Chapter 1 Flashcards
Framework to describe how the financial reporting process protects investors’ interest
CEO/CFO
External Auditor
Regulators (SEC and PCAOB)
Board of Directors (Audit Committee)
Internal Auditor
“issuer”
If they file with the SEC they are an “issuer”
Public company
SEC oversees…
“issuers” or public companies
PCAOB governs…
US Companies, “firms,” who AUDIT public companies
(Inspected auditors)
SOX created PCAOB
Internal Auditor
Works for the company
Objective (unbiased)
Partially observe independence
Wide scope of responsibility (reporting, compliance, operations)
Who is responsible for the faithful representation of the financial statements?
CEO and CFO
(SOX requires the CFO and CEO to certify that the financial statements are fairly stated)
Who oversees finanical reporting?
The Board of Directors, specifically the Audit Committee
Audit Committee
Must be fully independent
Tasked with ensuring proper reporting
Oversees the internal auditor and the external auditor
Board of Directors
Mix of independent and “inside” members
Strategy, represent investors, etc.
External Auditor
Provide an opinion on the fairness of the financial statements. External auditors are required to be independent.
Should internal auditors be independent?
They should be objective, but by definition they aren’t independent because they work for the company
Internal audit can focus on more than just financial reporting risk, but…
they often play a role in financial reporting quality
Does the SEC have the authority to investigate issuers for financial reporting misconduct?
Yes
Does the SEC have the authority to enforce disclosure quality?
Yes
Does the PCAOB have oversight of Deloitte UK?
Yes. Big 4 are actually “global conglomerates,” not “global companies” Deloitte UK participates in audity US public companies, so PCAOB has oversight even in the foreign entity.
What are the 2 buckets of PCAOB companies?
Companies who are inspected annually and those who are inspected tri-annually (smaller firms)
SEC EDGAR
Used to search filings
Fees paid to the auditor will be listed in the…
Proxy statement
10-K
Annual
Audited
10-Q
Quarterly
Not Audited
8-K
Dissmissal of auditors
Restatement of filings
Proxy
Prior to annual meeting
Voting items
Includes fees paid to the auditor
Microsoft paid Deloitte $43 million in 2022.
2022 Microsoft revenue was $198 billion.
Audit cost 0.02% of revenue.
Would the percentage be higher or lower for smaller companies?
Higher
SEC tiers company rules because there aren’t economies of scale
Why do audits have value?
Information asymmetry
In 1926, before audits were required by law, __% of NYSE firms paid for audits
82%
Demand for reliable information
Information Asymmetry
Agent (management) may use information advantage to maximize self-interst at the expense of the owner
When might you be willing to pay for an audit?
- Gas station
- Buying a used car
- Ebay