The Audit Committee (the "Committee") of the Board of Directors (the "Board") of MTBC, Inc. a Delaware corporation (the "Company") is appointed by the Board to assist the Board to discharge its responsibilities relating to:

(a) Oversight of the Company's accounting and financial reporting processes, internal control over financial reporting and the audit of the Company's financial statements;

(b) Oversight of the integrity of the Company's financial statements; the Company's compliance with legal and regulatory requirements; the independent auditor's qualifications, independence and performance; the organization and performance of the Company's internal audit function; and the Company's internal accounting and financial controls;

(c) Oversight of risk assessment and risk management; and

(d) Providing the Board such information and materials as it may deem necessary to make the Board aware of significant financial matters that require the attention of the Board.

In furtherance of these purposes, the Committee may undertake those specific duties and responsibilities listed below and such other duties as the Board may from time to time prescribe.

The Committee's responsibility is one of oversight. The members of Committee are not employees of the Company, and they do not perform, or represent that they perform, the functions of management or the independent auditors. The Committee relies on the expertise and knowledge of management, the internal auditor, if any, and the independent auditors in carrying out its oversight responsibilities. The management of the Company is responsible for preparing accurate and complete financial statements in accordance with generally accepted accounting principles and for establishing and maintaining appropriate accounting principles and financial reporting policies and satisfactory internal control over financial reporting. The independent auditors are responsible for auditing the Company's annual consolidated financial statements and the effectiveness of the Company's internal control over financial reporting and reviewing the Company's quarterly financial statements. It is not the responsibility of the Committee to prepare or certify the Company's financial statements or guarantee the audits or reports of the independent auditors, nor is it the duty of the Committee to certify that the independent auditor is "independent" under applicable rules. These are the fundamental responsibilities of management and the independent auditors.

Adoption & Amendment History

Adopted by the Board of Directors on 4-2-14

Amended by the Board of Directors on 6-18-14

Amended to reflect name change on 4-1-19


Howard Clark, Jr. John Daly Anne M. Busquet
  • Member
  • Chair
  • Financial Expert
  • Independent Director