HC-3.2.1

The Board should establish an audit committee of at least three directors of which the majority should be independent including the Chairman. The committee should:

(a) Review the company's accounting and financial practices;
(b) Review the integrity of the investment firm licensee's financial and internal controls and financial statements;
(c) Review the investment firm licensee's compliance with legal requirements;
(d) Recommend the appointment, compensation and oversight of the investment firm licensee's external auditor; and
(e) Recommend the appointment of the internal auditor (whether in-house or outsourced).
Amended: January 2013
January 2011