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IIA Prods Internal Auditors to Act on Proxy Rules

Tammy Whitehouse | February 12, 2010

The Institute of Internal Auditors is trying to keep internal auditors on their toes with two new reports that raise attention to new proxy disclosure rules and emerging insight on fraud risks.

The first, titled Flash Alert: New SEC Proxy Disclosure Rules, discusses steps that chief audit executives should consider taking to get on top of governance and risk-management practices in light of new proxy disclosure rules from the Securities and Exchange Commission. The IIA gathered a group of internal audit professionals to pick their brains for a list of 10 actions chief audit executives should take to assure internal auditing is an integral part of the new proxy disclosure process.

The new rules from the SEC generally give analysts and investors more information by requiring companies to disclose a wide range of governance activities. The IIA is prodding internal auditors to advocate for audit opinions on the adequacy and effectiveness of risk-management processes and the accuracy of disclosures and compliance.

Richard Chambers, president and CEO of the IIA, said in a statement that the new disclosure requirements and the proper role of internal audit in compliance are top-of-mind for most internal auditors. “The new proxy requirements will place greater pressure on boards to demonstrate their role in the oversight of risk management. And by extension, this presents both challenges and opportunities for CAEs and their internal audit teams,” he said.

Based on the internal audit group’s recommendations, the IIA is telling internal auditors to get up to speed on the new requirements and the related guidance, determine who in the organization is taking charge of compliance, and assure internal audit has a voice in the process. Internal auditors should review the organization’s determination of its status under the new requirements and consider the need for auditing, keeping management, the board, and the audit committee in the loop, the report suggests.

The IIA’s second report, Knowledge Alert: Emerging Trends in Fraud Risk, says a recent survey affirms that fraud risk is still a topic of great debate for many companies. The survey of 300 chief audit executives found that programs to manage fraud risks are moving higher on corporate priority lists. They’re also receiving more attention at the senior management and board levels and are becoming more effective, the results suggest.