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## Role and Responsibilities 

The primary responsibilities of the Audit Committee are to: 

– monitor the financial reporting process, the integrity of the financial statements, including the Annual and Interim Reports, preliminary results announcements, interim management statements and any other formal announcement relating to the financial performance of the Company, and to review significant financial reporting issues and judgements which they contain; 

– monitor the audit of the financial statements; 

– keep under review the effectiveness of the Company’s internal controls and the internal control and risk management systems and review and approve statements to be included in the Annual Report regarding internal control and risk management; 

– review the Company’s arrangements for its employees to raise concerns, in confidence, about possible wrongdoing in financial reporting or other matters and review the Company’s procedures and systems for detecting fraud and preventing bribery; 

– keep under review the adequacy of the Group’s compliance function; 

– monitor and review the effectiveness of the internal audit function; 

– review the effectiveness of the audit process and the independence and objectivity of the external auditors; 

– develop and monitor the policy on non-audit services to be provided by the external auditors; 

– approve the remuneration and terms of engagement of the external auditors; 

– make recommendations to the Board in relation to the appointment or removal of the external auditor (see provisions regarding the re- appointment of auditors under Irish company law which are referred to on page 47). 

The responsibilities of the Audit Committee  are set out in full in its terms of reference, which are available on the CRH website. 

A typical calendar of meetings for the Audit Committee , which includes a general outline of the main agenda items, is set out above. The Finance Director, Head of Group Finance and the Head of Internal Audit generally attend Committee meetings. The external auditors, Ernst & Young, attend the majority of meetings. Other attendees are noted against the relevant agenda item. 

## Internal Audit 

The Head of Internal Audit attends the majority of the meetings of the Audit Committee . The Committee agrees the Internal Audit strategy, its 

## Typical Audit Committee Calendar 

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* A Committee of the Group Chairman, Audit Committee Chairman, Chief Executive and Finance Director are authorised from time to time to review and approve the release of interim management statements. 

charter and the annual workplan, which is developed on a risk-based approach. In recent years there has been a significant increase in the resources allocated to IT Audit. The Committee meets regularly with the senior IT Audit Manager to discuss IT Audit strategy, the key areas of focus and agrees the annual IT Audit workplan. The Head of Internal Audit reports to the Audit Committee on the findings of internal audit reviews and related follow-ups and the outcome of control testing in connection with Section 404 of the Sarbanes- Oxley Act 2002. 

Assessments of the Internal Audit function are carried out periodically by management and validated by an independent third party assessor. The most recent assessment was conducted in late-2009, during which no major weaknesses were identified; the assessment did result in a number of recommendations, most of which have been implemented, and the Committee receives updates on the status of the implementation of the remaining recommendations. 

