UK PIC Terms of Reference

Purpose, responsibilities and operation of the PIC.

1.    Purpose

1.1.   The Public Interest Committee (PIC) is the firm’s public interest body. It provides independent oversight, challenge and advice to help ensure the firm takes proper account of the public interest in its decision‑making, supporting long‑term sustainability and resilience.

1.2.   The PIC was set up in line with the UK Audit Firm Governance Code 2022 (“AFGC”) which Forvis Mazars LLP applies.

1.3.   In particular, this includes:

1.3.1.Helping promote audit quality;

1.3.2.Helping the Firm secure its reputation more broadly, including in its non-audit businesses; and

1.3.3.Using best efforts to help in reducing the risk of Firm failure.

2.    Responsibilities

2.1.   Provide independent public‑interest challenge on matters affecting reputation and the long‑term sustainability of the firm.

2.2.   Assess whether firm‑wide strategy, major initiatives and resource decisions support audit quality and do not create risks to resilience or the public interest.

2.3.   Monitor and assess the firm culture, values and speaking‑up arrangements; monitor whistleblowing outcomes at firm level and compliance with the firm’s code of conduct.

2.4.   Monitor and advise on the firm’s people and culture arrangements, providing independent oversight to ensure the public interest is protected.

2.5.   Review principal firm‑wide risks, resilience, and controls, including risks to the audit practice from non‑audit activities.

2.6.   Maintain regular dialogue with the Ethics Partner, considering significant ethics and independence themes that could affect public trust or audit quality.

2.7.   Monitor the impact of FM Group and FM Network activities on the operations and resilience of the UK Firm and the public interest in the UK.

2.8.   Support transparent public reporting and constructive engagement with regulators and stakeholders on matters relating to the public interest.

3.    Relationships with other governance arrangements

3.1.   Independent Non-Executives (INEs) are members of both the PIC and Audit Board. The PIC focuses on firm‑wide public interest oversight. The Audit Board provides a mechanism, alongside its advisory function, for the INEs to devote more time to matters relating to audit quality and to monitor the drivers of audit quality in more depth.

3.2.   The PIC is one of the principal forums through which INEs discharge their responsibilities under the AFGC. The role of the INEs, the Firm's supporting obligations and escalation arrangements are set out in the Independent Non-Executive Charter.

3.3.   Governance Council (GC) representatives attend PIC and Audit Board meetings to promote alignment of oversight activities and ensure matters of shared responsibility are considered in a coordinated manner.

4.    Our Effectiveness

4.1.   The PIC recognises the importance of it making an effective contribution and fulfilling its role and responsibilities in an effective manner. Therefore, we have decided to evaluate our effectiveness annually.

5.    PIC ToR

5.1.   The PIC shall review, approve and publish on the LLP’s website on an annual basis the PIC terms of reference, the purpose of which is to set out the formal responsibilities of the Public Interest Committee.

5.2.   Any material changes shall require approval in accordance with the Firm's governance arrangements.

6.    Members

6.1.   The Public Interest Committee consists of not fewer than three independent non-executive members, the UK CEO and the Head of Risk and Quality.

6.2.   Membership comprises a majority of INEs, reflecting the principles of the AFGC.

7.    Meetings

7.1.   There shall be a minimum of six Public Interest Committee meetings per annum.

7.2.   Additional meetings of the Public Interest Committee may be called at any time by any PIC Member.

7.3.   The PIC is quorate when at least the Chair, one other independent non-executive and one other PIC member are present, as long as INEs are in the majority of members.

7.4.   The Chair may delegate their responsibilities to another INE to enable the PIC to be quorate if they are unable to attend.

7.5.   Any PIC member can request that any relevant matter is considered by the PIC, such consideration being at the discretion of the Chair. 

7.6.   Meetings are ordinarily held in person, although virtual participation is permitted where all participants can hear and be heard.

7.7.   Meetings are supported by the UK Secretariat, which provides secretariat services including meeting minutes and action tracking.

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