Blue Cross and Blue Shield of Kansas
Finance Committee Charter
To assist the board of directors in fulfilling its oversight responsibilities for (1) review of the annual budget, (2) review of annual rate filings, (3) oversight of the company's financial results, and (4) oversight of major building projects and purchases other than investments.
The committee has authority to conduct or authorize investigations into any matters within its scope of responsibility, and to secure funding sufficient to allow the committee to discharge its responsibilities.
The committee will consist of five members of the board of directors. The chair of the board will appoint committee members and the committee chair.
Each committee member will be both independent and financially literate. At least one member shall qualify as a "financial expert". As used herein, “independent” means a board member who is not an employee of the corporation. “Financial expert” is defined as an individual that possess education and experience as a public accountant, auditor, financial officer, controller, or accounting officer.
The committee shall include at least two and as many as five members from the Audit and Compliance Committee. The Chair of the Finance Committee may not also be the Chair of the Audit and Compliance Committee.
The committee will meet at least two times a year, with authority to convene additional meetings, as circumstances require. All committee members are expected to attend each meeting, in person or via tele- or video-conference. Three committee members shall constitute a quorum. The committee will invite members of management or others to attend meetings and provide pertinent information, as necessary. It will also meet periodically in executive session. The committee may meet jointly with the Audit and Compliance Committee. A draft of the meeting agenda will be sent to the committee chair prior to finalization. Meeting agendas will be prepared and provided in advance to members, along with appropriate briefing materials. Minutes will be prepared.
The committee will carry out the following responsibilities:
- Review the budgets recommended by staff. Provide the Board with a recommendation for action.
- Review staff recommendations related to rate filings. Provide the Board with a recommendation for action.
- Oversee the company's financial results.
- Oversee major building projects and major purchases other than investments.
- Review and assess the adequacy of the committee charter, requesting board approval for proposed changes.
- Evaluate the committee's performance and report the results to the board.