Illustrative Audit Committee Charter

Download the Practice Aid

Audit committees are being asked to oversee a broader set of risks including financial reporting, internal controls, auditor independence, compliance, technology, cybersecurity, and emerging disclosure expectations. BDO has developed this Illustrative Audit Committee Charter considering applicable exchange listing standards, SEC regulatory requirements, widely available audit committee charters and tools, and our knowledge and experience in working with public company audit committees and those charged with governance at private companies. This practice aid explains what typically belongs in an audit committee charter and provides illustrative guidance you can adapt to your governance processes and documents.

This practice aid includes:

Plain-language overview 

of NYSE and Nasdaq audit committee charter expectations

Examples of modern evolving oversight topics 

often assigned to the audit committee (e.g. cybersecurity, technology)

An example audit committee charter

you can tailor to your organization

The audit committee charter should reflect the scope of the committee’s responsibilities, including those assigned by the board beyond regulatory requirements, and how those responsibilities are to be carried out. The charter should be assessed at least annually and approved by the board to help ensure that it accurately captures and portrays the role of the audit committee for your organization.

Important: This publication provides illustrative guidance, not legal advice and not a one-size-fits-all charter. Any audit committee charter should be tailored to your organization’s facts and circumstances, reviewed at least annually, and approved by the board. This practice aid will continue to evolve over time as rulemaking, best practices, and resources continue to develop.

Disclaimer: This publication has been prepared by BDO and is intended to provide general information only. It is not intended to be definitive, all-inclusive, or a substitute for professional advice or the reading of relevant rules, standards, and regulations. Users are encouraged to consult the applicable authoritative guidance and seek professional advice as appropriate. BDO shall not be held liable for any loss or damages arising from the use of, reliance on, or reference to this publication.


The BDO Center for Corporate Governance supports directors in effective governance. We offer insights, learning, and networking opportunities through collaboration with BDO subject matter specialists and advisors, specifically designed for boards of directors. The Center helps directors stay informed about best practices, expand their professional networks, and enhance their decision-making skills through tailored programs and expert guidance.

Learn More