Internal Audit

Internal Audit Vision

To provide an internal audit function that is consistent with best practice and is sensitive to the culture and environment of Bloomsbury Publishing Plc and its subsidiaries (together "Bloomsbury"), providing independent assurance around the management of key risks.

Internal Audit Mission Statement

To provide an innovative, responsive, effective and highly valued internal audit function by providing independent assurance over the management of the strategic and significant business risks of the organisation.

To raise awareness of risk and provide counsel to management, in order to assist them to enhance the performance of the organisation.

Role / Scope of work

This Charter represents the general authorisation from Management to conduct a certain scope of work.

The specific authorisation to perform the work is the Internal Audit Plan that is adopted by the Audit Committee annually.

The scope of work contained in this plan will be based on Management's assessment of the inherent risks and the significance of these risks. Coverage should focus on risks that are most strategic and significant to the organisation.

Internal Audit reviews work with management to identify threats to the achievement of Bloomsbury's objectives and assess the appropriateness of management's response to these risks.

Internal Audit may also carry out special reviews requested by Management.

Authority

On behalf of the Audit Committee, Internal Audit shall have full access to all records, properties and personnel of Bloomsbury. All staff and management of shall endeavour to provide necessary assistance to, and cooperate with, staff of the Internal Audit function in the proper performance of their duties.

Internal Audit communicates with the business as follows:

• reporting primarily to the Executive team, which sets and sponsors the programme of work;
• they will have an open communication line with the Audit Committee, which oversees the programme of work and ensures that control weaknesses are adequately responded to; and
• they will work with operational management to achieve the shared objective of a strong control environment.

Responsibility and accountability

The primary objective of Internal Audit is to assist the Management in the effective discharge of their responsibilities.

In order to carry out this responsibility, Internal Audit:

• shall have independent access to the Audit Committee, and if required, the Chairman of the Board, the Senior Independent Non Executive Director or the Risk Management Committee
• does not have any third party responsibilities on behalf of Bloomsbury.

Management is responsible for risk management and the operation and enhancement of internal control. This includes responsibility for implementing the action plans as endorsed by the Audit Committee.

Objectivity and independence

Internal Audit shall be independent of the activities it reviews. Specifically Internal Audit teams may not review areas where they were responsible for the design or operation of the area.

Operating principles

Internal Audit will

• keep abreast of relevant best practice and new developments affecting their work and in matters affecting Bloomsbury's activities.
• be responsive to Bloomsbury's changing needs, will strive for continuous improvement and maintain integrity in carrying out their activities.
• work closely with Management to identify and assess risk and control, which will assist them in the effective discharge of their responsibilities, while maintaining their independence.
• coordinate its activities with those of the external auditors.
• be sensitive to Bloomsbury's working culture and environment.

Reporting

Internal Audit shall report significant findings and any other matters in a "Performance Improvement Observations" document. Internal Audit will liaise and report first of all to the nominated executive, Colin Adams, and circulate reports to the Audit Committee for discussion at periodic Committee meetings.

When appropriate, reports will contain Management's comments and their action plan designed to address the issues raised.

Endorsement of the action plan is implicit in the formal endorsement of the report by the Audit Committee.

Management Assurance shall monitor the progress of these action plans and provide periodic follow up reports.