Assurant 2005 Annual Report Download - page 56

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1. Review periodically, with the Company’s counsel, any legal matter that could have a significant impact on the Company’s financial
statements;
2. Review the relevant findings of examinations by regulatory agencies;
3. Obtain regular updates from management and Company’s compliance officer(s) regarding compliance matters;
4. Set clear hiring policies for employees or former employees of the independent auditors consistent with law; and
5. Establish procedures for: (i) the receipt, retention and treatment of complaints received by the Company regarding accounting, internal
accounting controls, or auditing matters; and (ii) the confidential, anonymous submission by employees of the Company of concerns regarding
questionable accounting or auditing matters.
1. Ensure that the code of conduct is in writing and that arrangements are made for all employees to be aware of it;
2. Evaluate whether management is setting the appropriate “tone at the top” by communicating the importance of the code of conduct and
the guidelines for acceptable behavior;
3. Review the process for monitoring compliance with the code of conduct; and
4. Obtain regular updates from management regarding compliance.
1. Ensure that an audit committee report as required by the SEC to be included in the Company’s annual proxy statement is prepared and
included;
2. Report regularly to the full Board:
3. The Committee shall provide such recommendations as the Committee may deem appropriate. The report to the Board may take the form
of an oral report by the Chairperson or any other member of the Committee designated by the Committee to make such report
1. Perform other activities related to this charter as requested by the Board;
2. If necessary, institute special investigations and, if appropriate, hire special counsel or experts to assist;
3. Review and update the charter annually, recommend to the Board any improvement to this charter that the Committee considers
necessary or valuable and receive approval of such changes from the Board;
4. Review and evaluate, at least annually, the performance of the Committee and its members, including by reviewing the compliance of the
Committee with this charter; and
5. The Committee shall conduct its evaluations and reviews in such manner as it deems appropriate.
B-6
Compliance with Laws and Regulations
Compliance with the Company
’
s Code of Conduct
Reporting Responsibilities
With respect to any issues that arise with respect to the quality or integrity of the Company’s financial statements, the Company’s
compliance with legal or regulatory requirements, the performance and independence of the Company’s independent auditors, the
performance of the internal audit function or any matters that may significantly impact the financial condition or affairs of the business;
a. Following all meetings of the Committee; and
b. With respect to such other matters as are relevant to the Committee
’
s discharge of its responsibilities.
Other Responsibilities