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.
Contingent Fees
Public Acct. Firm CANNOT provide services for Contingent Fees or Commission during the audit and professional engagement period. Even if the fee arrangement is approved by the client’s audit committee, the auditor’s independence is still impaired.
PCAOB Rule 3524 - Audit Committee Pre Approval of Tax Services
Requires registered public accounting firm to describe in writing the scope and fee structure of the services, discuss potential effects on independence, and document the substance of the discussion with the audit committee.
SECTION 208 (SOX) - Commission Authority
Prevents public accounting firms in violation of SEC or PCAOB rules from preparing or issuing any audit report with respect to that issuer.
Disclosure of Audit Clients
IRS has rules against a CPA or other preparer disclosing a tax return client’s name. Since auditing and tax preparation have been separated by SOX, audit clients could be disclosed. Disclosures that suggest a company has financial problems are prohibited.
Code of Professional Conduct - AICPA
Consists of the principles, rules, and interpretations and other guidance. The principles provide the framework for the rules, which govern the performance of professional services by members of the AICPA.
Professional Skepticism
Attitude that includes a questioning mind, being alert to conditions that may indicate possible misstatement due to fraud or error, and a critical assessment of audit evidence.
Objectivity
Objectivity is the ability to maintain an impartial attitude in both fact and appearance based on one’s actions and relationships. (Intellectually honest and free of conflicts of interest).
Objectivity is required by all CPA’s, not just those in Public Practice.
What is the difference between Independence in Fact and Appearance?
The CPA must be independent not only in fact but also in appearance.
FACT - Means true conflict must not exist.
APPEARANCE - appearance, or impression, of conflict must not exist.
AICPA Code of Conduct - Client Records
Client-prepared records are required to be returned to the client per the AICPA’s Code of Professional Conduct. This is true regardless of whether the client is in arrears on fees. In general, any client-owned property is required to be returned to the client. Anything prepared by the Auditor are property of the Audit Firm.
Attest Client
Company, Organization, or Individual that engages an external accounting firm to perform audits, reviews, or examinations of financial statements or other financial information.
SECTION 103 (SOX) - PCAOB Has Authority to do what?
Set, amend, update, and modify auditing, quality control, and ethics standards.
In order to participate on the PCAOB Board, members must?
Demonstrate commitment to the interests of investors and the public.
SECTION 204 (SOX) - AUDITOR REPORTS TO AUDIT COMMITTEE.
What three things must the Acct. Firm communicate with Audit Committee?
1.) all critical accounting policies and practices,
2.) all alternative accounting treatments,
3.) all material written communications with management.
When can a CPA in Public Practice disclose confidential client information regarding Audit Services?
1.) Client’s Consent
2.) Peer review by a state CPA society or state board of accountancy.
3.) Subpoena or court summons to release confidential information.
4.) Inquiry that is made by a recognized investigatory body.
Non-Attest Engagements
1.) Management consulting engagements in which the accountant provides advice or recommendations
2.) Engagements in which the accountant is engaged to advocate the client’s position (e.g., IRS review of tax returns)
3.) Tax engagements to prepare tax returns or provide tax advice
4.) Engagements solely to assist the client
5.) Testifying as an expert witness
SECTION 102 (SOX) - Registration with the PCAOB.
What is included in the registration?
1.) a statement of the firm’s quality control policies,
2.) a list of the names and license numbers of all accountants associated with the firm,
3.) information regarding criminal, civil, or administrative actions or disciplinary proceedings against the firm (or any person in the firm),
4.) consent from the firm to cooperate and comply with any request made by the PCAOB in furtherance of its authority and responsibilities.
5.) Once registered, the firm must submit annual reports along with registration and annual fees to the PCAOB.
SECTION 409 (SOX) - Real Time Disclosures.
What must issuers disclose in real time?
Material changes in the financial condition or operations.
What agency approved PCAOB rules before they become effective?
SEC (Securities and Exchange Commission)
What are workpapers and who owns them?
Unlike Audit Reports, Workpapers are the property of the Auditor.
Workpapers document the work done and conclusions reached by the auditor, showing procedures applied, tests performed, information obtained, and pertinent conclusions reached.
Which of the following is a conceptual similarity between generally accepted auditing standards and the attestation standards?
Both an audit and an attest engagement require that the auditor be independent in mental attitude.
SECTION 407 (SOX) - Disclosures of Audit Committee Financial Expert.
What is considered a financial expert and what must issuer disclose?
Issuer must disclose whether or not the audit committee is comprised of at least one member who is a financial expert.
Financial experts are persons who:
1.) have an understanding of GAAP and financial statements.
2.) are experienced in the preparation or auditing of financial statements and the application of accounting principles.
3.) are experienced with internal accounting controls, and
have an understanding of audit committee functions.
Professional Judgement Factors
1.) Accumulate Knowledge through training and experience
2.) Enables objective, critical judgements
3.) Results in ability to make informed decisions
Audit Documentation - What is it and what does it support?
Audit documentation is prepared and maintained to support the basis for opinion reached by the auditor and support that the audit was performed in accordance in GAAS.
Audit documentation, if properly supported, may reduce legal liability.
What is Reasonable Assurance and what are it’s limitations?
Obtained when the auditor has sufficient appropriate audit evidence to reduce audit risk to an acceptably low level; reasonable assurance is not an absolute level of assurance. The likelihood that those objectives will be achieved is affected by limitations inherent to internal control. These limitations include the following:
1.) Human judgment in decision making can be faulty.
2.) Breakdowns in internal control can occur because of human failures such as simple errors or mistakes.
3.) Errors may occur in the use of information produced by IT.
4.) Individuals may not understand the purpose of automated controls or the use of information produced by IT.
Audit Evidence
The reliability of audit evidence depends on the nature and source of the audit evidence and the circumstances under which it is obtained. Generally, the reliability of audit evidence increases when it is obtained from external parties because the information is less susceptible to management bias. Consideration of the sources of information to be used as audit evidence includes the possibility that the information source may not be reliable.