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cost accountant, whether engaged in practice or not, or such other professional as may be decided by the
                  Board to conduct internal audit of the functions and activities of the companies.

                  The internal auditor may or may not be an employee of the company.

          QNO    Reporting Approach                                                      New Course – (SM23)
          352.600 TITANIUM CNO -- Unique
                 "The XYZ  Ltd is has appointed Mr. A to conduct  their internal audit for new financial year. The Audit
                 committee requested Mr. A to present their Internal Audit plan for next financial year? What approach
                 would Mr. A follow to prepare the internal audit plan for next year?"
          Answer  The  internal  auditor  should,  in  consultation  with  those  charged  with  governance,  including  the  audit
                  committee, develop and document a plan for each internal audit engagement to help him conduct the
                  engagement in an efficient and timely manner.

                  Internal audit plan should be developed in such a manner that all the business processes covering both
                  financial  as  well  as  operational  activities  are  reviewed  by  internal  audit  function  within  a  defined  time
                  cycle.  Also,  ensuring  that  appropriate  consideration  is  made  and  adequate  balance  is  ensured  to  the
                  following:
                     ➢  Risk underlying the business process.
                     ➢  Value that the internal audit can provide to the organization.
                     ➢  Effort involved in conducting the internal audit for a particular business process.
                     ➢  Risk Appetite of the organization
                     ➢  Coverage of all auditable areas within the defined time range


          QNO    Reporting Structure for Internal Auditor                                New Course – (SM23)
          352.610 TITANIUM CNO -- Unique

                 The XYZ Ltd has to appoint Mr. A as Chief Internal Auditor to lead the internal audit function for the
                 Company.  The  Managing  Director  of  the  Company  has  asked  the  HR  head  to  define  the  reporting
                 structure of the Chief Internal Auditor, so that he can discharge his duties objectively? Suggest the ideal
                 reporting structure of the Chief Internal Auditor that HR head may propose to the Managing Director?
          Answer  HR  Head  need  to  evaluate  multiple  options  and  identify  most  suitable  option  in  light  of  the  relevant
                  provisions, guidance and overall governance of the organization. HR head also need to evaluate different
                  option  for  his  administrative  reporting  and  various  options  for  functional  reporting  of  Chief  Internal
                  Auditor. The possible options to be considered and evaluated include Board of Directors, Audit Committee,
                  Managing Director of the Company, Chief Executive Officer or Chief Financial Officer.

                  As per section 138 of the Companies Act 2013, the internal auditor shall either be a chartered accountant
                  or  a  cost  accountant  (whether  engaged  in  the  practice  or  not),  or  such  other  professional  as  may  be
                  decided by the Board to conduct an internal audit of the functions and activities of the company.

                  As per the revised definition of the term ‘Internal Audit’ as per para 3 of the ICAI’s Framework Governing
                  Internal Audits, “Internal audit provides independent assurance on the effectiveness of internal controls
                  and risk management processes to enhance governance and achieve organisational objectives”.

                  Refer para 3.1, The Internal Auditor shall be free from any undue influences which force him to deviate
                  from the  truth.  This  independence  shall  be  not  only  in  mind  but  also  in  appearance.  Also, the  internal
                  auditor shall resist any undue pressure or interference in establishing the scope of the assignments or the
                  manner in which these are conducted and reported, in case these deviate from set objectives.

                  As per the requirement of the above stated provision, Chief Internal Auditor need to be independent of the
                  operational  activities  and  report  of  Audit  Committee  /  Board  of  Directors  to  enjoy  his  true  status  of
                  independent auditor. He may administratively report to CEO or Managing Director for his administrative
                  reporting purpose or any other similar authority till the time it is approved by Board of Directors and it
                  does not impact his independence to be able to perform his duties and report to audit committee / Board
                  of Director independently.
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