Professional Ethics

Chapter 3

McGraw-Hill/Irwin Copyright © 2010 by The McGraw-Hill Companies, Inc. All rights reserved.

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Steps in Resolving an Ethical DilemmaSteps in Resolving an Ethical Dilemma

Identify the problem Identify possible courses of action Identify any constraints relating to the

decision Analyze the likely effects of the possible

courses of action Select the best course of action

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Need for Professional EthicsNeed for Professional Ethics

Responsibility to serve the public CPA is representative of the public

Complex body of knowledge Abundance of authoritative pronouncements

Standards of Admission to the Profession Min. standards for education and experience

Need for public confidence CPA product is credibility

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Code of Professional ConductCode of Professional Conduct

Designed to provide a framework for expanding professional services and responding to changes in the profession

Two sections Principles Rules

Additional guidance Interpretations Ethics Rulings

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AICPA Professional Ethics

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Principles of the CodePrinciples of the Code

Responsibilities The Public Interest Integrity Objectivity and Independence Due Care Scope and Nature of Services

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The Rules of the AICPA Code of The Rules of the AICPA Code of Professional ConductProfessional Conduct

Rule Title101 Independence

102 Integrity and Objectivity

201 General Standards

202 Compliance with Standards

203 Accounting Principles

301 Confidential Client Information

302 Contingent Fees

501 Acts Discreditable

502 Advertising and Other Forms of Solicitation

503 Commissions and Referral Fees

504 (Deleted)

505 Form of Organization and Name

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IndependenceIndependence

Independence of mind (actual independence)

Independence of appearance

Both are required.

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AICPA Conceptual Framework AICPA Conceptual Framework for Independencefor Independence

The AICPA Conceptual Framework for Independence is used to evaluate threats to independence. When a threat arises, the approach considers

Whether the Code directly addresses the threat If the Code does not directly address the threat, the

auditor considers whether adequate safeguards exist to eliminate the threat to independence

The perspective used throughout is whether a reasonable person, aware of all the relevant facts would conclude that an unacceptable risk of non-independence exists.

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Threats to Independence Threats to Independence (and an example of each)(and an example of each)

Self-Review—CPA firm has provided consulting services that relate to audit

Advocacy of client—CPA promotes client securities as part of an initial public offering

Adverse Interest— Litigation between client and CPA firm

Familiarity—Spouse holds a key position with client Undue Influence--Pressure from client to reduce audit

procedures Financial Self-Interest of CPA—CPA owns stock in the

client Management Participation—CPA Serves as officer of

client

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Independence SafeguardsIndependence Safeguards

Created by profession, legislation or regulation (e.g., education requirements)

Implemented by attest client (e.g., effective board of director oversight)

Put in place by CPA firm (e.g., stressing importance of independence)

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Summary of Conceptual Framework Approach for Summary of Conceptual Framework Approach for Evaluating Threats to Independence (Figure 3.4)Evaluating Threats to Independence (Figure 3.4)

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Covered MembersCovered MembersInterpretation 1 of Rule 101 is particularly important for

understanding independence. It relies in part on the concept of a “covered member.”

Covered Members include Staff working on the attest engagement An individual who may influence the attest engagement A partner in the office in which the partner in charge of the attest

engagement primarily practices Partners or managers that provide a specified amount of

nonattest services to client The public accounting firm and its employee benefit plan Any entity controlled by one or more of the above

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Interpretation 101-1 States That Interpretation 101-1 States That Independence is Impaired if a Member:Independence is Impaired if a Member:

A.

SectionHas direct or material indirect financial interest, loan, or joint business invest- ment; trustee or administrator of estate or trust that has such interest

Applies to:

Covered Members

B. Owns 5% or more of client’s outstanding equity or other ownership interest

All Partners andProfessional Staff

C. Simultaneously associated with client asdirector, officer, employee, etc.

All Partners and Professional Staff

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Financial Interests from Financial Interests from Interpretation 101-1Interpretation 101-1

Direct Indirect

Example Investment in client, such as owning capital stock or providing a loan

Investment in a mutual fund, which in turns owns capital tock of a client

Type allowed for individual CPA to retain independence

None Immaterial

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Figure 3.5 – The effects of partner and professional staff Figure 3.5 – The effects of partner and professional staff relationships on firm independence*relationships on firm independence*

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Figure 3.6 Effects of Interests of Family Members, Figure 3.6 Effects of Interests of Family Members, Relatives and FriendsRelatives and Friends

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Consulting Services Prohibited by Consulting Services Prohibited by the Sarbanes-Oxley Actthe Sarbanes-Oxley Act

Bookkeeping Financial systems design and Implementation Appraisal or valuation services Actuarial services Internal audit outsourcing Management functions or human resource

services Investment services Legal services and expert services Certain tax services

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Rule 102Rule 102

Rule 102 – Integrity and Objectivity Applies to all members of the AICPA and to all

services provided by CPAs Violations

• Makes, or permits or directs another to make, materially incorrect entries in a client’s financial statements or records

• Fails to correct financial statements that are materially false or misleading when member has such authority

• Signs, or permits or directs another to sign, a document containing materially false and misleading information

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Rule 201Rule 201

Rule 201 – General Standards Apply to all CPA services Member shall comply with following

standards:• Professional competence• Due Professional Care• Planning and Supervision• Sufficient Relevant Data

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Rule 202 StandardsRule 202 Standards

Technical Body Auditing Standards Board

(ASB) Management Consulting

Services Executive Committee (MCSEC)

Accounting and Review Services Committee (ARSC)

ASB, MCSEC, and ARSC

FASB, GASB and FASAC

Standards Statements on Auditing

Standards

Statements on Standards for Consulting Services

Statements on Standards for Accounting and Review Services

Statements on Standards for Attestation Engagements

FASB, GASB and FASAC Statements and related Interpretations

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Rule 203Rule 203

Accounting Principles Designates GAAP The Statements and Interpretations of

• FASB• GASB• FASAB

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Rule 301Rule 301

Confidential Client Information A member in public practice shall not disclose

any confidential client information without the specific consent of the client.

Auditors cannot directly disclose illegal acts by the client unless they have a legal duty to do so

Confidential but not privileged communications with client

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Rule 302 –Rule 302 –Allowable Contingent FeesAllowable Contingent Fees

Allowable for clients for which the CPA provides none of the following services:

An audit or review of financial statements A compilation of financial statements expected to be used by

a third party and does not disclose a lack of independence An examination of prospective financial information

Contingent fees are not allowed to prepare an original or amended tax return or claim for tax refund (Note: All tax contingent fees are prohibited under PCAOB Standards)

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Rule 501Rule 501Retaining client records may be considered an act discreditable to the profession Rules:

Client prepared records—should always be returned to the client.

Client records prepared by the CPA (e.g. payroll records)—should be provided to client, except they may be withheld if they are incomplete or fees are due for them.

Supporting records (e.g., adjusting entries)—should be provided to client, but may be withheld if fees are due for them.

CPA working papers (e.g., audit programs)—CPA’s property and need not be provided to client , unless required by law.

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Rules 502, 503, 505Rules 502, 503, 505

Rule 502 – Advertising May advertise as long as it is not false, misleading or

deceptive Rule 503 – Commissions

Allowable commissions received must be disclosed to the client

Rule 505 – Form of Organization & Name Can practice in any legal business form Allows fictitious names as long as not false,

misleading or deceptive

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Figure 3.9 – Figure 3.9 – Alternative Practice StructuresAlternative Practice Structures

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IIA Code of Ethics--PrinciplesIIA Code of Ethics--PrinciplesInternal auditors are expected to apply & uphold the following principles:  

Integrity. The integrity of internal auditors establishes trust and thus provides the basis for reliance on their judgment. 

Objectivity. Internal auditors exhibit the highest level of professional objectivity in gathering, evaluating, and communi-cating information about the activity or process being examined. Internal auditors make a balanced assessment of all the relevant circumstances and are not unduly influenced by their own interests or by others in forming judgments.  

Confidentiality. Internal auditors respect the value and ownership of information they receive and do not disclose information without appropriate authority unless there is a legal or professional obliga-tion to do so.  

Competency. Internal auditors apply the knowledge, skills, and experience needed in the performance of internal auditing services. 

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IIA Code of Ethics—IIA Code of Ethics—Rules of ConductRules of Conduct

1. Integrity;  Internal auditors:

.1 Shall perform their work with honesty, diligence, and responsibility. 

.2 Shall observe the law and make disclosures expected by the law and the profession. 

.3 Shall not knowingly be a party to any illegal activity, or engage in acts that are discreditable to the profession of internal auditing or to the organization. 

.4 Shall respect and contribute to the legitimate and ethical objectives of the organization.  

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IIA Code of Ethics—IIA Code of Ethics—Rules of ConductRules of Conduct

2. Objectivity;  Internal Auditors:

.1 Shall not participate in any activity or relationship that may impair or be presumed to impair their unbiased assessment. This participation includes those activities or relationships that may be in conflict with the interests of the organization. 

.2 Shall not accept anything that may impair or be presumed to impair their professional judgment. 

.3 Shall disclose all material facts known to them that, if not disclosed, may distort the reporting of activities under review. 

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IIA Code of Ethics—IIA Code of Ethics—Rules of ConductRules of Conduct

3. Confidentiality; Internal auditors:

.1 Shall be prudent in the use and protection of information acquired in the course of their duties.  

.2 Shall not use information for any personal gain or in any manner that would be contrary to the law or detrimental to the legitimate and ethical objectives of the organization.

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IIA Code of Ethics—IIA Code of Ethics—Rules of ConductRules of Conduct

4 Competency; Internal auditors .1 Shall engage only in those services for which they

have the necessary knowledge, skills, and experience. 

.2 Shall perform internal auditing services in accordance with the Standards for the Professional Practice of Internal Auditing. 

.3 Shall continually improve their proficiency and the effectiveness and quality of their services.