Our Audit Committee Chair is a very nice guy. Unfortunately, he does not do well speaking in front of large groups (e.g. the Board). A couple of years ago, the Audit department began preparing notes for him to take to Board, after a major flub on his part. Keep in mind that he is presented with the Audit reports no less than one week prior to each AC meeting. (In my opinion, there is no reason not to be prepared). After our most recent meeting, which happened to be relatively lengthy, he failed to look over the notes he was provided with and went in to the Board a couple of hours later and not only stumbled and mumbled through his entire presentation, but actually delivered incorrect information that was exactly the opposite of what he was essentially told to say.

Here is my main concern.
If he goes in to the Board and stumbles and mumbles through everything, how can we be sure that everything that should be presented is being presented? He always hands his notes to the BoD secretary after his presentation, and she adds his information to the minutes - so if he misses something or misspeaks and then she blindly copies his notes into the minutes, isn't that kind of falsifying minutes, in a somewhat unintentional way?

My suggestion would be to provide the notes directly to the Board so they will get the right information. Then the Chair can be present to answer questions if needed.

We have also tossed around the idea of the RMO presenting on behalf of the AC Chair, but not sure how that will be perceived by the other Board members.

If the Audit Committee Chair cannot fulfill their duties in the charter, is it time to recommend a replacement? My AC Chair would never accept notes telling her what to say. She summarizes the meetings in her own words and does an excellent job. The OCC would expect nothing less.

Curious...how big is your bank?

Approaching 1.5 billion. Jen, we have passed that suggestion around, but unfortunately "Politics Reign Supreme" here, so it is yet to be determined if any solution will be sought. As far as opinions being respected around here unfortunately we are somewhere between the landscapers and the guy who paints the lines in the parking lot.

YIKES! At your size I'd want someone well versed in bank financials. Good luck!

I'm very thankful for my audit chair who has an accounting degree and spent time as an auditor in the private sector.

I'm surprised your board still allows him to be the chair. I have a feeling the lack of respect for your position is because of his lack of competence. You are in a tough spot, good luck!

Only our minutes are presented to the BOD. Our BOD and Audit Committee have different meeting schedules.

same here

Osucpa, that's a bright idea but unfortunately our AC meetings are about one hour prior to the Board meetings.

Ours use to be, now they are the week before. It give the Chair time to prepare her thoughts and then present timely to the Board. We briefly tried after, that was just stupid.

Been there! I feel for ya! My former bank CEO is now a jail-bird.

Politics aside its still a challenge to get everyone on the same page and take these things seriously. Once had a board secretary ask me what I did at the bank. The bank pres told him, "he keeps your butt out of jail." I never had a problem with him after that.

CCman, if only everybody saw us that way!

I don't get no respect, no respect at all. :-p