AQRB: Code of Conduct
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Constitution reference - Annexure B (article 7.8)
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The Code of Conduct as at May 2008 is as follows:
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Introduction
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The Audit Quality Review Board ("AQRB") monitors the processes by which Participating Monitored Audit Firms seek to ensure their compliance with applicable professional standards and legal obligations regarding independence and audit quality with respect to financial statement audits of Public Interest Entities* by way of Quality Control Reports and Reviews. AQRB is committed to conducting business with integrity, in accordance with the highest ethical standards and in compliance with all applicable laws, rules and regulations.
The purpose of this Code of Conduct, as amended from time to time (the "Code"), is to provide a frame of reference to assist AQRB Relevant Persons (as defined in section 1 below) when considering standards of integrity and objectivity.
All AQRB Relevant Persons are expected to read and comply with this Code.
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* Amended 13 May 2008.
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| Application of Code
| The provisions of this Code apply, according to their terms, to:
(a) members of the board of directors, the Reviewers and staff of AQRB; and
(b) other contractors and consultants to AQRB where the contract for services for such persons contains a provision expressly incorporating this Code, in whole or in part,
together the “AQRB Relevant Persons”.
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 | | | The general principles within this section form the basis for the ethics, rules and standards of conduct contained in the Code. AQRB Relevant Persons shall at all times be mindful of AQRB's role to enhance the credibility and integrity of the Australian auditing framework. In this regard:
| (i) AQRB Relevant Persons shall be mindful of their responsibilities to AQRB, the sensitivity of their positions and the need for public confidence in the due process of AQRB;
(ii) AQRB Relevant Persons shall recognise their duty to perform their work with skill, objectivity and competence;
(iii) AQRB Relevant Persons shall observe both the letter and spirit of the Code.
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| When a situation is not covered by the Code's specific standards, AQRB Relevant Persons shall apply the principles set out in this section, and may consult with St James in determining whether their conduct is proper.
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| | | No AQRB Relevant Person shall act in a manner, regardless of whether specifically prohibited by this Code, which might reasonably create the appearance that the AQRB Relevant Personis:
(i) using his or her position with AQRB, or confidential information obtained through service for AQRB, for the private gain of any person;
(ii) with respect to his or her work for AQRB, giving preferential treatment to any person;
(iii) otherwise hindering or compromising the interests or reputation of AQRB.
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| | | AQRB Relevant Persons shall keep confidential all information received by them in their role and shall comply with the confidentiality obligations set out in each Monitoring Agreement and Quality Control Form Agreement entered into between AQRB and a Participating Monitored Audit Firm or a Participating Audit Firm respectively.
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| | | | AQRB Relevant Persons shall at all times be mindful that, in the course and scope of their appointment or employment activities, they may obtain knowledge of confidential, non-public information that may not be used for the financial gain of themselves or others during or after employment with or appointment to AQRB.
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| | | AQRB Relevant Persons will, during the course of their AQRB duties, treat others with respect and fairness.
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| | | | AQRB is committed to providing a working environment free from discrimination and harassment.
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| | | Each AQRB Relevant Person must disclose to AQRB in writing all agreements or arrangements which may result in them being entitled to payment by any Participating Monitored Audit Firm, at the time of their employment with, or appointment to, AQRB. Disclosures will include entitlements as a former partner, consultant, or employee of the Participating Monitored Audit Firm.
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| | | | While employed by or appointed to AQRB, no AQRB Relevant Person may accept any appointment or contract which may result in them being owed, any financial or other obligation by any Participating Monitored Audit Firm except:
(i) benefits under a bona fide pension, retirement, group life, health or accident insurance, or other benefit plans that are related to service prior to commencement of employment with or appointment to AQRB;
(ii) profit-sharing or other payments related to service with a Participating Monitored Audit Firm prior to commencement of employment with or appointment to AQRB; or
(iii) such other obligations permitted by this Code or as may be specifically and expressly approved by the Board.
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| | | | If an AQRB Relevant Person is owed any financial or other obligation as permitted by subsection (b) above, he or she shall not participate in a Review of that Participating Monitored Audit Firm.
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| Employment
| No AQRB Relevant Person shall engage in any outside activity, whether or not for compensation, that:
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| | | conflicts with his or her responsibilities to AQRB; or
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| | | | otherwise hinders or compromises the interests or reputation of AQRB.
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| Gifts, reimbursements and anything of monetary value
| No AQRB Relevant Person shall directly or indirectly, solicit or accept any gift, reimbursement or anything of monetary value from any source that might reasonably be viewed as:
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| | | raising a conflict with his or her independence, objectivity or responsibilities to AQRB; or
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| | | | otherwise hindering or compromising the interests or reputation of AQRB.
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| Use of AQRB assets
| AQRB Relevant Persons shall protect AQRB's assets and use them solely for the purposes of conducting AQRB business.
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| Disqualification
| If an AQRB Relevant Person becomes aware of circumstances or facts that in his or her judgment might lead a reasonable person to believe that he or she may have contravened the requirements of the Code, he or she shall, at the earliest possible date:
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| | | disclose such details to a representative of St James; and
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| | | | take appropriate measures to correct the position at the earliest practical date, including removing himself or herself from any AQRB matters.
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| Speaking for AQRB
| Unless authorised to speak on behalf of AQRB, AQRB Relevant Persons shall include a disclaimer for any private publication or public statement by indicating that the views expressed are those of the author or speaker and do not necessarily reflect the views of AQRB or other AQRB Relevant Persons.
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| Compliance
| AQRB Relevant Persons are encouraged to seek guidance from St James when in doubt about the best course of action in a particular situation. Additionally, AQRB Relevant Persons are required to report breaches of this Code to St James and will suffer no adverse consequences when making reports about others in good faith. Reported breaches will be investigated promptly and fairly. AQRB will address any identified breach of this Code swiftly and appropriately, including taking disciplinary action and preventative measures where necessary.
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| Waiver
| Unless otherwise prohibited by law, the board of directors (or person to whom the board may delegate this responsibility), in consultation with St James, may grant a request for waiver of any provision of this Code.
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| Failure to Comply
| An AQRB Relevant Person who does not comply with the requirements of this Code is subject to appropriate disciplinary action, up to and including, termination of his or her appointment, employment or contract.
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| Amendment of the Code
| The Directors of AQRB shall carry out an annual review of the Code, in consultation with the Auditor Consultation Group. Any proposed amendment to the Code will be made by the Directors.
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| Definitions
| Unless the contrary intention appears, the definitions provided in paragraph 12 of the Rules of AQRB apply to the words and terms contained in this Code.
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| Changes to Code of Conduct
| 15 May 2008
The Code of Conduct was amended as follows:
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| | Replace "Public Listed Entities" with "Public Interest Entities" in introduction.
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| | Replace "Public Listed Entities" with "Public Interest Entities" in clause 5(c).
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 >> Click here to download a copy of AQRB - Code of Conduct
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