Blackberry 2014 Annual Report Download - page 78

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70
(5) Review with management and the Corporation's independent auditors such accounting policies (and changes
therein) of the Corporation, including any financial reporting issues which could have a material impact on the Corporation's
financial statements, as are deemed appropriate for review by the Committee prior to any year-end or quarterly filings with the
SEC, the OSC or other regulatory body;
Oversight of Risk Management
(1) Require management to identify and review with the Committee a portfolio view of the major areas of risk facing
the Corporation and management's strategies to manage those risks;
(2) Review, at least annually, management’s risk appetite;
(3) At least annually, review in light of risk appetite, the Corporation’s enterprise risk management process, including
key policies and procedures for the effective identification, assessment, monitoring and control of the Corporation’s principal risks
and the Corporation’s compliance with such policies and procedures;
(4) Require, at least quarterly, management to update the Committee on any material or noteworthy changes relating
to (1)-(3), immediately above, and the activities of the Corporation’s Risk Management and Compliance Council;
(5) Consult periodically with the Compensation, Nomination and Governance Committee on risk management
matters within its purview;
(6) Encourage an open and constructive risk dialogue between the Board and management on areas relating to risk
management;
Oversight of the RPA Group and Quarterly Reviews
(1) Review the Committee’s level of involvement and interaction with the Corporation’s RPA Group, including the
Committee’s line of authority and role in appointing and compensating employees in the RPA Group;
(2) Review and advise on the appointment, replacement, reassignment, or dismissal of the leader of the RPA Group;
(3) Review the performance, effectiveness, degree of independence and objectivity of the RPA Group and the
adequacy of its audit process;
(4) Review RPA Group reports, as well as management’s response to such reports, and review and approve the
annual audit plan of the RPA Group, including the proposed audit universe, priorities, staffing, and, on a quarterly basis, the status
of the audit plan and the then current assessment and management of risk;
(5) Review the effectiveness of the RPA Group's methodology relating to its assessment of risks to the Corporation,
including the factors considered and the relative weighting of such factors, and consider changes in management's assessment of
risks;
(6) Review with management the progress and results of all RPA Group projects, approve procedures for
implementing accepted recommendations, and, when deemed necessary or appropriate by the Committee, direct the Corporation’s
Chief Executive Officer to assign additional audit projects to the leader of the RPA Group;
(7) Meet privately with the leader of the RPA Group to discuss any areas of concern, and to confirm that (i) significant
issues are brought to the Committee’s attention, (ii) the principal risks of the Corporation’s business have been identified by
management and appropriate policies and systems have been implemented to manage such risks, and (iii) the integrity of the
Company’s internal control and management information systems are satisfactory;
Oversight of Financial Reporting Process and Internal Controls
(1) Review the adequacy and effectiveness of the Corporation's accounting and internal control policies and
procedures through inquiry and discussions with the Corporation's independent auditors and management of the Corporation;
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