1A - Ethics, Professional Responsibilities, and General Principles Flashcards
What is the Public Company Accounting Oversight Board (PCAOB) and who established it?
Established by congress to oversee PUBLIC company audits. Group was formed to protect the interests of investors and further the public interest in the prep of audit reports.
The term “Member” is used for which two governing bodies?
1.) AICPA Code of Professional Conduct
2.) IESBA Code of Ethics for Professional Accountants.
For AICPA, a firm may only designate itself as “Members of the AICPA” if all CPA Owners are members.
Independence Rules for Employee Benefit Plan Auditors.
Who are the three bodies involved and what are each of their guidelines?
Department of Labor (DOL) - rules apply to all employee benefit plan auditors.
AICPA - AICPA Rules apply if employee is member of AICPA.
SEC - SEC rules only apply if Form 11-K is filed with SEC.
Government Accountability Office (GAO) - What are the 7 Threats to Independence?
1.) Self-Interest : Threat that a financial or other interest will inappropriately influence judgement.
2.) Self-Review : Threat an auditor or audit organization that has provided nonaudit services will not appropriately evaluate the results of PREVIOUS judgments made or services performed as part of the nonaudit services when forming a judgment significant to an audit.
3.) Bias : the threat that an auditor will, as a result of political, ideological, social, or other convictions, take a position that is not objective.
4.) Familiarity : Threat that close relationship will impact objectivity.
5.) Undue Influence Threat : Threat that external influences or pressures will impact an auditor’s ability to make independent and objective judgements.
6.) Mgmt. Participation Threat: Threat that results from an auditor taking on the role of management or otherwise performing management functions on behalf of the entity undergoing the audit.
7.) Structural Threat : Threat that an audit organization’s placement within a government entity, in combination with the structure of the government entity being audited, will impact the audit organization’s ability to perform work and report results objectively.
Due Care - Auditor must perform professional services with which two principles?
Principle in the AICPA Code of Professional Conduct, member’s responsibility to perform professional services with COMPETENCE and DILIGENCE.
SECTION 403 (SOX) - Disclosures of Transactions Involving Mgmt. and Principal Stockholders
Requires every person who is directly or indirectly the beneficial owner of more than 10% of any class of equity shall file their statements within 10 days after individual becomes beneficial owner, director, or officer.
SECTION 404 (SOX) - Management Assessment of Internal Controls
Audit report must attest and report on the INTERNAL CONTROL assessment made by management.
SECTION 402 (SOX) - Enhanced Conflict of Interest Provisions
Issuer can’t extend or maintain credit in form of personal loan to any director or executive officer of that issuer.
SECTION 406 (SOX) - Code of Ethics for Senior Financial Officers
Disclose whether or not the issuer had adopted a code of ethics for senior financial officers (and if not, why not). Any change in or waiver of this code requires disclosure as well.
SECTION 18 Securities and Exchange Act (SEA) of 1934 - LIABILITY FOR MISLEADING STATEMENTS
CPA can incur liability for filing any false or misleading statement in any document required to be filed. The third party must prove INTENT in order to hold the CPA liable. Negligence on the part of the CPA is not enough.
Attest Engagements include reports on the following:
1.) Internal Control Structure
2.) Compliance w/ Statutory, Regulatory, and Contractual Requirements
3.) Investment Performance Statistics
4.) Information Supplementary to the Financial Statements
Consolidated Omnibus Budget Reconciliation Act (COBRA)
Requires employers to offer former employees continued benefits after they leave a position for a certain period of time. However, employees are normally responsible for the insurance premiums.
SECTION 105 (SOX) - Investigations and Disciplinary Proceedings
PCAOB may investigate any act or practice, or omission to act, by a registered public accounting firm, any associated person of such firm, or both.
SECTION 11A - Securities Act of 1933
CPA who audits the financial statements associated with a registration statement may be sued by anyone who acquires the securities. The CPA must show that the misstatement in the financial statements was immaterial, that the financial statements were not misleading, or that he exercised due diligence in the audit. The burden of proof is shifted to the CPA.
SECTION 206 (SOX) - Conflicts of Interest
Member of an audit engagement team CANNOT accept employment as a chief executive, chief financial or chief accounting officer, or controller of an audit client that files reports with the SEC during the 1-year period preceding the date of the start of the audit.
What is the purpose of the Audit Committee?
SUB GROUP of the Board of Directors. Audit committee’s function is to set up means of direct communication between outside directors and the independent auditor. The committee typically:
1.) selects and appoints the independent auditor,
2.) assures that the auditor is independent,
3.) reviews the nature and details of the engagement,
4.) reviews the quality of the auditor’s work,
5.) reviews the scope of the audit,
6.) maintains lines of communication, and
7.) helps solve any disagreements.
Occupational Safety and Health Act (OSH Act)
Regulates safety and health conditions in most PRIVATE companies. Employers have a duty under the OSH Act to provide their employees with work/workplace free from hazards. Violations of the OSH Act include both civil and criminal penalties.
Family and Medical Leave Act (FMLA)
Requires employers of 50 or more employees to give up to 12 weeks of unpaid, job-protected leave to eligible employees for the birth or adoption of a child or for the serious illness of the employee, spouse, or parent.
Government Accountability Office (GAO) - What are the Four Sections of Independence?
1.) A conceptual framework
2.) Guidance for audit organizations that are structurally located within the entities they audit
3.) Requirements when performing non-audit services
4.) Guidance on documentation
Health Insurance Portability and Accountability Act
Promotes the privacy of individually identifiable health information and sets national standards for the security of electronic protected health information.
Fair Labor Standards Act
Employers must pay covered employees at least the federal minimum wage and overtime pay of 1.5 times the regular rate of pay. This act also restricts the hours that children under the age of 16 may work and forbids the employment of children in jobs deemed to be dangerous.
Gov’t Auditing Standards - What to do when threats to independence are identified?
Auditors must apply safeguards to eliminate or reduce threats to an acceptable level.
Gov’t Auditing Standards - What could result in impairment of CPA’s Independence?
Developing entity program policies are considered a management function. As such, developing such policies would impair a CPA’s independence.
Employee Retirement Income Security Act (ERISA)
Regulates employers who offer pension or welfare benefit plans. Federal law requires that employee benefit plans with 100 or more participants must have an audit annually as part of their obligation to file Form 5500. Auditors of employee benefit plans must be independent.