Audit

As expected, the Securities and Exchange Commission issued guidelines employee stock option expensing. The guidance, Staff Accounting Bulletin No. 107, "Share-Based Payment," supports the option-expensing rule released in December by the Financial Accounting Standards Board. The guidelines offer companies several models from which to choose when estimating the fair value of employee options. The rule, which requires SEC issuers to treat employee stock options as a business expense, will take effect in July. Currently, publicly held companies can either treat options as an expense, or record the costs in footnotes. "The views expressed by the staff are guidance and do not alter any conclusions reached by FASB in Statement 123R. We will continue to monitor implementation of Statement 123R and will consider the need for additional guidance as necessary," SEC chief accountant Don Nicolaisen said in a statement.

The President's Advisory Panel on Federal Tax Reform has compiled the witness list for the sixth meeting of the group, scheduled for March 31, here. On the first panel, titled "Overview of International Tax Systems," the speakers will be Willard Taylor, a partner at Sullivan & Cromwell LLP; Mihir Desai, an associate professor at the Rock Center for Entrepreneurship of Harvard Business School; Jeffrey Owens, director of the OECD Center on Tax Policy and Administration; Larry Langdon, a partner at Mayer, Brown, Rowe & Maw LLP and former commissioner of the Internal Revenue Service's Large and Mid-Size Business Division. The second panel, "How Taxes Affect Business Decisions," will hear testimony from Paul Otellini, president and chief operating officer of Intel Corp.; and Robert Grady, managing director of The Carlyle Group. The final panel, "Impact of Taxes on Savings, Investment, and Economic Growth," will hear from Michael Boskin, the Tully M. Friedman Professor of Economics and senior fellow at Stanford University and the Hoover Institute; Alan Auerbach, the Robert D. Burch Professor of Economics and Law at the University of California, Berkeley. Also, renowned economist Milton Friedman will speak to the reform panel on "Perspectives on Tax Reform."

The Public Company Accounting Oversight Board said that it would convene on March 31 to mull over an auditing standard affecting companies that correct weaknesses in their internal controls. The board said that the group would consider a new standard that would permit auditors to report on a company's claim that it has rectified a previously reported material weakness in its internal controls under Sarbanes-Oxley Section 404. The meeting, which is open to the public, will be webcast through the PCAOB's Web site, at www.pcaobus.org.

Accounting errors tucked away in footnotes may be less likely to draw the attention of auditors, says a new report authored by accounting professors from Cornell University and Bentley College. According to The Wall Street Journal, the report said that auditors are more likely to demand that clients correct errors and misstatements when the numbers in question for such things as stock options appear in the books, as opposed to footnotes. The study said that "information location influences reliability." As part of the research project, auditors were questioned as to how they how they would handle a client's underestimation of employee stock options with the client objecting to making an adjustment. One group was told that the client included the cost of stock options on its income statement; others were told that the cost was shown only in a footnote -- with the error being of identical size. The percentage of auditors demanding a correction when the mistake was on the books was far greater than when the error was recorded in a footnote.

The Governmental Accounting Standards Board has released Accounting and Financial Reporting for Pollution Remediation Obligations, a preliminary views document highlighting the board's position on reporting standards for pollution remediation obligations. The obligations address the current or future effects of existing pollution by participating in site assessments and clean-ups. The GASB PV proposed that, once any one of five specified obligating events occurs, governments would be required to estimate the components of expected clean-up costs using an "expected cash flow" measurement, and subsequently to determine whether they should be accrued as a liability or, in some instances, capitalized when goods and services are acquired. GASB said that the deadline for the comment period is June 24, 2005. That will be followed by a public hearing in San Antonio, on June 29.

-- Has Sarbanes-Oxley ushered in the golden age of auditing? According to disclosures by 23 of the 30 companies that comprise the Dow Jones Industrial Average, audit fees rose roughly 40 percent, to $533 million, according to figures from The Wall Street Journal. That number represents nearly twice the percentage rise in audit fees received in 2003 versus 2002. Audit fees generated about 65 percent of the total of $821 million that SEC issuers paid to their audit forms, a stark contrast to four years earlier when audits accounted for just 30 percent of the total monies paid out to the accounting firms. However, the 2002 passage of SOX prohibited a total of nine services to audit clients. The 2004 report stated that most of the 23 companies paid more for audits than for consulting or other services -- with IBM and Johnson & Johnson being two notable exceptions. For example, IBM shelled out more than $21 million for the audit and $55 million in other fees to its independent accountant, Big Four firm PricewaterhouseCoopers. Big Four firm KPMG was the beneficiary of the highest audit largesse, receiving more than $102 million from General Electric Co. of which nearly $80 million of that went to audit services.

The Securities and Exchange Commission has not implemented effective information system controls to protect sensitive data according to a searing report from the Government Accountability Office. As part of its 2004 audit of the SEC's financials, the GAO assessed the effectiveness of the regulator's controls within its information systems -- the barriers that protect the confidentiality and availability of sensitive financial data. The auditor general found that the commission had not implemented "with any consistency," electronic access controls including user accounts, passwords and network security. Additionally, the GAO unearthed weaknesses in other information system controls including physical security and segregation of computer functions. As a result, sensitive data such as payroll, personal information and financial transactions, were at risk for unauthorized access or disclosure. The office recommended that the SEC chair William Donaldson direct his CIO to bolster its agency-wide security program. The SEC said that "significant progress" was already being made to address the failings.

Expert witnesses at the fifth meeting of the President's Advisory Panel on Federal Tax Reform here, advised the reform group to proceed with extreme caution with regard to the adoption of a national sales tax and changes to the Earned Income Tax Credit. Robert Greenstein, founder and executive director of the Center on Budget and Policy Priorities, told the panel that a consumption tax could be implemented but would carry with it a string of collateral problems such as calls for exemptions and exclusions. Louisiana treasurer John Kennedy said that a sales tax was "not as simple as it might first appear." He added that a sales-and-use tax provides 37 percent of the state's revenue, but advised the panel to examine any and all issues Louisiana had with the state-wide levy. When addressing the merits of the EITC Kennedy also told the panel that it had "done more than any other program to lift people out of poverty." Greenstein pointed out that the EITC increases work efforts while slashing welfare among single parents. Next week the Tax Reform panel will host its sixth meeting, scheduled for March 31, at Fort Mason Center, Landmark Building A, San Francisco. The meeting is scheduled to begin at 9 a.m.

Tax information products provider RIA has teamed with Chicago-based financial management concern Parson Consulting in a licensing pact where users of RIA's Checkpoint research service will be given access to Parson's ProAct Sarbanes-Oxley 404 compliance framework. Terms were not disclosed. Under the licensing agreement, Checkpoint users can navigate Parson's ProAct, which includes various overviews of the 404 compliance process with links to related source materials on Checkpoint such as the COSO framework and the Sarbanes-Oxley Act.

Expensing for employee stock options would slash post-tax earnings by an average of 22 percent for companies in the Nasdaq 100, and by 5 percent for firms residing in the S&P 500, according to a just-released analysis of options expensing by financial services conglomerate Bear Stearns. The report analyzed the 2004 stock option disclosures in the 10Ks filed by companies that were listed on the S&P 500 and Nasdaq 100 indexes as of Dec. 31, 2004. In December, the Financial Accounting Standards Board released FAS 123, a standard that would require Securities and Exchange Commission issuer companies to treat options as an expanse on financials by the third quarter 2005. That ruling has come under a hail of criticism, particularly from various stock option advocacy groups and the technology sector. With regard to technology and the impact of options expensing, the report said that some $44.43 billion in reported net income for a total of 80 IT companies would be reduced an aggregate of 25 percent. Meanwhile, 87 consumer discretionary companies with $39.4 billion in earnings and 55 heath care concerns with $58.2 billion in net income would experience a 9 percent decline.

Compliance with Section 404 of the Sarbanes-Oxley Act has become a far more expensive proposition than originally thought, as the average cost of complying with the internal controls mandate has hit $4.36 million, a 39 percent jump from 2004 estimates, according to a recent survey from Financial Executives International. The organization of financial professionals, which surveyed 217 public companies with average revenues of $5 billion and asked them to gauge their Section 404 compliance costs, said that the out-of-pocket increase stems from a 66 percent leap in external costs for consulting, software and other vendors, and a 58 percent increase in the fees charged by external auditors. In a breakdown, FEI said that 404 compliance averaged $1.34 million for internal costs, $1.72 million for external costs and $1.30 million for auditor fees. The auditor fees are in addition to companies' financial statement audit fees. Some 55 percent of the participants in the FEI poll indicated that Section 404 gives investors and other external audiences more confidence in a company's financial reports. However, 94 percent of all companies surveyed said that the costs of 404 compliance exceed the benefits. In order to improve the effectiveness and efficiency of the Section 404 compliance process, the companies participating in the poll issued the following recommendations: o Allow for a more risk-based audit approach (71 percent); o Reduce the degree of documentation (66 percent); o Provide flexibility for remediating control problems in the fourth quarter (60 percent); o Increase the judgment allowed in aggregating deficiencies (55 percent); and, o Permit roll-forward procedures (54 percent).

The Securities and Exchange Commission appointed New York attorney Lee S. Richards III as the independent examiner for Islandia, N.Y.-based software manufacturer Computer Associates. Richards will serve as examiner for a minimum of 18 months. His appointment was part of an agreement that CA signed in September to end an investigation onto accounting fraud. In his new role, Richards, a partner in the New York law firm of Richards Spears Kibbe & Orbe LLP, will oversee compliance with the settlement, make best practices recommendations to the board, and revamp the company's finance and accounting departments. The SEC settlement stems from a $2.2 billion accounting fraud that ultimately led to the ouster of several top managers, including chief executive Sanjay Kumar. The company had been backdating purchase orders and keeping the books open past the period close.

Internal audit and risk-consulting firm Protiviti Inc. has partnered with Tibco Software -- a provider of business integration software -- for a Sarbanes-Oxley Section 404 solution. Terms were not disclosed. Under the agreement, the companies have co-developed a SOX 404 product that integrates Protiviti's SOX portal application with Tibco Staffware Process Suite. The resulting product is a framework to assist users with documenting, testing, assessing and monitoring their internal controls. The companies said that the co-branded SOX solution would help user companies reduce compliance costs and improve transparency.

Deloitte Touche Tohmatsu chief executive William G. Parrett has been named chair of the United States Council for International Business, a pro-trade group with 300 company members. Parrett will begin his two-year-term April 15. He becomes the 20th chairman to lead the organization, which lobbies for a pro-America stance on an array of global business and policy issues. "I am excited about the prospect of leading the USCIB on the international stage," said Parrett in a statement. "Like the Deloitte organization, with member firms around the world, the council is truly multinational, with a worldwide network that reaches into all corners of the world."

Dallas - High-profile Texas investor and entrepreneur Sam Wyly has filed an $80 million suit against Big Four firm Ernst & Young, charging that the firm's audits of troubled Computer Associates influenced his decision to sell his company, Sterling Software, to CA in a stock transaction.Wyly's suit, which was filed in Texas District Court here, said that he relied on E&Y audits for CA's fiscal 1999 to sell his company to the concern for stock. Roughly one month later CA's shares plunged some 12 percent when its earnings reports were delayed, and then fell further when the company failed to make its earnings forecast. Computer Associates replaced E&Y in 1999 with Big Four rival KPMG.

Just weeks after a report by New York State Comptroller Alan Hevesi charged three former officials of the Roslyn N.Y. School District with plundering more than $11 million over an eight-year period, a new investigation is examining the district budget, as well as the former supervisor for construction and repair projects. The probe by prosecutors for Nassau County, as well as Hevesi's office, centers on Thomas Galinski, who resigned last year after questions arose surrounding trips to Las Vegas and Atlantic City that were billed to the district. At issue is a $23.9 million bond issue approved five years ago to expand the district's middle school. However, district residents have labeled the work substandard, as evidenced by such things as leaking roofs. The former superintendent, Frank A. Tassone, assistant superintendent Pamela Gluckin and clerk Debra Rigano, who were alleged to have siphoned the money from district coffers, are currently awaiting indictment by the Nassau County Grand Jury. In addition, the state probe has implicated an additional 26 people involved in the audit scam. Meanwhile, the accounting firm that audited the district, Miller Lily & Pearce, which audited over 50 additional school districts and whose affiliate sold financial software to some 250 districts across New York state, recently shut its doors.

Washington - Regulators at the Public Company Accounting Oversight Board are wrestling with proposals to abandon the current "pass/fail" auditor reporting model for informing investors of the accuracy of corporate financial statements - a move that could require independent accountants to provide considerably more information about the veracity of their clients' financial reports.Whether the additional work and information will translate into more useful data for investors was a matter of considerable debate during the latest meeting of the PCAOB's Standing Advisory Group.

Auditor General David M. Walker said that, while Social Security is staring at a long-term financing problem, the 70-year-old program does not face an "immediate crisis." In testimony before the House Ways and Means Committee, Walker told lawmakers that it would be "prudent" to address the Social Security problem "sooner rather than later." Walker also took President George W. Bush to task for his aggressive selling of his privatization plan, where younger workers would be able to divert a portion of their payroll taxes into private investment accounts. Walker testified that private accounts by themselves would "exacerbate the solvency problem" that Social Security faces, and suggested that Congress first focus on improving the program's financing. The private accounts plan faces stiff opposition from Democrats and even some Republicans. Rep. Charles B. Rangel, D-N.Y., ranking Democrat on the Ways and Means Committee, was quoted as telling Walker that, "Private accounts will not be on the table if you are looking for bipartisanship.''

As part of a deal reached Monday with its regulator, mortgage giant Fannie Mae agreed to a number of corporate governance and management changes. The new practices, which supplement an earlier agreement meant to satisfy the Office of Federal Housing Enterprise Oversight regarding Fannie Mae's governance, include: * Separating the duties of the chairman and the chief executive officer; * Establishing a compliance and ethics office that can communicate directly with OFHEO; * Strengthening accounting rules; and, * Implementing policies to prevent the falsifying of signatures. Last year, OFHEO discovered significant problems with the mortgage giant's practices, including juggling the books to meet targets that triggered executive bonuses. The revelations led to the resignation of chairman and CEO Franklin Raines and chief financial officer Timothy Howard in December. The Securities and Exchange Commission said that from 2001 to mid-2004, Fannie Mae's accounting practices didn't comply with the requirements related to accounting for deferred purchase price adjustments and for derivatives and hedging activities, and advised the company that it should, among other things, restate its financial statements to eliminate the use of hedge accounting. In February, SEC chief accountant Donald Nicolaisen announced that the commission would conduct a thorough, top-down examination of the mortgage financing concern.

Accounting irregularities have brought a flurry of troubles down on Delphi Corp., the world's largest maker of auto parts, leading to the need for a $200-plus million restatement and a host of corporate changes, including the departure of its chief financial officer. In a filing with the Securities and Exchange Commission, the company, based here, said that it had overstated its cash flow for 2000 by about $200 million due to improper accounting for prior transactions involving the receipt of rebates, credits and lump-sum payments, as well as certain off-balance sheet transactions. It also said that improper accounting regarding rebate transactions lead to a $61 million overstatement of income in 2001. The company discovered the irregularities in an ongoing investigation that was prompted by an SEC inquiry last July. Following the filing, Delphi's board expressed a lack of confidence in vice chairman and chief financial officer Alan Dawes; he resigned last Friday. Chief accountant and controller Paul Free also resigned, and John Blahnik, vice president of treasury, mergers and acquisitions, and new markets, was re-assigned to a lesser position. Chief accounting officer and controller John D. Sheehan is acting as CFO for now, reporting to chairman and chief executive J.T. Battenberg, who will retire later this year. The company's stock suffered this week as a result of the news, and on Tuesday Moody's cut Delphi's debt rating to junk. Also on Tuesday, the company announced that it would cut health benefits for retirees by dropping coverage once they are eligible for Medicare, starting in 2007. The cuts could save the company half a billion dollars over time.