THE AUDIT COMMITTEE INFORMATION SOURCES: A DISADVANTAGE OF THE TWO-TIER SYSTEM

There are two leading corporate governance systems established in the world today: a one-tier and a two-tier system. Distinctions between the two systems are decreasing, with audit committee being one of convergence factors. Nevertheless, legal status of audit committee in a two-tier system is still not fully comparable to its legal status in a one-tier system. One of the differences that remain even after the most recent reform of the EU audit law relates to the possibility of obtaining information, and high-quality information is one of essential conditions for effective functioning of audit committee. In a two-tier system, legally regulated information sources of supervisory board - and thus also of the audit committee - are the following: regular and special management reports, the auditor of annual financial reports, external supervisory board experts and the right of access to incorporated information. The dilemma is whether the audit committee has an option to obtain information directly from the company's employees. In this respect, the question of possible direct communication between the audit committee and internal auditor is central to the discussion. This issue is specific to the two-tier system. According to prevailing opinions in theory of the two-tier system, this possibility of direct communication is allowed only in exceptional cases. However, authors of the article are observing that this strict approach is slowly weakening and a trend of gradual convergence of internal auditor and supervisory board can be noted. The interaction between the audit committee, the auditor of annual reports and internal auditor is one of the indicators of good corporate governance.