Finance & Audit Committee

The Finance & Audit Committee is to be composed of at least five voting members. It is preferred that any member(s) serving on the Finance & Audit Committee have financial experience or expertise when possible.

• Chair: The treasurer, a member of the Board, will serve as a voting member and the chair of the Committee. The Treasurer is nominated by the Leadership Development Committee and elected by the Board of Directors.
• Voting Members: In addition to the treasurer, the committee is comprised of three Board members and three nonBoard members. The Board of Directors will appoint three Board members to serve on the Finance & Audit Committee. A Board member may not serve more than one three-year term on the Committee. NonBoard Committee members are nominated by the Leadership Development Committee and are appointed by the Board of Directors. The term of each nonBoard member of the committee shall be three years; a member may not serve more than one term.
• Executive Committee: The immediate past president, president and president-elect are ex officio members of the committee as nonvoting members unless elected to serve as voting members by the Board of Directors.
• Other Ex Officio: The Chief Executive Officer and the Publications Committee chair are ex officio members without vote. The Chief Financial Officer serves as the staff liaison.
• Phase-In: During the transition period under the new governance structure adopted in 2024, the revised committee composition described herein will be phased in over a period not to exceed three years as the original terms of committee members serving as of 2024 expire.

• Recommend to the Board the appointment and discharge of the external auditors; review and confirm the independence of the external auditors before finalizing the recommendation.
• Review with management and the external auditors the results of the audit, including any difficulties encountered including but not limited to significant accounting and reporting issues or matters requiring attention by the external auditors.
• Review the annual financial statements and footnotes with the external auditors and management and consider whether they are complete and consistent with information known to the Committee members and reflect appropriate accounting principles.
• At the fall meeting, review and recommend approval of an annual operating budget for the succeeding year based on a proposed budget submitted by the Chief Financial Officer.
• At the spring meeting, review budget reporting and updates for the current year, as provided by the Chief Financial Officer.
• Monitor the financial health of the Society and report to the Board of Directors at each meeting. Recommend to the Board of Directors any policies and fiscal planning measures that ensure the financial health and sustainability of the Society.
• Review the summary annual financial report to be published publicly.
• Review and elevate to the Board of Directors any financial matter that should be brought to the attention of the members.
• Review the Society’s Investment Policy Statement and Reserves spending policies at least annually and recommend approval of any revisions to the Board of Directors. Recommend to the Board of Directors the appointment or removal of Investment Advisors.
• Review annually the salary pool for staff members of the Society with recommendations of appropriate salary adjustments for inclusion in the annual budget approved by the Board at the fall meeting.

As an officer of the board and chair of the Finance and Audit Committee, the treasurer is responsible for the oversight of all aspects of APS finances. Working closely with the CEO and chief financial officer, not only do they monitor the organization’s financial health, but they also keep the Board of Directors informed so that they can make better decisions that ensure the allocation of financial resources align with APS’s mission and strategic objectives.

The ideal treasurer should have the following specific competencies:

• Financial expertise. The treasurer should have a solid background or related experience in activities related to financial oversight. At a minimum, they should be familiar with general financial principles, budgeting, and financial reporting and analysis. This could include but is not limited to having served on the APS Finance and Audit Committee, the finance committee of a similar society, a governing body of a foundation or university endowment fund, serving as a dean or chair of a department with significant operational budget oversight, or serving on a board of directors with fiduciary oversight of an organization’s finances.
• Nonprofit experience. Prior experience working with nonprofit organizations. Candidates should understand the nonprofit sector and the unique financial considerations they face. Examples of nonprofit experience include serving on the board of directors of a nonprofit or serving in an oversight or advisory role for a foundation or endowment.
• Budget oversight experience. Demonstrated skills related to budget management with direct decision-making and oversight accountabilities. Experience monitoring expenditures and revenues.

General competencies needed to serve successfully as the APS treasurer:

• Integrity and ethics. The treasurer will have access to sensitive financial information and will be responsible for the oversight of significant funds. Individuals with integrity, ethics, discretion, and a commitment to transparency and accountability are essential.
• Diligence. A treasurer should be sufficiently detail-oriented to oversee financial audits, review financial reports, and identify potential financial risks.
• Strategic mindset. A treasurer should understand what is going on both internally within APS and externally so they can recognize and anticipate patterns in how the operating environment is changing. They should have the ability to incorporate this understanding into sound financial decisions that ensure all financial resources are used efficiently and aligned with the APS’s goals.
• Analytical skills. The treasurer should be able to analyze financial data, identify trends, and guide the Board when making informed financial decisions.
• Communication skills. Effective communication is critical for a treasurer to convey financial information to fellow board members and other stakeholders in a clear and understandable manner.