delegated by it. VII. ORGANIZATION 17. Funbio s Internal Audit area is comprised of just one auditor. Requests to hire external experts may be submitted, or experts from Funbio may be used for situations for which the internal auditor has insufficient knowledge or technical skills to conduct the examinations, evaluations or analyses of specific or exceptional subjects. 18. The following communication flow must be observed: Governing Council Finance and Audit Committee Secretary General Internal Auditor VIII. INDEPENDENCE 19. Internal audit activities, as set forth in the Annual Internal Audit Plan, approved by the Governing Council, must be free of any influences on the scope of engagements, procedures used and content of reports, in order to assure full independence and objectivity. 20. In order to ensure the impartiality and objectivity inherent to the work, the internal auditor must be restricted to undertaking activities typical of the function, thereby avoiding activities that extend beyond the designated scope. Fundo Brasileiro para a Biodiversidade 7

8 IX. FUNCTIONS 21. The Internal Audit area is responsible for: a) monitoring the performance of Funbio management by verifying the legality and legitimacy of its acts, and reviewing and assessing the cost-effectiveness, efficiency and effectiveness with which its resources are employed; b) evaluating the management s performance in the efficient and effective achievement of planned (physical and financial) objectives and targets; c) evaluating and proposing measures for improving internal controls and disseminating administrative best practices; d) following up on the fulfilment of due diligence, recommendations and external audits; e) preparing an Annual Internal Audit Plan every year that contains the engagements for the following year, to be forwarded to the Secretary General for appraisal and submitted to the Governing Council for approval; f) executing the Annual Internal Audit Plan and justifying the non-fulfilment of any planned actions; g) preparing the Annual Internal Audit Report; h) providing consultancy for the Governing Council and Secretary General regarding the fulfilment of their statutory duties; i) issuing opinions on questions raised by managers or identified in audits that need to be prioritized because of their relevance and materiality; j) evaluating administrative procedures involving revenues, expenses and the nature of operations; k) appraising the reliability and integrity of budget, financial, operational and equity information; l) taking part in and supervising the hiring of specialized services for internal audits when required; m) giving an opinion on internal matters when so requested or required, provided this does not constitute a conflict with audit activities; n) conducting other activities as required within the designated scope of action. Fundo Brasileiro para a Biodiversidade 8

9 X. TYPES OF AUDIT ENGAGEMENT 22. Internal audits, depending on when they are done, may be preventive, concomitant or detective (after the event). 23. All the activities involved in internal audit engagements must be carried out on the Funbio premises in observance of the Annual Internal Audit Plan or in special engagements requested by the Governing Council, Finance and Audit Committee or Secretary General. XI. ENGAGEMENTS 24. Internal audit engagements must include examining and evaluating the suitability and effectiveness of procedures adopted, risk management processes, internal controls, and performance in fulfilling the duties required to attain the organization s goals and targets. 25. Special engagements must be conducted according to the degree of relevance, the availability of resources, and the prioritization of engagements approved in the Annual Internal Audit Plan. 26. Internal auditors may not take part in any activities of a co-managerial nature, as this may impair the work of the auditor and subsequent evaluations. XII. ANNUAL INTERNAL AUDIT PLAN 27. By the last working day of November every year, the Internal Audit area must submit for the analysis of the Secretary General an Annual Internal Audit Plan containing the engagements for the following year, including the objectives, resource allocation, and distribution of hours and activities per engagement. 28. The Annual Internal Audit Plan must be prepared in accordance with Funbio s policies and procedures and, once approved by the Governing Council, must be submitted to the Secretary General, who will monitor its execution and development. 29. The Annual Internal Audit Plan must cover the following topics: areas and types of engagement; risk assessment; objectives and scope; and schedule and resource allocation. XIII. AUDIT REPORT 30. At the end of each engagement, the Internal Audit area must issue an audit report, which must be sent to the managers involved in the subject, the Secretary General, Fundo Brasileiro para a Biodiversidade 9

10 the Finance and Audit Committee and the Governing Council, depending on the relevance of the matters discussed. 31. The response of the audited areas to the main issues raised and recommendations made must be monitored and observed in later work. XIV. RELATIONSHIP WITH EXTERNAL AUDITORS 32. The respective actions of external auditors and the internal auditor must be agreed upon to assure full coverage and reduce duplication of efforts. 33. Internal and external auditors must hold periodic meetings and communicate regularly to discuss matters of common interest and ensure their respective work is coordinated. 34. External auditors must be given free, full access to the internal auditor s plans, working documents and reports and be informed of all pending issues, action plans and their respective status. XV. PERIODIC EVALUATION 35. The internal auditor must inform the Secretary General and Governing Council about the quality assurance of the internal audit engagements, including the results of the internal evaluations underway. An internal evaluation is conducted by sending a questionnaire to the audited areas asking for the internal auditor s work to be evaluated in terms of the efficiency and effectiveness of the audit. To assure independence, this report must be sent directly to the Secretary General. External evaluations must be made once a year, and this activity must be included in the scope of the external auditors work. XVI. REVIEW OF INTERNAL AUDIT CHARTER 36. The Finance and Audit Committee must review this charter at least once a year. The Secretary General and Governing Council must formally approve any substantial amendments based on recommendations given by the Finance and Audit Committee. Internal Audit Charter Approved on,. Fundo Brasileiro para a Biodiversidade 10

11 Internal Auditor SECRETARY GENERAL Finance and Audit Committee Governing Council Fundo Brasileiro para a Biodiversidade 11

12 XVII. REFERENCES: IIA The Institute of Internal Auditors - International Standards for the Professional Practice of Internal Audit (IIA) (2009). Where relevant, sections of this Manual also incorporate other elements of the International Standards for the Professional Practice of Internal Auditing. AUDIBRA Instituto dos Auditores Internos do Brasil. Fundo Brasileiro para a Biodiversidade 12

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