SR.2 - Combine Audit and Finance Committees
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AN ORDINANCE OF THE MIAMI CITY COMMISSION AMENDING CHAPTER 2/ARTICLE XI OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED (“CITY CODE”), TITLED “ADMINISTRATION/BOARD, COMMITTEES, COMMISSIONS,” TO COMBINE THE AUDIT ADVISORY COMMITTEE AND THE FINANCE COMMITTEE INTO THE FINANCE AND AUDIT ADVISORY COMMITTEE ("COMMITTEE"); MORE SPECIFICALLY BY REPEALING IN ITS ENTIRETY DIVISION 4, SECTIONS 2-946 TO 2-951 TITLED “AUDIT ADVISORY COMMITTEE;” FURTHER AMENDING DIVISION 6, SECTIONS 2-1011 TO 2-1018 CREATING THE “FINANCE AND AUDIT ADVISORY COMMITTEE;” CONTAINING A SEVERABILITY CLAUSE; AND PROVIDING FOR AN EFFECTIVE DATE.
Sponsors
Department: Commissioners and Mayor
Category: Elected Official Item
WHEREAS, the ordinances creating these Committees have not been significantly updated and realigned to serve with the City of Miami’s (“City”) current vision and mission; and
WHEREAS, many of the Committees have overlapping duties and functions, which strain the limited resources of the City; and
WHEREAS, the City Commission has determined that the functions of the Finance Committee and the Audit Advisory Committee should be combined and realigned with the newly formed Finance and Audit Advisory Committee;
NOW, THEREFORE, BE IT ORDAINED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Ordinance are adopted by referenced and incorporated as if fully set forth in this Section.
Section 2. Chapter 2/Article XI/Division 4 of the Code of the City of Miami, Florida, as amended (“City Code”), is amended in the following particulars:
“CHAPTER 2
ADMINISTRATION
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ARTICLE XI. BOARDS, COMMITTEES, COMMISSIONS
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DIVISION 4. AUDIT ADVISORY COMMITTEE.RESERVED.
Sec. 2-946. Created; number of members; function.
A Miami audit advisory committee is hereby created consisting of five persons. The basic function of the committee is to assist the mayor, city commission and the city manager in fulfilling their fiduciary responsibilities relating to accounting, auditing and financial reporting. The committee shall:
(1)Review the annual audit of city accounts performed by the independent external auditor.
(2)Review the annual management letter developed by the independent external auditor.
(3)Review the systems of internal controls utilized by the city.
(4)Review the city's compliance with the GASB (Government Accounting Standards Board) guidelines and requirements.
(5)Review internal audit reports where it is felt by the internal auditor that fraud or criminal conduct may be involved, to the extent that it does not compromise criminal investigations.
(6)Review the audit selection committee's recommendations for selection of an independent external auditor if requested by or directed by the city commission.
(7)Review such other financial matters as requested by the city manager or as directed by resolution of the city commission.
Sec. 2-947. Composition; terms.
(a)The composition of the Miami audit advisory committee shall be as follows:
(1)Each city commissioner shall recommend one member subject to appointment by the city commission.
(2)All members appointed by the city commission shall serve for a period of one year or until the nominating commissioner leaves office, whichever occurs first.
(3)The independent auditor general and the director of finance shall not be members of the committee but shall be informed of and invited to attend each committee meeting.
(4)All members shall be qualified and distinguished by their education, experience and attainments in the accounting profession, the practice of law, banking or business management. Members of the committee shall be selected from among the following:
a.A controller or chief financial officer of a large commercial enterprise (with size measured by dollar sales/revenue volume).
b.A commercial or investment banker associated with a large financial institution.
c.A practicing certified public accountant (if not a certified public accountant, then an accountant who shall have managed an accounting practice employing at least ten individuals).
(b)All committee members shall continue to serve until their successors are duly appointed.
Sec. 2-948. Organization; quorum.
(a)The committee shall be convened for its first organizational meeting by the city manager as soon as is practical after designation of its members by the city commission. At that meeting, the committee shall:
(1)Elect a chairperson for a two-year term from the date of such election.
(2)Establish operating procedures to govern the committee's operations and deliberations.
(3)Establish an annual work program and schedule of actions to be accomplished.
(4)Conduct such other business as is deemed necessary to carry out the committee's duties and obligations.
Subsequent annual organizational meetings shall be convened by the chairperson, for the above purposes, prior to the expiration of his or her term as chairperson.
(b)The committee shall elect its own chairperson who shall:
(1)Call and conduct all meetings.
(2)Be responsible to ensure that notes of all meetings are maintained.
(3)Be responsible that the notes of all meetings are forwarded to the mayor, the city commission and the city manager in a timely fashion.
(c)Quorum. Three members constitute a quorum to convene a meeting of the audit advisory committee. An affirmative vote of the majority of the members present and voting at a meeting at which a quorum is present is required for any action to be taken by the members.
Sec. 2-949. Liaison and support services.
It shall be the duty of the city manager to provide liaison with the committee and support service from the administration.
(Ord. No. 9245, § 4, 2-26-81; Ord. No. 9575, § 1, 3-18-83; Ord. No. 9699, § 2, 10-25-83; Code 1980, § 2-239.1)
Sec. 2-950. Duties.
The duties of the committee shall include but not be limited to:
(1)Recommending to the mayor and city commission specifications and performance standards to be utilized in the audit selection committee's issuing of solicitations pursuant to sections 18-122 and 18-542(12)(a) of the City Code to qualified independent external auditors to perform annual independent audit services for the city pursuant to F.S. § 218.39, as amended.
(2)Assisting the city by having one or more members of the committee serve on the audit selection committee for the independent external auditor as requested by the chair of the audit selection committee or his or her designee.
(3)Recommending selection of an independent auditor general to the city commission. Such selection shall be based upon a review and analysis of responses to invitations issued by the committee on behalf of the city. Review and analysis by the committee shall consist of such measures as are considered appropriate by the committee including, but not limited to, interviews, negotiations and investigation of prior audit engagements.
(4)Maintaining liaison with the selected respective independent external auditor and the independent auditor general including, but not limited to, monitoring of both the independent external auditor's and independent auditor general's respective work progress, and reviewing preliminary and final reports issued by the independent external auditor and the independent auditor general.
Sec. 2-951. Factors for consideration in decisions.
In its deliberations and actions, the committee shall be guided by the following:
(1)The requirements of the statutes of the state as they now, or in the future may, pertain to annual audit services for the city.
(2)Accounting and auditing standards as they are now, or in the future may be, issued by the National Council on Governmental Accounting, the Governmental Accounting Standards Board, and the American Institute of Certified Public Accountants.
(3)Quarterly closings of the city's financial books and records.
(4)Quarterly audit reviews by the independent auditor general..
Secs. 2-9462-952 – 2-975
Section 3. Chapter 2/Article XI/Division 6 of the Code of the City of Miami, Florida, as amended (“City Code”), is further amended in the following particulars:1
“CHAPTER 2
ADMINISTRATION
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ARTICLE XI. BOARDS, COMMITTEES, COMMISSIONS
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DIVISION 6. RESERVEDFINANCE AND AUDIT ADVISORY COMMITTEE.
Sec. 2-1011\- Section 2-1050. Reserved. Finance and Audit Advisory Committee Established; Purpose.
There is hereby established an advisory committee to the City to be known as the “Finance and Audit Advisory Committee” which shall hereinafter be referred to as the “Committee.”
The basic function of the committee is to assist the mayor, city commission and the city manager in fulfilling their fiduciary responsibilities relating to accounting, auditing, and financial reporting. The Committee shall serve as an advisory committee to and assist the mayor, city commission and the city manager in fulfilling their fiduciary and fiscal responsibilities. The Committee shall review and provide recommendations on all financial related matters that relate to or affect the City. The Committee will hold public hearings and receive input from relevant City staff, relevant experts, and the public to make recommendations to the Mayor, the City Commission, and the City Manager.
Sec. 2-1012. Purpose, powers, and duties.
The purpose, powers, and duties of the Committee are:
(a)Review the annual audit of city accounts performed by the independent external auditor prior to it being presented to the City Commission.
(b)Review the annual management letter developed by the independent external auditor prior to it being presented to the City Commission.
(c)Review the systems of internal controls utilized by the City.
(d)Review the city's compliance with the GASB (Government Accounting Standards Board) guidelines and requirements.
(e)Review internal audit reports where it is determined by the Independent Inspector General that fraud or criminal conduct may be involved, to the extent that it does not compromise criminal investigations.
(f)Review the audit selection committee's recommendations for selection of an independent external auditor prior to it being presented to the City Commission.
(g)Review the selection committee’s recommendation for selection of financial advisors and consultants prior to it being presented to the City Commission.
(h)Review and consider all matters relating to the City’s risk management and insurance; compensation, benefits, and pensions.
(i)Review and consider all matters related to outstanding and proposed debt obligations of the City, including, but not limited to, debt restructuring, and vote on issues affecting or relating to the credit worthiness, security and repayment of such obligations, including, but not limited to procurement of services, structure, repayment terms and covenants of the proposed debt obligation, and issues which may affect the security of the bonds and ongoing disclosure to bondholders and interested parties.
(j)Review and consider all matters relating to the City’s investments and investment policy.
(k)Review and consider all matters relating to the development of the City’s operating budget.
(l)Participate in the development of the City’s Capital Program and make recommendations to the City Commission as to the projects to be debt financed and the nature of the structure of such debt.
(m) Upon adoption of the City’s Capital Budget, the Committee shall review the approved budget and shall establish a proposed schedule for the sale of debt obligations during the ensuing fiscal year and for the remaining five (5) years of the City' s Capital Improvement Program.
(n)Review such other financial matters as requested by the city manager or as directed by resolution of the city commission.
(o) Review all matters related to, allied with, or incidental to any of the foregoing.
Sec. 2-1013. Composition; Appointment and Terms of Office of Members; Filling of Vacancies.
(a)Composition and Qualifications. The Committee shall consist of seven (7) voting members. All members must reside, own a property, own a business, or work in the City and otherwise comply with Section 2-884 of the City Code. At least one of the members shall be a practicing certified public accountant (if not a certified public accountant, then an accountant who shall have managed an accounting practice employing at least ten (10) individuals) (collectively, “Accountant”), or, if not currently practicing, an individual who was a practicing Accountant within the last five (5) years. At least one of the members shall be a practicing auditor, or, if not currently practicing, an individual who was a practicing auditor within the last five (5) years.
(b)Appointment of Members. The seven (7) members shall be appointed to the Committee as follows:
(1)Each City Commissioner shall nominate one (1) person to the Committee.
(2)The Mayor shall nominate one (1) person to the Committee.
(3)The City Manager shall nominate one (1) person to the Committee.
(4)No alternates shall be appointed.
(5)All nominated members must be confirmed by a majority vote of the City Commission.
(c)Term. The terms of office for Committee members shall be for two (2) years from the date of appointment. Committee members shall continue to serve until their successors have been appointed and qualified.
(d) Minimum Attendance Requirements. The minimum attendance requirements as provided in Section 2-886 of the City Code shall apply.
(e)Removal. The Mayor, each City Commissioner, and the City Manager shall have the power to remove, at any time and for any reason, his/her respective appointee without a finding of cause. The City Commission shall have the power to remove, at any time, any Committee member by a majority vote of the City Commission without a finding of cause.
(f)Resignation. Members may resign by submitting a signed letter of resignation to the City Clerk. The City Clerk shall immediately notify the appointing official of the vacancy. It shall be the obligation of each Committee member to notify the City Clerk if the member ceases to meet the qualification criteria set forth in Subsection (a) above.
(g)Vacancies. In the event a vacancy occurs on the Committee, whether automatically, by vote of the City Commission, by removal by the Mayor, the City Commissioner, or City Manager who appointed such member, by resignation of the member, or for any other reason, the Mayor for Mayoral appointees and the City Commissioner for their respective appointees, and the City Manager for his/her appointee may appoint a qualified person to fill the remaining term of the vacant position. Only notice of such appointment by the appointing City official on the agenda of the next regularly scheduled meeting of the City Commission or as soon as practicable thereafter is required. All such appointments shall be consistent with the membership requirements stated in Subsection (a) above.
(h) Compensation. Members of the Committee shall serve without compensation but shall be reimbursed for expenses necessarily incurred in the performance of the member’s duties subject to the prior written approval of the City Manager.
Sec. 2-1014. Meetings; Parliamentary Authority; Rules and Regulations; Quorum.
(a)Procedure. The Committee may adopt its own order of business, rules of procedure, and bylaws to govern its meetings and actions not inconsistent with the provisions set forth herein, which shall be filed with the City Clerk. Unless and until the Committee adopts its own rules of procedure, it shall follow Robert's Rules of Order (current edition) except that the provisions set forth herein shall control in case of conflict.
(b)Notice and Public Participation. All meetings and workshops of the Committee shall be noticed and open to the public as required by the State of Florida's Sunshine Law. In addition, the public shall be encouraged to submit oral and written comments to the Committee at all meetings.
(c)Minutes. The minutes of each meeting and workshop shall be taken by applicable staff and shall promptly be provided to the City Clerk as the official record of each such meeting. Such records shall be open to public inspection. Copies of minutes of all Committee meetings shall be furnished to the Mayor, City Commissioners, City Attorney, and City Manager.
(d)Quorum and voting. A simple majority of the Committee members then appointed and qualified shall constitute a quorum for the purpose of convening any meeting. Each member shall have one (1) vote on every issue submitted to a vote of the Committee. The decision of a majority of the voting members present at a meeting at which a quorum is present shall be the act of the Committee.
(e)Meetings. The Committee shall hold at least two (2) meetings every calendar year and may hold such other meetings as it deems necessary or as requested by the City manager, or his designee. At least one of the meetings shall occur prior to the presentation of the annual audit of city accounts performed by the independent external auditor and management letter being presented to the City Commission.
Sec. 2-1015. Officers and staff.
The Committee shall elect from among its members a chairperson and vice-chairperson. The Committee may also elect from among its members such other officers as deemed necessary or appropriate. Officers shall serve a term of (1) year or until a successor is elected.
Sec. 2-1016. Legal counsel.
The Office of the City Attorney shall provide an attorney to serve as legal counsel to the Committee and shall provide legal advice on all matters considered by the Committee.
Sec. 2-1017. Liaisons to Committee and Assignment of Staff.
Notwithstanding any provisions to the contrary contained in the City Code, the City Manager shall designate the Administration's liaison to the Committee, at least one (1) of which shall be from the City's Department of Innovation and Technology. It shall be the duty of the City Manager to provide administrative support to the Committee, which shall include the services of an individual to maintain Committee correspondence, post meeting notices with the City Clerk, file reports, and perform all other necessary administrative support functions. In addition to any administration liaisons assigned to the Committee, the City Manager shall designate representatives from the Departments of Finance, Housing and Economic Development, and Risk Management, and the Offices of Management and Budget and City Manager to attend all meetings. Upon the Committee's request, the Mayor and the City Manager may also participate in deliberations of the Committee and may offer technical and policy advice.
Sec. 2-1018. Inapplicability of sunset provision.
The Committee shall not be subject to the provisions of section 2-892 of the City Code.
Secs. 2-10111019 – 2-1050. Reserved.
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Section 4. For the purpose of continuity of City business and to ensure the efficient delivery of City services, the members currently appointed to the City’s Finance Committee shall continue to serve on the Finance and Audit Advisory Committee as the appointees of their same respective appointing City officials, subject to the provisions of 2-1013 of this Ordinance.
Section 5. If any section, part of a section, paragraph, clause, or word of this Ordinance is declared invalid, the remaining provisions of this Ordinance shall not be affected.
Section 6. This Ordinance shall become effective immediately upon its adoption and signature of the Mayor.
Fiscal Impact
N/A