It is very important for internal auditors to understand corporate governance correctly. Only by correctly understanding the definition of corporate governance can we build a framework of enterprise control on the basis of this definition and redesign a new internal audit model within this framework, so that internal audit can contribute to the value-added activities of enterprises.
1. Definition of corporate governance. The so-called corporate governance, in a broad sense, refers to a set of legal, cultural and institutional arrangements related to the distribution of corporate control rights and residual claims, which determines the company's goals, who exercises control rights in what state, and how to distribute risks and interests among different enterprise members.
2. The internal control framework of the company. The early guidance of corporate governance came from the United States and Canada, which had a great influence on the research and practice of corporate governance theory. The representative is the overall framework of internal control proposed by COSO. In COSO's report, the internal control procedure is defined as a process influenced by directors, management and others in the organization to reasonably ensure the following objectives: the effectiveness and efficiency of business, the reliability of financial reporting and compliance with laws and regulations.
The revolutionary breakthrough of this model is to list risk assessment as an organic part of the company's internal control.
An effective internal control system focuses on the following aspects: the necessary conditions for risk realization; The nature and degree of risk are acceptable to enterprises; If these potential risks are realized, they will cause harm to enterprises; Measures to reduce the occurrence of risks and the ability to resist risks; Costs and benefits of related risk control.
Second, the role of the audit committee in the corporate governance structure.
1, the audit committee can improve the credibility of financial information. At present, there are many problems in China's listed companies, such as "one share is dominant", too many state-owned shares and lack of supervision and checks and balances. The management and board of directors of most companies are controlled by a few people sent by major shareholders, which forms an abnormal phenomenon of "insider control" Some listed companies failed to implement the "three separations". Because people, money and things are inseparable, some big shareholders encroach on the interests of small shareholders. It is these chaos that led to the birth of the audit Committee.
Audit Committee is an effective channel to contact external auditors and company shareholders. The Audit Committee ensures the effectiveness, efficiency and independence of the auditor's audit by examining the internal control procedures, the role of internal audit, accounting policies, management information, annual financial reports and the inspection results of external auditors, and achieves the following objectives: enhancing the public's confidence in the reliability of the company's financial information; Assist the company's directors (especially independent directors) to better perform their financial reporting duties; Provide new communication channels to improve the independence of external auditors. In addition, the establishment of an audit committee has the following advantages: improving the quality of management accounting information and promoting better communication among directors, external auditors and management.
2. The Audit Committee guides the internal audit to monitor risks and contribute to the value-added activities of enterprises. By recommending external auditors and fully communicating with them, the audit committee improves the credibility of financial information disclosure. At the same time, through the supervision and guidance of internal audit work to monitor risks, to ensure the sustained, healthy and stable development of enterprises. Internal auditors can accurately judge the entry point of the audit by being familiar with the risk characteristics of the company's business processes. Analyze, evaluate and rate the risks, and then arrange the audit plan; Pay attention to risk prevention and control; Carry out risk segmentation, audit risk control means and procedures according to different economic and business risks, and check their effectiveness.
The Audit Committee supervises the internal audit, guides and rechecks the articles of association, budget, personnel, work plan and audit results of the internal audit, so as to improve the independence of the internal audit and realize the monitoring of the main risks of the company's operation, and has a special control position in the corporate governance structure.