SS · Business Corporations Act
Part 13 — Financial Disclosure
171 Audit committee
other corporation may, have an audit committee.
(2) The audit committee of a reporting issuer must be composed of
not less than 3 directors of the corporation, a majority of whom are
not officers or employees of the corporation or any of its affiliates.
(3) A reporting issuer may apply to the Commission for an order
authorizing the corporation to dispense with an audit committee,
and the Commission may, if it is satisfied that the shareholders will
not be prejudiced by the order, permit the corporation to dispense
with an audit committee on any reasonable conditions that it thinks
fit.
(4) An audit committee shall review the financial statements of the
corporation before they are approved under section 158.
(5) The auditor of a corporation is entitled to receive notice of
every meeting of the audit committee and, at the expense of the
corporation, to attend and be heard at the meeting, and, if so
requested by a member of the audit committee, shall attend every
meeting of the committee held during the term of office of the
auditor.
(6) The auditor of a corporation or a member of the audit
committee may call a meeting of the committee.
(7) A director or an officer of a corporation shall forthwith notify
the audit committee and the auditor of any error or misstatement of
which the director or officer becomes aware in a financial
statement that the auditor or a former auditor has reported on.
(8) If the auditor or a former auditor of a corporation is notified or
becomes aware of an error or misstatement in a financial statement
on which the auditor or former auditor has reported, and if in the
auditor's or former auditor's opinion the error or misstatement is
material, the auditor or former auditor shall inform each director
accordingly.
RSA 2000
(9) When under subsection (8) the auditor or a former auditor
informs the directors of an error or misstatement in a financial
statement,
(a) the directors shall prepare and issue revised financial
statements or otherwise inform the shareholders, and
(b) if the corporation is a r eporting issuer, the corporation shall
file the revised financial statements with the Executive
Director or inform the Executive Director of the error or
misstatement in the same manner that the shareholders were
informed of it.
(10) Every director or officer of a corporation who knowingly
contravenes subsection (7) or (9) is guilty of an offence and liable
to a fine of not more than $5000 or to imprisonment for a term of
not more than 6 months or to both.
RSA 2000 cB-9 s171;2021 c18 s71