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AUDIT COMMITTEE INFORMATION
The Audit Committee Mandate is attached as Schedule ‘‘A’’ • the person’s level of familiarity and experience with all
to this AIF.
applicable laws and regulations regarding the
preparation of financial statements that must be
Composition of the Audit Committee
included in reports filed under securities laws;
The Audit Committee is comprised of Mr. O’Brien • the level and amount of the person’s direct experience
(Chairman), Mr. D’Alessandro, Mr. Lamarre,
reviewing, preparing, auditing or analyzing financial
Mr. Haseldonckx and Ms. Thomas. All members are statements that must be included in reports filed under
independent and financially literate. The education and
provisions of securities laws;
expertise of each member is described in the Directors and
Executive Officers section of this AIF.
• the person’s past or current membership on one or
more audit committees of companies that, at the time
For the purpose of making appointments to the company’s
the person held such membership, were required to file
Audit Committee, and in addition to the independence reports pursuant to provisions of securities laws;
requirements, all directors nominated to the Audit
• the person’s level of familiarity and experience with the
Committee must meet the test of financial literacy as
determined in the judgment of the Board of Directors. use and analysis of financial statements of public
companies; and
Also, at least one director so nominated must meet the
test of financial expert as determined in the judgment of • whether the person has any other relevant
the Board of Directors. The designated financial experts on qualifications or experience that would assist him or
the Audit Committee are Mr. O’Brien and
her in understanding and evaluating the company’s
Mr. D’Alessandro.
financial statements and other financial information
and to make knowledgeable and thorough inquiries
Financial Literacy
whether the financial statements fairly present the
Financial literacy can be generally defined as the ability to financial condition, results of operations and cash flows
read and understand a balance sheet, an income statement of the company in accordance with generally accepted
and a cash flow statement. In assessing a potential accounting principles, or whether the financial
appointee’s level of financial literacy, the Board of Directors statements and other financial information, taken
must evaluate the totality of the individual’s education and together, fairly present the financial condition, results of
experience, including:
operations and cash flows of the company.
• the level of the person’s accounting or financial
education, including whether the person has earned an Audit Committee Financial Expert
An ‘‘Audit Committee Financial Expert’’ means a person
advanced degree in finance or accounting;
who, in the judgment of the Board of Directors, has the
• whether the person is a professional accountant, or the following attributes:
equivalent, in good standing, and the length of time
(a) an understanding of Canadian generally accepted
that the person actively has practiced as a professional
accountant, or the equivalent;
accounting principles and financial statements;
• whether the person is certified or otherwise identified (b) the ability to assess the general application of such
principles in connection with the accounting for
as having accounting or financial experience by a
recognized private body that establishes and estimates, accruals, and provisions;
administers standards in respect of such expertise, (c) experience preparing, auditing, analyzing or evaluating
whether that person is in good standing with the financial statements that present a breadth and level of
recognized private body, and the length of time that complexity of accounting issues that are generally
the person has been actively certified or identified as comparable to the breadth and complexity of issues
having this expertise;
that can reasonably be expected to be raised by
• whether the person has served as a principal financial Suncor’s financial statements, or experience actively
supervising one or more persons engaged in such
officer, controller or principal accounting officer of a
corporation that, at the time the person held such activities;
position, was required to file reports pursuant to (d) an understanding of internal controls and procedures
securities laws and, if so, for how long;
for financial reporting; and
• the person’s specific duties while serving as a public (e) an understanding of audit committee functions.
accountant, auditor, principal financial officer, controller,
principal accounting officer or position involving the
performance of similar functions;
SUNCOR ENERGY INC. ANNUAL INFORMATION FORM 2014 85