Checkpoint | Document Page 1 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 100 Background Information 100 Background Information Introduction 100.1 The AICPA's Auditing Standards Board is designated under Rules 201 and 202 of the AICPA Code of Professional Conduct as the body to establish auditing, attestation, and quality control standards and procedures for nonpublic entities (also referred to as nonissuers), whereas the Public Company Accounting Oversight Board (PCAOB) is designated to establish auditing, attestation, and related professional practice standards for audits of public companies. Accordingly, there are two separate sets of standards generally accepted in the U.S. that apply to audits of financial statements—one for audits of public companies, and another for audits of nonpublic entities. 100.2 PPC's Guide to Auditor's Reports only addresses reporting on the financial statements of nonpublic entities. Reporting on matters required by the PCAOB is not addressed. 1 The authors will continue to monitor the PCAOB's activities, however, and will provide guidance if its activities impact audits of nonpublic entities. Further guidance on the impact of the Sarbanes-Oxley Act and the PCAOB on audits of nonpublic entities is provided beginning at paragraph 100.9. Authoritative Literature for Audits of Nonpublic Entities 100.3 As stated in the auditor's report, audits are performed in accordance with generally accepted auditing standards (GAAS). Generally accepted auditing standards for audits of periods ending on or after December 15, 2012, are set forth the in clarified Statements on Auditing Standards, which are codified in AU-C sections. 2 (See the discussion of the Auditing Standards Board's clarity project beginning at paragraph 100.11.) Generally, early adoption of the clarified auditing standards is not permitted. However, an auditor may implement aspects of the clarified auditing standards before their effective date as long as the auditor continues to comply with existing standards. The discussions throughout this Guide, references to authoritative literature, and illustrative auditor's reports have been updated for the clarified standards. (Appendix 1C includes basic illustrative report examples under pre-clarified auditing standards.) 3 Paragraph 100.14 discusses the effective date of the clarified auditing standards and implementation in this Guide. 100.4 Form and Structure of the Clarified Auditing Standards The clarified SASs are divided into the following topics: https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 2 of 69 • Introduction . Includes matters such as the purpose and scope of the guidance, subject matter, effective date, and other introductory material. • Objectives . Establishes objectives that allow the auditor to understand what to achieve under the standards. The auditor uses the objectives to determine whether additional procedures are necessary for their achievement and to evaluate whether sufficient appropriate audit evidence has been obtained. • Definitions . Provides key definitions that are relevant to the standard. • Requirements . States the requirements that the auditor is to follow to achieve the objectives unless the standard is not relevant or the requirement is conditional and the condition does not exist. • Application and Other Explanatory Material . Provides further guidance to the auditor in applying or understanding the requirements. While this material does not, in itself, impose a requirement, auditors should understand this guidance. Its application will depend on professional judgment in the circumstances considering the objectives of the standard. The requirements section references the applicable application and explanatory material. Also, when appropriate, considerations relating to smaller and less complex entities are included in this section. A standard may also contain exhibits or appendices. Appendices to a standard are part of the application and other explanatory material. The purpose and intended use of an appendix is explained in the standard or in the title and introduction of the appendix. (As discussed in paragraph 100.6, exhibits to standards are interpretive publications, which are not auditing standards but rather recommendations on applying the standards.) 100.5 Use of the Terms Must and Should According to AU-C 200.20, Overall Objectives of the Independent Auditor and the Conduct of an Audit in Accordance With Generally Accepted Auditing Standards, “the auditor should comply with all AU-C sections relevant to the audit. An AU-C section is relevant to the audit when the AU-C section is in effect and the circumstances addressed by the AU-C section exist.” The auditor's degree of responsibility in complying with requirements in the AU-C sections is identified through two categories as follows: • Unconditional Requirements . Unconditional requirements are those that an auditor must follow in all cases if the circumstances apply to the requirement. The AU-C sections use the word must to indicate an unconditional requirement. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 3 of 69 • Presumptively Mandatory Requirements . An auditor must comply with a presumptively mandatory requirement in all cases in which such a requirement is relevant except in rare circumstances, which according to AU-C 200.26, are expected to arise only when the requirement is for a specific procedure to be performed and, in the specific circumstances of the audit, that procedure would be ineffective in achieving the intent of the requirement. (AU-C 230.13 requires the auditor to document (1) the justification for any necessary departure from a presumptively mandatory requirement of GAAS and (2) how alternative procedures performed were sufficient to achieve the intent of the requirement.) Auditing standards use the word should to indicate a presumptively mandatory requirement. Throughout this Guide, the authors use the terms must and should in accordance with their use in the AU-C sections as described above. The authors also use the term required interchangeably with should. 100.6 Interpretative Publications In addition to the Statements on Auditing Standards as codified in the AU-C sections, auditing guidance is provided through interpretive publications. Interpretive publications are not auditing standards, but rather recommendations on applying the SASs. An interpretive publication is issued after ASB members have been provided an opportunity to consider and comment on whether the proposed interpretive publication is consistent with GAAS. Interpretive publications include Auditing Interpretations, exhibits to the AU-C sections, and auditing guidance in AICPA Audit and Accounting Guides and AICPA Auditing Statements of Position. AU-C 200.7 requires auditors to consider applicable interpretive publications. 100.7 Auditing interpretations are included in the AU-C sections. (All auditing interpretations corresponding to a pre-clarified SAS were considered in developing the clarified standards and incorporated as necessary. Generally, the pre-clarity interpretations have been withdrawn, except for certain interpretations that were retained and revised to reflect the issuance of the clarified standards.) Going forward, the ASB will continue to issue interpretations of the auditing standards as necessary. AICPA Audit and Accounting Guides and auditing SOPs are listed in AU-C appendix D, AICPA Audit and Accounting Guides and Statements of Position. 100.8 Other Auditing Publications Other auditing publications have no authoritative status but may help auditors understand and apply the SASs. Other auditing publications include AICPA publications other than interpretive publications; articles in professional journals; continuing professional education programs; textbooks; guide books; audit programs and checklists; and auditing literature published by state CPA societies and other organizations (for example, PPC guides). 4 If auditors apply the guidance in other auditing publications, they need to be satisfied that the guidance is both appropriate and relevant. Appropriateness refers to whether the guidance is technically sound. Relevance refers to whether the guidance is applicable to the circumstances of a particular audit engagement. There is a presumption that other auditing publications published by the AICPA and reviewed by the AICPA Audit and Attest Standards staff are appropriate. Those publications are listed in AU-C appendix F, Other Auditing Publications. Indicators of appropriateness of other auditing publications that have not been reviewed by the AICPA Audit and Attest Standards staff include the extent to which the publication is recognized as being helpful and the professional reputation of the author or issuer. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 4 of 69 Impact of the PCAOB on Auditing Standards for Nonpublic Entities 100.9 As discussed in paragraph 100.1, the PCAOB has authority to establish auditing standards for public entities, while the Auditing Standards Board (ASB) of the AICPA has the authority to set standards governing the audits of nonpublic entities. Recently, the ASB has adopted a strategy of convergence of its standard setting process with the International Standards on Auditing (ISAs) by aligning its standard setting process with that of the International Auditing and Assurance Standards Board (IAASB). In addition, the ASB continues to consider standards developed by the PCAOB. 100.10 Both the ASB and the PCAOB have issued guidance to auditors for reporting when the audit of a nonpublic entity is conducted in accordance with GAAS and in accordance with the PCAOB auditing standards. (See a discussion of that guidance beginning at paragraph 104.13.) In addition, applying PCAOB standards to audits of nonissuers is discussed in section 708. Clarified Auditing Standards 100.11 In response to growing concerns regarding the complexity of auditing standards and to harmonize U.S. generally accepted auditing standards with International Standards on Auditing (ISAs) issued by the International Auditing and Assurance Standards Board (IAASB), the Auditing Standards Board has been working on the Clarity Project to revise all existing auditing standards and to design a format under which all new standards will be issued. In October 2011, the AICPA issued: • SAS No.122, Statements on Auditing Standards: Clarification and Recodification, which represents a completely new set of auditing standards revised in format, structure, style, and content from the existing standards. (See the discussion beginning at paragraph 100.3.) It supersedes all existing SASs through SAS No. 121, except: •• SAS No. 51, Reporting on Financial Statements Prepared for Use in Other Countries. (Subsequently superseded by SAS No.124.) •• SAS No. 59, The Auditor's Consideration of an Entity's Ability to Continue as a Going Concern. (Subsequently superseded by SAS No. 126) See discussion in Chapter 6. •• SAS No. 65, The Auditor's Consideration of the Internal Audit Function in an Audit of Financial Statements. (Currently being redrafted and will be superseded when the clarified version is issued.) 5 •• SAS No. 87, Restricting the Use of an Auditor's Report. (Subsequently superseded by SAS No.125.) https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 5 of 69 •• SAS No. 117 on compliance audits and SAS Nos. 118-120 on supplementary information. These standards were previously issued in clarified format and are already effective. 5 • SAS No. 123, Omnibus Statement on Auditing Standards—2011. Amends SAS Nos. 117, 118, and 122 to address matters that arose after the clarified standards were finalized. • SAS No. 124, Financial Statements Prepared in Accordance with a Financial Reporting Framework Generally Accepted in Another Country. This is the clarified and recodified version of SAS No. 51. 100.12 In addition, in December 2011, the ASB issued SAS No. 125, Alert That Restricts the Use of the Auditor's Written Communication. SAS No. 125 supersedes SAS No. 87 and amends, among other standards, AU-C 260, The Auditor's Communication With Those Charged With Governance, and AU-C 265, Communicating Internal Control Related Matters Identified in an Audit. SAS No. 125 is effective for the auditor's written communications related to audits of financial statements for periods ending on or after December 15, 2012. In June 2012, the ASB issued SAS No. 126, The Auditor's Consideration of An Entity's Ability to Continue as a Going Concern (Redrafted). SAS No. 126 supersedes SAS No. 59 and is effective for audits of financial statements for periods ending on or after December 15, 2012. 100.13 An exhibit to SAS No. 122 contains a complete two-part cross-reference of AU-C and AU section numbers. One part of the cross-reference shows which existing AU sections are encompassed by each new AU -C section. The other part of the cross-reference shows, for each existing AU section, where the corresponding guidance can be found in the new AU-C sections. 100.14 Effective Date of Clarified Standards and Implementation in This Guide With a few exceptions, all of the clarified standards are effective for audits of financial statements for periods ending on or after December 15, 2012. Generally early adoption of SAS Nos. 122-125 is not permitted. However, an auditor may implement aspects of SAS Nos. 122-125 early as long as the auditor continues to comply with existing standards. Due to the significant changes in the clarified standards related to auditor's reports, the clarified reporting standards should not be adopted early. The discussions throughout this Guide, references to authoritative literature, and illustrative auditor's reports have been updated for the clarified standards. (Appendix 1C includes basic illustrative report examples under pre-clarified auditing standards.) 100.15 Clarified Auditing Standards Relating to Auditor's Reports Exhibit 1-1 lists the clarified auditing standards that are most directly related to auditor's reports. Exhibit 1-1 https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 6 of 69 Clarified Auditing Standards Relating to Auditor's Reports AU-C Title Audit Conclusions and Reporting 700 Forming an Opinion and Reporting on Financial Statements 705 Modification to the Opinion in the Independent Auditor's Report 706 Emphasis-of-Matter Paragraphs and Other-Matter Paragraphs in the Independent Auditor's Report 708 Consistency of Financial Statements 720 Other Information in Documents Containing Audited Financial Statements 725 Supplementary Information in Relation to the Financial Statements as a Whole 730 Required Supplementary Information a Special Considerations 800 Special Considerations—Audits of Financial Statements Prepared in Accordance with Special Purpose Frameworks 805 Special Considerations—Audits of Single Financial Statements and Specific Elements, Accounts, or Items of a Financial Statement 806 Reporting on Compliance with Aspects of Contractual Agreements or Regulatory Requirements in Connection with Audited Financial Statements 810 Engagements to Report on Summary Financial Statements Special Considerations in the United States 905 Alert That Restricts the Use of the Auditor's Written Communication 910 Financial Statements Prepared in Accordance with a Financial Reporting Framework Generally Accepted in Another Country 915 Reports on Application of Requirements of an Applicable Financial Reporting Framework 930 Interim Financial Information 935 Compliance Audits Notes: a AU-C 730 is beyond the scope of this Guide. ____________________ Changes in Reporting Requirements https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 7 of 69 100.16 The most significant change in AU-C 700 is the form of the standard auditor's report. While the content is substantively unchanged, AU-C 700 rearranges some requirements and adds required descriptions about management's responsibility and the context of the auditor's work on internal control. Additionally, AU-C 700 adds three paragraphs in its example reports. To clearly distinguish parts of the report, identifying headings for the various sections of the report and any additional items, such as the basis for a modified opinion or an emphasis-of-matter paragraph, are required. 100.17 The clarified standards introduce new terminology for existing concepts, as described in Exhibit 1-2. Exhibit 1-2 New Terminology in Clarified Reporting Standards AU 508 Clarified Auditing Standards Standard report a The clarified auditing standards refer to the auditor's opinion. Clean opinion or unqualified opinion Unmodified opinion Qualified opinion Modified opinion Explanatory paragraph Emphasis-of-matter paragraph or othermatter paragraph (as applicable) or additional communication Explanatory paragraph Basis for the qualified opinion (or adverse opinion or disclaimer of opinion) Scope limitation a Auditor's inability to obtain sufficient appropriate audit evidence Notes: a Even though the clarified auditing standards changed this terminology, the existing terminology is used in practice and interchangeably throughout this Guide. ____________________ 100.18 In any modified opinion, the auditor's report should include a basis for modification paragraph. That paragraph should appear immediately before the opinion paragraph, have an appropriate heading, and describe the matter of concern. The modified opinion paragraph should also have an appropriate heading. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 8 of 69 100.19 AU-C 706 introduces the terms emphasis-of-matter and other-matter paragraphs. AU-C 706 requires both the emphasis-of-matter and other-matter paragraphs to follow the opinion paragraph (with the emphasis-ofmatter paragraph placed before the other-matter paragraph) and include an appropriate heading. 100.20 These changes and other changes are noted throughout the Guide and in the example reports. Scope of PPC's Guide to Auditor's Reports 100.21 Since audit reporting guidance is found in many locations, the authors have attempted to bring the guidance together in a concise format. In so doing, they have concentrated on “how to” reporting issues rather than on the concepts underlying the standards of reporting. Accordingly, the goal of PPC's Guide to Auditor's Reports is to present as many report illustrations as possible, along with quick references explaining the circumstances of each report and the authoritative source. The narrative in each chapter explains and supplements the report illustrations. 100.22 As previously mentioned in paragraph 100.2, PPC's Guide to Auditor's Reports only addresses reporting on the financial statements of nonpublic companies. PPC's Guide to PCAOB Audits provides guidance when reporting on financial statements of public companies. Also absent from PPC's Guide to Auditor's Reports is a detailed discussion of compilation and review reports. PPC's Guide to Compilation and Review Engagements 6 is a companion volume to PPC's Guide to Auditor's Reports and provides guidance when reporting on unaudited financial statements. 100.23 The authors caution users of this Guide that it is not a substitute for authoritative literature and the exercise of professional judgment. Users are encouraged to refer to the authoritative literature cited in PPC's Guide to Auditor's Reports and to check their firms' reporting procedures when using this Guide. Scope of Chapter 1 100.24 Chapter 1 discusses the auditor's standard report on GAAP financial statements of a corporate entity for a single period. Chapter 1 discusses only unmodified opinions on audited financial statements for a single period that conform with generally accepted accounting principles (commonly referred to as a “clean opinion”). Later chapters discuss qualified opinions, disclaimers of opinion, adverse opinions, reporting on comparative financial statements, special reports, other entities, and other reporting matters. 1 PPC's Guide to PCAOB Audits provides detailed guidance and practice aids for performing audits of public companies. 2 The clarified auditing standards use “AU-C” section numbers instead of “AU” section numbers. “AU-C” is being used temporarily to avoid confusion with references to existing “AU” sections, which are effective for audits of periods ending before December 15, 2012. The “AU-C” identifier will revert to “AU” in 2014, when the clarified standards are fully effective for all engagements. 3 All of the report examples from the 2011 edition of PPC's Guide to Auditor's Reports are available on the https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 9 of 69 Thomson Reuters customer support website at support.rg.thomsonreuters.com. 4 AICPA Technical Practice Aids are considered other auditing publications. While not all of the Technical Practice Aids have been revised for the clarified auditing standards, their guidance is still applicable with the context of the clarified auditing standards. 5 SAS No. 122 does not supersede these SASs, but it does redesignate the previous AU sections as new AU-C sections. The revised AU-C sections were also updated, if necessary, for conforming changes. 6 PPC's Guide to Compilation and Review Engagements may be ordered by visiting ppc.thomsonreuters.com or by calling (800) 431-9025. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 10 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 101 The Standard Report 101 The Standard Report Reports on Audited Financial Statements 101.1 The standard report on audited financial statements for a single period that are prepared in accordance with GAAP is addressed in AU-C 700, Forming an Opinion and Reporting on Financial Statements. According to AU-C 700.10, the auditor's objectives are to (a) form an opinion on the financial statements based on an evaluation of the audit evidence obtained, including evidence obtained about comparative financial statements or comparative financial comparative information, and (b) express clearly that opinion on the financial statements through a written report that also describes the basis for that opinion. The requirements that should be followed to achieve those objectives are summarized in Exhibit 1-3. Exhibit 1-3 Requirements for Forming an Opinion and Reporting on Financial Statements Requirements Form an opinion on whether the financial statements are presented fairly, in all material respects, in accordance with GAAP, by concluding whether the auditor has obtained reasonable assurance about whether the financial statements as a whole are free of material misstatement. Take into consideration whether (a) sufficient appropriate evidence has been obtained, (b) uncorrected misstatements are material, individually or in the aggregate, and (c) the following evaluations: Clarified Primary Guide AU-C Reference Reference AU-C 700.13-.18 Paragraph 105.4 • Whether the financial statements are prepared, in all material respects, in accordance with GAAP, considering the qualitative aspects of the entity's accounting practices, including possible bias in management's judgments. • Whether (a) the financial statements adequately disclose the significant accounting policies; (b) the accounting policies are consistent with GAAP and are appropriate; (c) management's accounting estimates are reasonable; (d) the information in the financial statements is relevant, reliable, comparable, and understandable; (e) the financial statements https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 11 of 69 Requirements Clarified Primary Guide AU-C Reference Reference provide adequate disclosure; and (f) the terminology used in the financial statements, including the title of each financial statement, is appropriate. • Whether the financial statements achieve fair presentation by considering the overall presentation, structure, and content of the financial statements and whether the financial statements, including related notes, represent the underlying transactions and events in a manner that achieves fair presentation. • Whether the financial statements adequately refer to or describe GAAP. Express an unmodified opinion when the auditor concludes that the financial statements are presented fairly, in all material respects, in accordance with GAAP. AU-C 700.19 Paragraph 105.4 Express a modified opinion if the auditor concludes that the financial statements as a whole are materially misstated or if the auditor is unable to obtain sufficient appropriate evidence to conclude that the financial statements are free of material misstatement. AU-C 700.20 Chapters 3 and 4 Discuss with management if the financial statements do not achieve fair presentation, and determine whether it is necessary to modify the auditor's opinion. AU-C 700.21 Paragraph 105.5 Issue a written report that includes (a) a title that includes the word “independent” and (b) an appropriate addressee. AU-C 700.22-.24 Paragraphs 101.3 and 101.5.9 Include the following sections in the auditor's report: AU-C 700.25-.36 Sections 102105 • An introductory paragraph that (a) identifies the entity whose financial statements have been audited, (b) states the financial statements have been audited, (c) identifies the title of each financial statement, and (d) specifies the date or period covered by each financial statement. • A section with the heading “Management's Responsibility for the Financial Statements” that describes management's responsibility for the preparation and fair presentation of the financial statements, including an explanation that management is responsible for the preparation and fair presentation of the financial statements in accordance with GAAP, which includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free of material misstatement, whether due to error or fraud. Do not include a reference to any separate statement by management about such responsibilities if such a statement is included in a document containing the auditor's report. • A section with the heading “Auditor's Responsibility” that (a) states that the auditor's responsibility is to express an opinion on the financial statements based on the audit, (b) states that the audit was conducted in accordance auditing standards generally accepted in the United States of America and that those standards require the auditor to plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, and (c) describes the audit by stating that: https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 12 of 69 Requirements Clarified Primary Guide AU-C Reference Reference •• An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. •• The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatements. In assessing those risks, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control, and, accordingly, no such opinion is expressed. •• An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of significant accounting estimates made by management, as well as the overall presentation of the financial statements. • A statement about whether the auditor believes that the audit evidence obtained is sufficient and appropriate to provide a basis for the auditor's opinion. • A section with the heading “Opinion” that states the auditor's opinion that the financial statements present fairly, in all material respects, the financial position, results of operations, and cash flows in accordance with U.S. generally accepted accounting principles. If the auditor addresses other reporting responsibilities in the auditor's report AU-C 700.37-.38 a on the financial statements that are in addition to the auditor's responsibility under GAAS to report on the financial statements, those other reporting responsibilities should be addressed in a separate section in the auditor's report that includes a heading should such as “Report on Other Legal and Regulatory Requirements.” In those cases, items required by AU-C 700.25.36 should be under the subtitle “Report on the Financial Statements.” Include the manual or printed signature of the auditor's firm and the city and state where the auditor practices. AU-C 700.39-.40 Section 106 Be dated no earlier than the date on which the auditor has obtained sufficient appropriate audit evidence on which to base the auditor's opinion, including evidence that the audit documentation has been reviewed, all the financial statements and notes have been prepared, and management has taken responsibility for the financial statements. AU-C 700.41 Section 107 If an auditor conducts the audit in accordance with U.S. GAAS and in accordance with another set of auditing standards, the auditor's report may so indicate. In that type of engagement, the auditor's report should identify the other set of auditing standards, including their country of origin. AU-C 700.42-.43 Paragraphs 104.11-.12 Notes: a These requirements are not discussed in detail in this Guide. PPC's Guide to Audits of Nonprofit Organizations and PPC's Guide to Audits of Local Governments cover these requirements. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 13 of 69 ____________________ 101.2 AU-C 700.22 requires the auditor's report to be in writing. AU-C 700.A16 clarifies that a written report may be in hard copy format or in an electronic medium. The standard report generally consists of four sections: (a) an introductory paragraph, (b) a section describing management's responsibility for the financial statements, (c) a section describing the auditor's responsibility, and (d) the opinion paragraph. The standard report is illustrated on the right side of Exhibit 1-4, while the left side of the exhibit presents the report elements discussed in further detail in sections 101-107 of this chapter. A drafting copy of the standard report is presented in Appendix 1A-1. Exhibit 1-4 The Standard Report Report Elements The Title Addressing the Report Report Text INDEPENDENT AUDITOR'S REPORT To the Board of Directors and Stockholders of ABC Company Statement That the Financial Statements Were Audited (introductory paragraph) Name of Entity Type of Legal Entity Date of the Financial Statements Identification of the Financial Statements We have audited the accompanying financial statements of ABC Company (a Texas corporation), which comprise the balance sheet as of December 31, 20X1, and the related statements of income, retained earnings, and cash flows for the year then ended, and the related notes to the financial statements. Management's Responsibility for the Preparation of the Financial Statements, including Internal Control Management's Responsibility for the Financial Statements Responsibility to Express an Opinion Generally Accepted Auditing Standards Statement about Reasonable Assurance Description of the Audit Process Reasonable Basis for Opinion Auditor's Responsibility Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 14 of 69 Report Elements Report Text assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Identification of the Financial Statements Present Fairly Opinion In All Material Respects Financial Position Results of Operations Cash Flows Name of Entity Dates Generally Accepted Accounting Principles In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of ABC Company as of December 31, 20X1, and the results of its operations and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. Firm's Signature a City, State a Firm's signature City, State Date of the Auditor's Report a February 15, 20X2 Notes: a These are required elements of the auditor's report. Note that the illustrations of reports included in the text of this Guide may not include these elements. However, all of the report illustrations or report drafting forms included in the Appendixes include these elements. ____________________ The Title 101.3 AU-C 700.23 requires the auditor's report to be titled and the title to include the word independent to distinguish the report from representations of management (i.e., the financial statements) or internal auditors. Including the word independent in the title also emphasizes a characteristic of the auditor's work that might not otherwise be apparent. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 15 of 69 101.4 A minor point, but of interest to some, is the placement of the apostrophe in Auditor's. The authors have elected to use singular possessive punctuation. They reserve the plural possessive title Auditors' for situations when two different accounting firms (firm X and firm Y) each issue a separate opinion on the financial statements, e.g., a successor and predecessor auditor. Other firms use the plural possessive Auditors' regardless of the circumstances. You should use the punctuation preferred by your firm. Addressing the Report 101.5 AU-C 700.24 requires the auditor's report to include an appropriate addressee as dictated by the engagement. As noted in AU-C 700.A19, the auditor's report on a corporate entity's financial statements generally is addressed to the company whose financial statements are being audited or to those charged with governance, such as its board of directors or stockholders. The terms “shareholders” or “shareowners” may be substituted for “stockholders.” (It is preferable to use the term that is consistent with the company's articles of incorporation.) It also is common practice to include the city and state in the address (but not the street address or post office box number). Report addresses for entities other than corporations are discussed in Chapter 12. Examples of report addresses for corporations follow. • To the Board of Directors XYZ Corporation Shreveport, Louisiana • To the Stockholders XYZ Corporation Jackson, Mississippi • To the Board of Directors and Stockholders XYZ Corporation Fort Worth, Texas 101.6 In the case of many closely held companies, it may be appropriate to address the report to a specific individual; for example: • Mr. T. Wise, President Wise Manufacturing Company New York, New York 101.7 Occasionally, auditors are retained to audit the financial statements of an entity that is not a client. In those cases, the report may be addressed to the client and not to the board of directors or shareholders of the https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 16 of 69 company whose financial statements are being audited. Alternatively, the authors believe that the report may be addressed to both the client and a third party. 101.8 The auditor's report on the financial statements of a subsidiary is normally addressed to the parent company rather than to the board of directors of the subsidiary. Chapter 9 discusses reporting on combined and consolidated financial statements. 101.9 Auditors generally do not use any form of salutation, such as “Gentlemen” or “Dear Sir.” Reference to the Auditor's Report in the Financial Statements 101.10 Unlike compiled or reviewed financial statements, audited financial statements are not required to refer to the auditor's report. For example, a reference such as “The accompanying notes and auditor's report are an integral part of these financial statements” would be inappropriate because financial statements are the representations of management. As such, the independent auditor's report cannot be an integral part of the financial statements, and it is inappropriate to include it by reference. A reference such as “See accompanying notes and auditor's report,” although not required, would be acceptable. Alternate Language for the Auditor's Report 101.11 AU-C 700 does not prescribe specific wording for the auditor's report. The auditor's report should be in writing and satisfy the requirements of the auditing standards. The Exhibits to the auditing standards provide illustrative language for the auditor's report, but they are not requirements. As discussed in section 100, those exhibits are interpretive publications, which are recommendations on applying the SASs. AU-C 200.27 requires auditors to consider applicable interpretive publications in performing the audit. 101.12 The authors believe that auditor's reports do not have to conform exactly to the illustrative language in the Exhibits to the auditing standards as long as the report satisfies the standard's requirements. For example, the introductory paragraph of the auditor's report may differ from the Exhibits to the auditing standards as long as it (a) identifies the entity whose financial statements have been audited, (b) states that the financial statements have been audited, (c) identifies the title of the financial statements audited, and (d) specifies the date or period covered by each of the financial statements (AU-C 700.25). For example, auditors may continue to use language in the introductory paragraph that is similar to language they have used prior to adopting the clarity standards as follows: We have audited the accompanying balance sheet of [Name of Company] (a [State of Incorporation] corporation) as of [Date], the related statements of income, retained earnings, and cash flows for the year then ended, and the related notes to the financial statements. Auditors need to exercise caution when modifying the example language from the illustrative reports included in the Exhibits to the auditing standards. Auditors should determine that all of the requirements of the standards are included in their report. The illustrations in this Guide are based on AICPA illustrations unless otherwise indicated. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 17 of 69 © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 18 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 102 The Introductory Paragraph 102 The Introductory Paragraph General Purpose 102.1 The introductory (or opening) paragraph 7 of the standard report includes four elements: • A statement that the financial statements identified in the report were audited. • Identification of the entity whose financial statements have been audited. • Title of the financial statements audited. • Date or period covered by the financial statements. Statement That the Financial Statements Were Audited 102.2 The statement that the financial statements were audited identifies the statements covered by the report. The report uses the word audited rather than examined because that word is considered more descriptive of the audit process and is better understood by users. Name of Entity 102.3 The introductory paragraph refers to the company's legal name. The name needs to be checked to the articles of incorporation for proper spelling and punctuation. Chapter 9 discusses the presentation of the company's name in reports on consolidated, combined, and subsidiary company financial statements. Type of Legal Entity https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 19 of 69 102.4 Although not required, some auditors indicate the type of entity, e.g., a corporation, in the introductory paragraph after the company's name. That designation might not be used when the type of entity is indicated by the company's legal name, e.g., XYZ Corporation or XYZ, Inc. A slightly different description also sometimes used in practice is to indicate parenthetically the state of incorporation, e.g., (a Texas corporation). Chapter 12 discusses similar parenthetical disclosures for S corporations, partnerships, and proprietorships. Date of the Financial Statements 102.5 The first sentence of the introductory paragraph should identify the balance sheet date and the period of time covered by the statements of income, retained earnings, and cash flows. Dating of financial statements for interim and initial accounting periods is discussed later in this chapter. Identification of the Financial Statements 102.6 The introductory paragraph should specifically identify the financial statements audited. The examples of auditor's reports in this Guide refer to the balance sheet or statement of financial position first, followed by the income statement or statement of results of operations and the statement of cash flows. However, as discussed in an AICPA Technical Practice Aid at TIS 9080.09, the order in which the financial statements are referred to in the auditor's report need not follow any prescribed pattern or even the order in which the financial statements are physically arranged. The standard report illustrated in Exhibit 1-4 may be used regardless of the order in which the financial statements are presented. (Chapter 11 discusses reporting on supplementary information accompanying the basic financial statements.) Identifying the financial statements audited may also be accomplished by referencing the table of contents listing the individual financial statements. 102.7 AU-C 730.04 defines basic financial statements as “financial statements presented in accordance with an applicable financial reporting framework as established by a designated accounting standard setter, excluding required supplementary information.” The applicable financial reporting framework is the set of accounting principles used by the entity to prepare its financial statements. Unless otherwise indicated, this Guide assumes that entities are following U.S. generally accepted accounting principles (GAAP). FASB ASC 220 indicates that a full set of financial statements includes: • financial position at the end of the period, • earnings for the period, • changes in stockholders' equity for the period, • comprehensive income for the period, and https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 20 of 69 • cash flow for the period. Notes to financial statements, including descriptions of accounting policies, are an integral part of financial statements. In addition, supplementary schedules and explanatory material may be presented as part of the basic financial statements or supplementary information accompanying the basic financial statements. (Chapter 11 discusses supplementary information in more detail.) 102.8 The standard report illustrated in Exhibit 1-4 refers to the balance sheet, related statements of income, retained earnings, cash flows, and the notes of the financial statements in the first sentence of the introductory paragraph. Such identification of the basic statements is appropriate unless there also have been changes during the period in other components of stockholders' equity. In those situations, a statement of stockholders' equity should be substituted for the statement of retained earnings, and the first sentence of the standard report should be modified as follows: . . . and the related statements of income, stockholders' equity, and cash flows . . . 102.9 A combined statement of income and retained earnings is sometimes used to disclose changes in retained earnings, in which case the first sentence of the standard report should be modified as follows: . . . and the related statements of income and retained earnings and cash flows . . . 102.10 If changes in retained earnings or stockholders' equity are disclosed on the face of the balance sheet or in a note to the financial statements, rather than presented in a statement, the balance sheet and income statement titles need not include any reference to retained earnings or stockholders' equity. In that situation, the first sentence of the standard report would be modified accordingly. 102.11 The financial statements identified in the introductory paragraph should be identical to the titles presented on the corresponding financial statements. A common deficiency is to refer to “statement of income” in the introductory paragraph, while the title used on the actual statement is “statement of operations.” The term “statement of operations” may be used when the company suffers a loss to avoid a negative title such as “statement of loss,” although “statement of income” also is acceptable and is used by many companies. Whatever titles are used, it is important that the titles are consistent in both the auditor's report and on the corresponding financial statement. Chapter 13 discusses titles for financial statements presented on comprehensive bases of accounting other than GAAP. 102.12 Comprehensive Income 8 FASB ASC 220 establishes standards for reporting and displaying comprehensive income and its components in a set of basic financial statements. Comprehensive income includes two components: net income and other comprehensive income. Other comprehensive income includes items such as: • foreign currency translation adjustments, and gains and losses from certain foreign currency transactions; https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 21 of 69 • adjustments in a company's minimum pension liability; • unrealized gains and losses on available-for-sale securities; and • changes in the fair value of certain derivatives that qualify as a cash flow hedge. 102.13 FASB ASC 220 is not applicable if a company has no items of other comprehensive income in any period presented. FASB ASC 220 does not specify how to report other comprehensive income, except that is should be reported in a financial statement that is displayed with the same prominence as other financial statements. It allows two options. Comprehensive income may be displayed (a) in the income statement (after net income) or (b) in a separate statement of comprehensive income (that also presents the components of net income and total net income). As a result, the basic financial statements may include an additional financial statement, or the title of one of the existing statements may refer to the presentation of other comprehensive income. FASB ASC 220 does not specify the titles to be used for financial statements in which comprehensive income is presented. The financial statement titles in the auditor's report should match the titles on the corresponding financial statements. 102.14 For example, if a separate statement of comprehensive income is presented, the first sentence of the standard report may read as follows: . . . and the related statements of income, comprehensive income, retained earnings, and cash flows . . . 102.15 A combined statement of income and comprehensive income may be presented, in which case the first sentence of the standard report may read as follows: . . . and the related statements of income and comprehensive income, retained earnings, and cash flows . . . 102.16 PPC's Guide to Preparing Financial Statements provides extensive guidance on displaying and disclosing comprehensive income in a company's basic financial statements. [To order, visit ppc.thomsonreuters.com or call (800) 431-9025.] Reference to the Notes to the Financial Statements 102.17 AU-C 700 does not specifically require reference in the introductory paragraph to the notes to the financial statements. AU-C 700.12 indicates that financial statements include related notes and, accordingly, would be encompassed by reference to the individual financial statements, i.e., balance sheet and statements of income, retained earnings, and cash flows. Thus, the authors believe that auditors are not required to include a https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 22 of 69 reference to the notes to the financial statements in the introductory paragraph. Nevertheless, the authors recommend including a reference to the notes and Exhibit A to AU-C 700 contains a reference to the notes, to the financial statements. Audit Report of Sole Practitioner 102.18 The standard report in AU-C 700 begins, “We have audited . . .” (emphasis added). AU-C 700 does not specify appropriate report wording when a sole practitioner performs the audit. Likewise, Rule 505 (“Form of Organization and Name”) of the AICPA's Code of Professional Conduct at ET 505 and its related interpretations and rulings do not discuss how sole practitioners should word their reports. The authors recommend that sole practitioners word the report “I have audited . . .” and “In my opinion . . .” They believe that using the plural pronoun “we” while expressing an opinion on financial statements might imply that there are partners or shareholders in the CPA firm. Also, the signature on the report would be that of the individual practitioner. 7 Generally, the introductory paragraph does not include a heading. If the auditor addresses other reporting responsibilities in the auditor's report on the financial statements that are in addition to the auditor's responsibility under GAAS to report on the financial statements, those other reporting responsibilities should be addressed in a separate section in the auditor's report that includes a heading such as “Report on Other Legal and Regulatory Requirements.” In those cases, the headings, statements, and other explanations required by AU-C 700.25-.36 should be under the subtitle “Report on the Financial Statements.” 8 FASB Accounting Standards Update 2011-05 amends the existing standards on comprehensive income by requiring, among other things, comprehensive income to be presented either in a single continuous statement of comprehensive income or in two separate but consecutive statements. Thus, it eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. For nonpublic entities, ASU 2011-05 is effective for fiscal years ending after December 15, 2012. FASB ASU 201112, Comprehensive Income: Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05 (also effective for fiscal years ending after December 15, 2012), defers the provision in ASU 201105 to present reclassification adjustments by component in both the statement where net income is presented and the statement where other comprehensive income is presented while the FASB is redeliberating that requirement. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 23 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 103 Management's Responsibility for the Financial Statements 103 Management's Responsibility for the Financial Statements 103.1 AU-C 700.26-.27 requires the auditor's report to include a section with the heading “Management's Responsibility for the Financial Statements” that indicates that management is responsible for (a) the preparation and fair presentation of the financial statements in accordance with GAAP and (b) the design, implementation, and maintenance of internal control over the preparation and presentation of financial statements that are free from material misstatement, whether due to fraud or error. The statement of management's responsibility gives users clear notice of management's overall responsibility for the financial statements. That statement is not, however, intended to change either management's present responsibility for the information presented or the relationship between management and the independent auditor. The statement is required even if auditors provide accounting services or otherwise assist management in preparing the financial statements. Reference to Management Reports 103.2 Occasionally, a company's management will include a report that contains a statement acknowledging its responsibility for the presentation of the financial statements in a document containing the audited financial statements. AU-C 700.28 states that such statements should not be referred to in the auditor's standard report. Thus, it is not acceptable to include a reference to the management report either in place of or in addition to the required statement about management's responsibility in the auditor's report. Any such modification might lead readers to believe that the auditors are providing assurances about other matters usually addressed in management reports, such as management's responsibility for internal controls and other matters relating to financial reporting. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 24 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 104 Auditor's Responsibility 104 Auditor's Responsibility 104.1 AU-C 700.29 requires the auditor's report to include a section with the heading “Auditor's Responsibility” to describe the auditor's responsibility under GAAS to report on the financial statements. The required elements of the section are summarized in the following paragraphs. Responsibility to Express an Opinion 104.2 The first sentence of the section of the auditor's report that describes the auditor's responsibility states that the auditors' responsibility is to express an opinion on the financial statements based on their audit. That statement emphasizes the limited nature of their function and differentiates the auditors' responsibility from that of management. Reference to a Component Auditor 104.3 In a group audit, the introductory paragraph describing the auditor's responsibility will need modification when part of the audit is performed by a component auditor and the group auditor decides to rely on such component auditor and make reference to their audit in the report on the group financial statements. A common example of such a situation is when consolidated statements are presented where the parent is audited by firm X and one or more subsidiaries are audited by firm Y. Reporting responsibilities that apply to the audit of group financial statements are discussed in Chapter 10. Generally Accepted Auditing Standards 104.4 The second sentence of the auditor's responsibility paragraph contains a statement that the audit was conducted in accordance with generally accepted auditing standards and identifies the United States of America as the country of origin of those standards (for example, “auditing standards generally accepted in the United States of America” or “U.S. generally accepted auditing standards”). Simply stated, the auditors state that they complied with the standards established by the auditing profession for the performance of an audit. 104.5 Overall Objectives and Requirements https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 25 of 69 AU-C 200, Overall Objectives of the Independent Auditor and the Conduct of an Audit in Accordance With Generally Accepted Auditing Standards, supersedes the 10 general, fieldwork, and reporting standards and contains the auditor's overall responsibilities in accordance with GAAS. The overall objectives of the auditor in conducting an audit of financial statements are as follows: • Obtain reasonable assurance about whether the financial statements are free from material misstatement. • Report on the financial statements, and communicate as required by GAAS, in accordance with the auditor's findings. The requirements the auditor should follow to achieve those objectives are summarized in Exhibit 1-5: Exhibit 1-5 Requirements for Overall Objectives and the Conduct of an Audit in Accordance with Generally Accepted Auditing Standards Requirements Clarified AU-C Reference Be independent of the entity when performing an audit in accordance AU-C 200.15 with GAAS unless (1) GAAS provides otherwise or (2) law or regulation requires accepting the engagement and reporting on the financial statements (“must” statement). If not independent and neither (1) nor (2) apply, do not issue a report under GAAS. Follow relevant ethical requirements relating to financial statement AU-C 200.16 audit engagements. Maintain professional skepticism throughout the audit, recognizing AU-C 200.17 the possibility that a material misstatement of the financial statements may exist. Exercise professional judgment in planning and performing the audit. AU-C 200.18 To obtain reasonable assurance, obtain sufficient appropriate audit AU-C 200.19 evidence to reduce audit risk to an acceptably low level. Comply with all AU-C sections when the AU-C section is effective and AU-C 200.20 the circumstances addressed by the AU-C section exist. Understand the entire text of an AU-C section, including its AU-C 200.21 application and other explanatory material, to understand its objectives and to apply its requirements properly. Do not represent compliance with GAAS in the auditor's report unless AU-C 200.22 the requirements of AU-C 220 and all other relevant AU-C sections have been followed. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 26 of 69 Requirements Clarified AU-C Reference In planning and performing the audit, use the objectives stated in the AU-C 200.23 individual AU-C sections to achieve the overall objectives of the auditor and to: • Determine whether any audit procedures in addition to those required by individual AU-C sections are necessary. • Evaluate whether sufficient appropriate audit evidence has been obtained. Subject to AU-C 220.26, comply with each requirement of an AU-C AU-C 200.24 section unless (1) the entire AU-C section is not relevant or (2) the requirement is not relevant because it is conditional and the condition does not exist. Identify the auditor's degree of responsibility in complying with AU-C 200.25 professional requirements according to the following categories: a • Unconditional requirements. Requirements an auditor must follow in all cases if the circumstances apply to the requirement. Auditing standards use the word “must” to indicate an unconditional requirement. • Presumptively mandatory requirements. Requirements an auditor must follow in all cases if the circumstances apply to the requirement, except in rare circumstances discussed in AU-C 220.26. Auditing standards use the word “should” to indicate a presumptively mandatory requirement. In rare situations, when the auditor determines it is necessary to AU-C 200.26 depart from a relevant presumptively mandatory requirement, perform alternative audit procedures to achieve the intent of that requirement. It is expected that departure from a relevant presumptively mandatory requirement will only occur when the requirement is for a specific procedure to be performed and, in the specific circumstances of the audit, that procedure would be ineffective in achieving the intent of the requirement. In planning and performing the audit, consider applicable interpretive AU-C 200.27 publications. In applying the auditing guidance included in other auditing AU-C 200.28 publications, use professional judgment and assess the relevance and appropriateness of such guidance. Evaluate whether not achieving an objective in a relevant AU-C AU-C 200.29 section prevents achievement of the overall objectives of the engagement. If the overall objective of the engagement is not achieved, modify the opinion or withdraw from the engagement (when withdrawal is possible under applicable law or regulation). Document the failure to achieve an objective as a significant finding or issue in accordance with AU-C 230. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 27 of 69 Notes: a See discussion of the terms must and should at paragraph 100.5. ____________________ 104.6 Reference to Auditing Standards Board As noted in paragraph 104.16, when an audit of a nonpublic company is conducted in accordance with both GAAS and PCAOB auditing standards, the section describing the auditor's responsibility may include a reference to both “auditing standards as established by the Auditing Standards Board (United States) and in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States).” While a reference to the Auditing Standards Board is not required in reports issued in connection with audits conducted in accordance with GAAS alone, the authors believe that such a reference may be included if the auditor wishes to do so. Statement about Reasonable Assurance 104.7 The auditor's responsibility section of the report includes a statement that GAAS require audits to be planned and performed to obtain reasonable assurance about whether the financial statements are free of material misstatement. AU-C 200.06 clarifies that reasonable assurance is a high, but not absolute, level of assurance. That statement introduces the concept of materiality to the audit report and the auditors' responsibility for detecting errors or fraud. (Chapter 2 discusses materiality.) Description of the Audit Process 104.8 The auditor's responsibility section of the report also describes, in general terms, the steps auditors take to achieve reasonable assurance that the financial statements are free of material misstatement. According to AU-C 700.32, the steps the report describes are as follows: • An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. • The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatements. In assessing those risks, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control, and, accordingly, no such opinion is expressed. 9 • An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of significant accounting estimates made by management, as well as the overall presentation of the financial statements. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 28 of 69 The auditor's responsibility section informs users that an audit is designed to provide reasonable assurance that financial statements are free of material misstatement. It also informs users about certain aspects of audits that may affect their understanding and interpretation of the auditor's report. Reasonable Basis for Opinion 104.9 The auditor's responsibility section closes with a statement that the auditors believe the audit evidence obtained is sufficient and appropriate to provide a basis for the opinion presented. In the context of the sentences preceding it, that statement informs users that even though an audit has certain inherent limitations, the auditors have formed a positive conclusion about the scope of the audit work performed. Departure from GAAS 104.10 Departures from GAAS are commonly referred to as “scope limitations” and occur when auditors are unable to obtain sufficient appropriate audit evidence on which to base the opinion (for example, they are unable to apply customary auditing procedures or alternative auditing procedures). Scope limitations and their effect on the auditor's report are discussed in Chapter 4. International Standards on Auditing 104.11 AU-C 700.42 states that an auditor may indicate that the audit was also conducted in accordance with another set of auditing standards in addition to GAAS. Accordingly, if an auditor conducts the audit in accordance with U.S. GAAS and in accordance with the International Standards on Auditing promulgated by the International Auditing and Assurance Standards Board in their entirety, the auditor's report may so indicate. In that type of engagement, auditors should comply with U.S. reporting standards. When that is done, the first paragraph of the section describing the auditor's responsibility would be worded as follows: Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and in accordance with International Standards on Auditing. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. Appendix 1A-8 provides a report drafting illustration. 104.12 Chapter 10 provides guidance when work performed by component auditors included in group financial statements is conducted in accordance with International Standards on Auditing or another country's auditing standards rather than U.S. generally accepted auditing standards. PCAOB Auditing Standards 104.13 PCAOB Auditing Standard No. 1, References in Auditors' Reports to the Standards of the Public Company Accounting Oversight Board, requires audit reports on issuers (public companies) to state that the audit was conducted “in accordance with the standards of the Public Company Accounting Oversight Board (United States).” The PCAOB standards referred to in the audit report on an issuer include not just audit https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 29 of 69 standards, but also attestation, quality control, ethics, independence, and other PCAOB standards. PCAOB standards also require an audit of internal control over financial reporting in conjunction with the financial statement audit of an issuer. 104.14 As noted in paragraph 100.1, the AICPA's Auditing Standards Board is the body authorized to establish performance and reporting standards for audits of the financial statements of nonpublic entities. On occasion, however, a nonpublic entity may request an auditor to perform an audit in accordance with PCAOB standards. When firms that are not required to follow PCAOB standards but do so voluntarily, for example, at a client's request, Rules 201 and 202 of the AICPA Code of Professional Conduct require a member who performs an audit of a nonpublic entity to comply with the standards promulgated by the Auditing Standards Board. In those circumstances, audits of nonpublic entities performed in accordance with the PCAOB standards also need to be performed in accordance with GAAS. (However, section 708 discusses the required application of PCAOB standards to audits of nonissuers.) 104.15 As indicated in paragraph 104.11, AU-C 700.42 states that an auditor may indicate that the audit was also conducted in accordance with another set of auditing standards in addition to GAAS. Accordingly, if an auditor performs an audit of a nonissuer in accordance with PCAOB auditing standards, the report should indicate that the audit was performed in accordance with both the AICPA Auditing Standards Board's generally accepted auditing standards and PCAOB auditing standards. In addition, an audit performed in accordance with GAAS does not require an audit of internal control over financial reporting as does an audit performed in accordance with PCAOB standards, and the authors believe that the audit report for a nonpublic entity may include language to indicate that fact. 104.16 When an audit of a nonpublic company is conducted in accordance with GAAS and PCAOB auditing standards, the section describing the auditor's responsibility might be worded as follows (new language italicized): Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America as established by the Auditing Standards Board (United States) and in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 30 of 69 accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Appendix 1A-9 provides a report drafting illustration. 104.17 PCAOB Staff Q&A The PCAOB Staff Questions and Answers on audits of nonissuer financial statements notes that an auditor that is not registered with the PCAOB may state in the audit report on a nonissuer that the audit was performed in accordance with only the auditing standards of the PCAOB when that is the case. In that case, the report reference to the auditing standards of the Public Company Accounting Oversight Board (United States) does not imply that: • The audit included an audit of the issuer's internal control over financial reporting. • The auditor complied with PCAOB or SEC independence rules. • The auditor is subject to any laws to which the auditor would not otherwise be subject. • The audit is subject to a concurring partner review. • The audit is subject to PCAOB inspection. 9 If the auditor's engagement includes an audit of internal control over financial reporting in conjunction with the audit of financial statements, the auditor should omit the language that “the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion.” © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 31 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 105 The Opinion Paragraph 105 The Opinion Paragraph 105.1 AU-C 700.34 requires the auditor's report to include a section with the heading “Opinion” to describe the auditor's opinion on the financial statements. The purpose of the opinion paragraph is to express an opinion on whether the financial statements are presented fairly in accordance with generally accepted accounting principles. The expression of opinion should take into account whether— • The auditor has obtained sufficient appropriate audit evidence in accordance with AU-C 330, Performing Audit Procedures in Response to Assessed Risks and Evaluating the Audit Evidence Obtained • Uncorrected misstatements are material in accordance with AU-C 450, Evaluation of Misstatements Identified During the Audit • The financial statements are prepared, in all material respects, in accordance with GAAP, including consideration of the qualitative aspects of the entity's accounting practices and possible bias in management's judgments. (See paragraph 105.4.) 105.2 The following paragraphs discuss the “unmodified opinion.” Qualified opinions, disclaimers of opinion, and adverse opinions are discussed in later chapters. Identification of the Financial Statements 105.3 The phrase “the financial statements referred to above” makes it clear that the statements covered by the opinion paragraph are those identified in the introductory paragraph. An alternative some auditors prefer is to repeat the statement titles that are referred to in the introductory paragraph. When that is done, the opinion paragraph would be worded as follows: https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 32 of 69 In our opinion, the accompanying balance sheet and statements of income, retained earnings, and cash flows present fairly, in all material respects, the financial position of . . . Present Fairly 105.4 The opinion paragraph of the standard report should state whether the financial statements are presented fairly, in all material respects, in accordance with accounting principles generally accepted in the United States of America. (See discussion at paragraph 105.17.) Auditors generally make that judgment after considering whether: a. The financial statements adequately disclose the significant accounting policies selected and applied; b. The accounting policies selected and applied are consistent with GAAP and are appropriate; c. Management's estimates are reasonable; d. The information presented in the financial statements is relevant, reliable, comparable, and understandable; e. Financial statement disclosures are adequate to enable intended users to understand the effect of material transactions and events reflected in the statements; f. Terminology used in the financial statements, including the title of the financial statements, is appropriate; g. The overall presentation, structure, and content of the financial statements is appropriate; and h. The financial statements, including the related notes, reflect the underlying transactions in a manner that achieves fair presentation. 105.5 Fair presentation is not a separate standard. It always is related to the basis of presentation, either GAAP or an OCBOA (or other applicable framework). AU-C 700.A9 indicates that the auditors' judgment concerning the fairness of the presentation of the financial statements is applied within the context of the financial reporting https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 33 of 69 framework. Without that framework, auditors would have no consistent standard for evaluating the presentation of the financial statements. If the auditor concludes that the financial statements do not achieve fair presentation, the auditor should discuss the matter with management and determine whether it is necessary to modify the auditor's opinion. In some cases, management may be able to include additional disclosures in the financial statements beyond those specifically required to achieve fair presentation. In extremely rare circumstances, management may believe it is necessary to depart from a requirement to achieve fair presentation of the financial statements. (Rule 203 of the AICPA Code of Professional Conduct provides guidance to auditors in those circumstances.) In All Material Respects 105.6 The phrase “in all material respects” is intended to inform users that the auditors' opinion does not attest to the absolute accuracy of the financial statements. Financial Position 105.7 In the opinion paragraph, the auditors state whether the financial statements present fairly the “financial position . . . and the results of operations and cash flows. . . .” Financial position refers to the resources and obligations of a company at a point in time, e.g., as of or at December 31, 20X1. Financial position of a company is communicated by the balance sheet, which occasionally is referred to as the “statement of financial position.” For a balance sheet to present fairly the financial position of a company in accordance with GAAP, it presents three basic categories: (a) assets, (b) liabilities, and (c) owners' equity. 105.8 Occasionally, in certain industries such as banks, mutual funds, and similar financial enterprises, the title “statement of financial condition” is substituted for “balance sheet” in the introductory paragraph, and “financial condition” is substituted for “financial position” in the opinion paragraph. Results of Operations 105.9 Paragraph 105.7 points out that financial position refers to a measurement at a point in time. That contrasts with the results of operations, which is a measurement over a period of time, i.e., for the year or other period. For the financial statements to present fairly results of operations, they generally contain both a statement of income and a statement of retained earnings (presented separately or combined). 105.10 Accountants may question how detailed a statement of income needs to be to conform with GAAP. While authoritative literature discusses the presentation of certain items, such as extraordinary items, discontinued operations, and income taxes, there is no specific guidance on how much detail needs to be shown for items such as sales, cost of sales, or operating expenses. As a general rule, an abbreviated statement that starts with gross profit or operating income is not, in the authors' opinion, detailed enough. Also, a statement that only summarizes income for the period without compensating detail in notes would not be acceptable. As a general rule, the income statement needs to disclose, on the face of the statement or in the notes, significant elements of revenue, costs, and expenses for the period in addition to items required by GAAP, such as depreciation and interest expense. 105.11 While it is customary to reflect changes in retained earnings on the face of the statement of income or in a separate statement of retained earnings or stockholders' equity, it also is acceptable to make that disclosure https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 34 of 69 on the face of the balance sheet or in a note to the financial statements. Failure to disclose the changes in retained earnings is a departure from GAAP. Reporting on departures from GAAP is discussed in Chapter 3. 105.12 According to AU-C 700.A20, if the financial statements include a separate statement of retained earnings, statement of changes in stockholders' equity, or statement of comprehensive income, it should be identified in the introductory paragraph but need not be reported on separately in the opinion paragraph. Changes in stockholders' equity and comprehensive income are considered to be part of the presentation of financial position, results of operations, and cash flows. 105.13 FASB ASC 220 discussed beginning at paragraph 102.12, requires a company to report comprehensive income either in a separate financial statement or in combination with the income statement. 10 Whether a separate statement of comprehensive income or a combined statement is presented, the financial statement titles identified in the introductory paragraph may require modification. However, as explained in the preceding paragraph, comprehensive income does not need to be reported on separately in the opinion paragraph as it is considered to be part of results of operations. Cash Flows 105.14 FASB ASC 230 requires a statement of cash flows whenever financial statements purport to present both financial position (balance sheet) and results of operations (statement of income and retained earnings). If both financial position and results of operations are presented, FASB ASC 230 requires a statement of cash flows for each period for which an income statement is presented. Name of Entity 105.15 The company name is repeated in the opinion paragraph. However, it is not necessary to repeat any parenthetical disclosure of the type of entity or state of incorporation. Dates 105.16 The date of the financial statements referred to in the opinion paragraph should be consistent with the dates indicated in the introductory paragraph. (See the discussion in paragraph 102.5.) Generally Accepted Accounting Principles 105.17 AU-C 700.35 requires auditors who have audited financial statements in accordance with generally accepted auditing standards to state in their report whether the statements are presented in accordance with generally accepted accounting principles. (Unless otherwise indicated, this Guide assumes that entities are following U.S. generally accepted accounting principles.) AU-C 700.36 also requires the report to include an identification that the United States of America is the country of origin of those accounting principles (for example, “accounting principles generally accepted in the United States of America” or “U.S. generally accepted accounting principles”). 11 Section 300 discusses the sources of U.S. generally accepted accounting principles (GAAP) and section 201 discusses the effect of a departure from GAAP on the auditor's report. Consistency https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 35 of 69 105.18 AU-C 708, Consistency of Financial Statements, addresses the auditor's evaluation of the consistency of financial statements between periods. The objective of AU-C 708 is for auditors to evaluate the consistency of the financial statements for the periods presented and to identify the circumstances in which accounting principles have not been consistently observed. According to AU-C 708.08, a reference to consistency in the auditor's report, through the addition of an emphasis-of-matter paragraph following the opinion paragraph, is required only when accounting principles have not been consistently applied. 105.19 Auditors should consider whether accounting principles have been consistently applied in relation to the preceding period, regardless of whether financial statements of the preceding period are presented (AU-C 708.06). The only situation in which auditors do not address consistency is a company's initial accounting period. (See section 109.) Reporting on exceptions to the consistency standard is discussed in Chapter 5. 10 FASB Accounting Standards Update 2011-05 amends the existing standards on comprehensive income by requiring, among other things, comprehensive income to be presented either in a single continuous statement of comprehensive income or in two separate but consecutive statements. Thus, it eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. For nonpublic entities, ASU 2011-05 is effective for fiscal years ending after December 15, 2012. FASB ASU 201112, Comprehensive Income: Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05 (also effective for fiscal years ending after December 15, 2012), defers the provision in ASU 201105 to present reclassification adjustments by component in both the statement where net income is presented and the statement where other comprehensive income is presented while the FASB is redeliberating that requirement. 11 AICPA Code of Professional Ethics designates the International Accounting Standards Board (IASB) as the body to establish international financial reporting standards for both private and public companies. The amendment gives AICPA members the option to use International Financial Reporting Standards (IFRS) as an alternative to U.S. generally accepted accounting principles. Accordingly, an auditor may report on general purpose financial statements prepared in accordance with International Financial Reporting Standards as issued by the IASB. See the discussion in section 709. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 36 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 106 Firm's Signature And Auditor's Address 106 Firm's Signature And Auditor's Address 106.1 AU-C 700.39 requires the auditor's report to include the manual or printed signature of the auditor's firm. Normally, when the auditor's report is typed on the firm's letterhead, the firm's signature is manually signed. However, a printed signature also is acceptable. 12 When the auditor's report is printed on plain paper or included in a client's annual report, some firms print “Certified Public Accountants” below their firm's signature. (Use of the CPA designation may be restricted by state regulations.) 106.2 AU-C 700.40 requires the auditor's report to identify the city and state of the office where the auditor practices. Generally, the auditor's address is located below the signature. 12 Although auditing standards permit a printed signature, certain regulatory agencies may require reports to be manually signed. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 37 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 107 The Date of the Auditor's Report 107 The Date of the Auditor's Report 107.1 The audit report date represents the date that the auditors have obtained sufficient appropriate audit evidence to support the opinion on the financial statements. Among other things, such evidence includes evidence that: (AU-C 700.41) a. The audit work has been reviewed. b. The financial statements, including disclosures, have been prepared. c. Management has taken responsibility for the financial statements. The auditor cannot simply use the date that the audit team left the field unless the auditor has sufficient appropriate audit evidence at that date. In addition, AU-C 580.20 requires management representations to be made as of the date of the auditor's report. (See paragraph 107.6.) 107.2 Auditors need to coordinate the following dates: • Audit report date. • Management representation letter date. (See paragraph 107.6.) • Subsequent events evaluation note disclosure date. 13 https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 38 of 69 107.3 An AICPA Technical Practice Aid, Auditor Responsibilities for Subsequent Events (TIS 8700.02) suggests discussing the dating requirements with management in advance of starting the audit. In addition, it notes that auditors may want to include in the engagement letter a provision that management will not date the subsequent event note earlier than the date of their management representation letter and the date of the auditor's report. That process will generally result in the date management discloses as the date through which they have evaluated subsequent events being the same date as the auditor's report. 107.4 Some practical guidelines for dating the auditor's report are as follows: a. The date of the auditor's report generally will be close to the report release date; that is, the date that the auditor grants the entity permission to use the auditor's report in connection with the financial statements. Accordingly, delays in releasing the report may require the auditor to perform additional procedures to comply with the auditor's responsibility with respect to subsequent events as required by AU-C 560. b. If the auditor would not issue the auditor's report on financial statements without (1) resolution of a matter such as receipt of a confirmation, an attorney letter, written waivers from financial institutions related to violations of loan covenants, or information regarding related party transactions, (2) certain audit procedures being performed, or (3) completion of a review, the auditor's report should not be dated until the pending matter is completed. (See also the discussion of dual dating in paragraph 107.8.) c. To minimize the possibility that the receipt of an attorney letter as discussed in AU-C 501 will delay the completion of the audit, the auditor may decide to make an initial request of attorneys early in the audit process and then request an update of the attorney's response close to the audit report date. d. The requirement to date the auditor's report no earlier than the date on which the auditors have obtained sufficient appropriate audit evidence to support their opinion on the financial statements extends the “subsequent event period” to that date. Accordingly, the auditor is required to perform certain cut-off procedures, such as reading available interim financial statements, making inquiries of management having responsibility for financial and accounting matters, and reading minutes of meetings at or near the date of the auditor's report date. The impact of the change on the nature and extent of cut-off procedures depends on the auditor's assessment of the risk of material misstatements associated with the relevant financial statement assertions. e. The results of engagement quality review, such as a second or concurring review, may require modification of the financial statements and, thus, could affect the date of the auditor's report. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 39 of 69 107.5 The authors believe that both the detailed and supervisory review should be performed and evidenced prior to the date of the auditor's report. Additionally, an independent review (engagement quality reviews may also be a second review or a concurring review) that is required as part of the firm's quality control policies and procedures could impact the date of the auditor's report if the results of the review require modification of the financial statements or the performance of additional procedures. 107.6 Management's representation letter should be dated as of the date of the auditor's report on the financial statements. AU-C 580.A27 indicates that the requirement does not mean that the auditor needs to physically possess management's representation letter on the date of the auditor's report. However, on or before the date of the auditor's report, management will need to have reviewed the final representation letter and confirmed to the auditor that they will sign the letter without exception. The auditor will need to have the signed management representation letter prior to releasing the auditor's report since management's refusal to furnish written representations constitutes a limitation on the scope of the audit often sufficient to preclude an unmodified opinion. Dual Dating 107.7 As discussed in paragraph 107.1, the date of the auditor's report is the date that the auditors have obtained sufficient appropriate audit evidence to support the opinion on the financial statements. Under AU-C 560, Subsequent Events and Subsequently Discovered Facts, dual dating is appropriate only in the circumstances discussed in paragraphs 107.8 and 107.9. 107.8 Dual dating the auditor's report is appropriate when management discloses an unrecognized subsequent event (for example, new debt incurred, business or property acquired, or loss of property due to fire) that arose after the original date of the auditor's report (but before the report release date) to keep the financial statement from being misleading. Generally, in those circumstances, the subsequent event is disclosed in a separate note to the financial statements, and the auditor's report would be dual dated as follows: February 14, 20X1, except for Note X, as to which the date is February 21, 20X1 In some circumstances, the note may be labeled as unaudited, in which case the auditor is not required to perform any audit procedures with respect to the information disclosed in the note, and the auditor's report would not be dual dated. 107.9 Dual dating also is appropriate when the auditor becomes aware of a matter after the date of the auditor's report but before the report release date that requires revision of the financial statements. AU-C 560.13 is the authoritative literature that addresses the effect of subsequently discovered facts (that is, facts that become known to the auditor after the date of the auditor's report that, had they been known to the auditor at that date, may have caused the auditor to revise the auditor's report). That paragraph states that if the auditor becomes aware of subsequently discovered facts that require revision of the financial statements before the audit report release date and management revises the financial statements, the auditor has two options for dating the auditor's report: a. Dual date the auditor's report; in this circumstance the effects of the revision are disclosed in the notes to the financial statements, and dual dating the auditor's report indicates that the auditor's responsibility https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 40 of 69 extends only to the revision that is disclosed in the notes. (In this case, the auditor also should obtain updated representations from management about whether any of management's previous representations need to be revised and whether other events have occurred after the financial statement date that should be reflected in the financial statements.) The format for dual dating the auditor's report would be the same as described in paragraph 107.8. b. Date the auditor's report as of a later date; that is, a date as of which the auditor has (a) obtained sufficient appropriate audit evidence about the matter giving rise to the revision of the financial statements and (b) completed an extension of subsequent events procedures and obtained updated management representations as of the later date. 107.10 If the auditors have already released their report and subsequently are asked to reissue it, the rules for dual dating are as follows: a. Absent the occurrence of a subsequent event, additional copies of the original report may be released with the original report date. Dual dating is not appropriate. b. When predecessor auditors (see Chapter 8 for a definition of predecessor auditor) reissue their report on prior-period financial statements, the predecessors should use the date of their previous report to avoid any implication that they have examined records, transactions, or events after that date. If the predecessor auditors revise their report or if the financial statements are restated, they should dual date their report [unless the situation in alternative (c) below occurs]. The revised reissued report, however, would not be the one illustrated in Appendix 1A-4 of this chapter. Instead, the report should be drafted as discussed in section 803. See Chapter 8 for a discussion of a predecessor auditor's reissuance of a report with a different opinion. c. When auditors are asked to reissue their report on prior-period financial statements and they become aware of a subsequent event of the type that only requires disclosure, the authors believe that the event may be disclosed in a separate note to the financial statements captioned as follows: NOTE X—Event Subsequent to the Date of the Independent Auditor's Report (Unaudited) In those circumstances, the auditor's report would carry the same date as the original report. d. When financial statements are adjusted because of a subsequently discovered fact, either the date of the reissued report should be brought forward to the date of the matter causing the adjustment, or the report should be dual dated as of the date of the subsequently discovered fact. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document 13 Page 41 of 69 FASB ASC 855-10-50-1 requires reporting entities to disclose the date through which subsequent events have been evaluated and whether that date is the date the financial statements either were issued or were available to be issued. That disclosure is required regardless of whether the reporting entity recognizes or discloses a subsequent event in the financial statements. Generally nonpublic entities will evaluate subsequent events through the date that the financial statements are available to be issued (FASB ASC 855-10-25), i.e., when they are complete in a form and format that complies with GAAP and all approvals necessary for issuance have been obtained. Often, that will be the date of the auditors' final conference with the client when proposed adjustments to the financial statements are agreed upon. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 42 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 108 Auditor's Reports on Financial Statements for Interim Periods 108 Auditor's Reports on Financial Statements for Interim Periods 14 Standard Report 108.1 Auditors may be engaged to audit financial statements at an interim date, i.e., a date other than the fiscal year end of the company. The standard report on financial statements for interim periods follows. See Appendix 1A-2 for a report drafting form. INDEPENDENT AUDITOR'S REPORT To ABC Company We have audited the accompanying financial statements of ABC Company (a Texas corporation), which comprise the balance sheet as of March 31, 20X1, a and the related statements of income, retained earnings, and cash flows for the three months then ended, and the related notes to the financial statements. b Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 43 of 69 An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of ABC Company as of March 31, 20X1, a and the results of its operations and its cash flows for the three months then ended b in accordance with accounting principles generally accepted in the United States of America. Notes: a The preceding interim report illustration differs from the standard report in Exhibit 1-4 because the balance sheet date in the introductory and opinion paragraphs is the interim date. b The preceding interim report illustration differs from the standard report in Exhibit 1-4 because the statements of income, retained earnings, and cash flows are no longer “for the year then ended” but instead for the period that ends at the interim date, e.g., “for the three months then ended.” Different Interim Accounting Principles 108.2 Consistency is not affected when the accounting principles used in preparing the annual financial statements have been modified in the interim period statements in accordance with FASB ASC 270. Modifications permitted by FASB ASC 270 are related to a change in reporting requirements (i.e., presenting financial information for only part of a year rather than an entire year), and they are intended to enhance, not impair, comparability between data for an interim and annual period. 14 Reports on reviews of interim financial information are discussed in section 711. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 44 of 69 © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 45 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 109 Initial Accounting Period 109 Initial Accounting Period 109.1 The previous section on reporting on financial statements of interim periods should not be confused with reporting on initial accounting periods. In the former circumstance, the period covered by the financial statements was not the first year of a company's operations. In the latter circumstance, the auditors are reporting on the first year of operations, which may be for a 12-month or shorter period. Standard Report 109.2 The auditor's standard report on the financial statements for an initial accounting period follows. See Appendix 1A-3 for a report drafting form. INDEPENDENT AUDITOR'S REPORT To ABC Company We have audited the accompanying financial statements of ABC Company (a Texas corporation), which comprise the balance sheet as of December 31, 20X2, and the related statements of income, stockholders' equity, and cash flows for the period from inception (May 8, 20X2) to December 31, 20X2, and the related notes to the financial statements. a Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 46 of 69 of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of ABC Company as of December 31, 20X2, and the results of its operations and its cash flows for the initial period then ended b in accordance with accounting principles generally accepted in the United States of America. Notes: a The auditor's standard report for an initial accounting period differs from the standard report in Exhibit 1-4 because the introductory paragraph indicates that the statements of income, stockholders' equity, and cash flows are for the initial period, e.g., “for the period from inception (May 8, 20X2) to December 31, 20X2.” The financial statements normally would include a statement of stockholders' equity rather than a statement of retained earnings, because, in the initial period, there would be changes in the other components of stockholders' equity as well, e.g., the initial issue of stock and any additional paid-in capital. b The auditor's standard report for an initial accounting period differs from the standard report in Exhibit 1-4 because the opinion paragraph now uses the phrase “for the initial period then ended.” 109.3 The auditor's report for an initial accounting period should not be confused with a report on the first audit of an established company. If auditors are able to extend auditing procedures sufficiently to the opening balance sheet of an established company, they should issue the auditor's standard report illustrated in Exhibit 1-4. Section 404 discusses the reporting issues when auditors are faced with a scope limitation because they are unable to satisfy themselves about opening balances in a first audit of an established company. Also, Chapter 8 discusses reporting issues related to comparative financial statements of an established company when a https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 47 of 69 predecessor audited the prior-year statements (section 804) or when a predecessor compiled or reviewed them (section 805). In addition, section 804 discusses reporting issues if a successor reaudits financial statements that were previously audited. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 48 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 110 Balance Sheet Only 110 Balance Sheet Only 110.1 Auditors are not precluded from issuing an unmodified opinion on a balance sheet presented alone. AU-C 805, Special Considerations—Audits of Single Financial Statements and Specific Elements, Accounts or Items of a Financial Statement, addresses applying GAAS to audits of a single financial statement. According to AU-C 805, the auditor's objective when applying generally accepted auditing standards in an audit of a single financial statement is to address appropriately the special considerations that are relevant to (a) accepting the engagement, (b) planning and performing the engagement, and (c) forming an opinion and reporting on the single financial statement. The requirements that should be followed to achieve that objective are summarized in Exhibit 1-6. Exhibit 1-6 Requirements for Audits of Single Financial Statements Requirements Clarified Primary Guide AU-C Reference Reference Accepting the Engagement and Planning and Performing the Audit Adapt and apply all AU sections relevant to the audit. AU-C 805.12 Paragraph 110.2 If the auditor is not engaged to audit the entity's complete financial statements, determine whether the audit of a single financial statement is practicable, including whether the auditor will be able to perform procedures on interrelated items. AU-C 805.09 Paragraphs 110.4 and 111.2.3 Obtain an understanding of the (a) purpose for which the single financial statement is being prepared, (b) intended users, and (c) steps taken by management to determine that the application of GAAP (or another basis of accounting) is acceptable in the circumstances. AU-C 805.10 Paragraph 110.3 Determine the acceptability of GAAP (or another basis of accounting), including whether it will result in a preparation that provides adequate disclosures to enable intended users to understand the information conveyed and the effect of material transactions and events on the information conveyed in the single financial statement. AU-C 805.11 Paragraph 110.3 https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 49 of 69 Requirements Clarified Primary Guide AU-C Reference Reference Perform procedures on interrelated items as necessary to meet to the objective of the audit. AU-C 805.13 Paragraph 110.5 Determine materiality for the single financial statement reported on rather than the complete set of financial statements. AU-C 805.14 Paragraph 110.4 Apply the requirements in AU-C 700, Forming an Opinion and Reporting on Financial Statements, and when a modification to the auditor's opinion on the financial statements is necessary, apply the requirements in AU-C 705, Modifications to the Opinion in the Independent Auditor's Report. AU-C 805.15 Paragraphs 110.6 and 111.3 If the audit of a single financial statement is performed in conjunction with an audit of the complete financial statements— AU-C 805.16-.19 and 805.22-.23 Paragraphs 110.7-.9 and 111.6-.7 Forming an Opinion and Reporting Considerations • Issue a separate report and express a separate opinion for each engagement, differentiating the report on the single financial statement from the report on the complete financial statements. If the presentation of the audited single financial statement is not sufficiently differentiated from the complete financial statements, ask management to remedy the situation and do not release the auditor's report on the single financial statement until satisfied with the differentiation. • If the auditor's opinion on the complete financial statements is modified, determine the effect on the auditor's opinion on the single financial statement. • If the auditor expresses an adverse opinion or disclaims an opinion on the complete financial statements, do not express an unmodified opinion on a single financial statement that is part of the complete financial statements. • If the auditor's report on the complete financial statements includes an emphasis-of-matter or other-matter paragraph that is relevant to the single financial statement, include a similar emphasis-of-matter or other-matter paragraph in the auditor's report on the single financial statement. ____________________ 110.2 Auditors may be engaged to audit a single financial statement as either a separate engagement for that purpose or in conjunction with an audit of the complete financial statements. In either circumstance, AU-C 805.12 requires auditors to adapt and apply all AU-C sections that that are relevant to the audit of the single financial statement in the circumstances. For example, AU-C 240, Consideration of Fraud in a Financial Statement Audit, AU-C 550, Related Parties, and AU-C 580, Written Representations, among others, generally would be relevant to the audit of a single financial statement. 110.3 Auditors also should determine whether the financial reporting framework (e.g., GAAP or another basis of accounting) on which the single financial statement is prepared is acceptable. In making that determination, AUC 805.10-.11 require auditors to understand (a) the purpose for which the single financial statement is prepared; (b) the intended users; (c) the steps management has taken to determine the acceptability of the framework; https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 50 of 69 and (d) whether presentation in accordance with the framework, including disclosures, will enable intended users to understand the information conveyed and the effect of material transactions and events conveyed in the single financial statement. 110.4 Generally, auditors may express an opinion on a single financial statement regardless of whether they have audited the complete financial statements. However, if the auditor does not also audit the complete financial statements, AU-C 805.09 requires the auditor to determine whether an audit of a single financial statement is practicable. In general, an audit of a single financial statement would not be practicable if the auditor does not have a similar understanding of the entity and its environment, including its internal control, or similar audit evidence about the quality of the entity's accounting records, as would an auditor of the complete financial statements. An audit of a single financial statement also would not be practicable if the auditor is not able to perform procedures on interrelated items as required by AU-C 805.13. (See paragraph 110.5.) In addition, auditors should determine materiality for the single financial statement being reported on rather than for the complete financial statements, which will affect the nature, timing, and extent of the auditor's procedures and the evaluation of uncorrected misstatements. 110.5 Individual financial statements that are a part of complete financial statements are interrelated. AU-C 805.13 requires the auditor to perform procedures on items that are related to the single financial statement on which the auditor is reporting, i.e., interrelated items sufficient to meet the objectives of the audit. Examples of interrelated items are sales and receivables, inventory and payables, and buildings and equipment and depreciation. (See also the discussion in paragraph 110.11.) Standard Report 110.6 The standard report on a balance sheet, which complies with the relevant requirements of AU-C 700, follows. See also the report example in Appendix 1A-5. INDEPENDENT AUDITOR'S REPORT To ABC Company We have audited the accompanying balance sheet a of ABC Company (a Texas corporation) as of December 31, 20X1, and the related notes. Management's Responsibility for the Financial Statement Management is responsible for the preparation and fair presentation of this financial statement in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the financial statement that is free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 51 of 69 of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statement. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the balance sheet referred to above b presents fairly, in all material respects, the financial position c of ABC Company as of December 31, 20X1, in accordance with accounting principles generally accepted in the United States of America. Notes: a The only financial statement identified is the balance sheet. b The title of the statement usually is repeated again in the opinion paragraph instead of saying “the financial statement referred to above,” although either reference is acceptable. c The auditor expresses an opinion only on financial position. No reference is made to results of operations or to cash flows. If a modification of the opinion on the balance sheet is appropriate, auditors should comply with AU-C 705, as discussed in Chapters 3 and 4. 110.7 Accountants may have audited and reported on a complete set of financial statements for the same period for which they are asked to issue a report on a balance sheet presented alone. That might occur, for example, when the client requests a report on only a balance sheet to give to vendors for credit purposes. In those circumstances, the auditor should issue a separate report on each engagement, differentiating each report. In addition, the report on the balance sheet should not refer to the audit of related financial statements that are not being presented. The only information relevant to the readers of such a report concerns the audit of the balance sheet. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 52 of 69 110.8 If the audit of the balance sheet is conducted in conjunction with an audit of the complete financial statements and the auditor's report on the complete financial statements is modified, the auditor should determine if the modification affects the auditor's report on the balance sheet. If the modification on the complete financial statements is relevant to the audit of the balance sheet, the auditor's report on the balance sheet should be appropriately modified. Similarly, if the auditor's report on the complete financial statements includes an emphasis-of-matter or other-matter paragraph that is relevant to the balance sheet, the auditor's report on the balance sheet should include a similar emphasis-of-matter or other-matter paragraph (AU-C 805.19 and AUC 805.23). 110.9 If the audit of the balance sheet is conducted in conjunction with an audit of the complete financial statements and the auditor expresses an adverse opinion or disclaims an opinion on the complete financial statements, the auditors are precluded from issuing an unmodified opinion on the balance sheet even if the auditor's report on the balance is neither published with nor otherwise accompanies the report on the complete financial statements. Doing so would contradict the auditor's adverse opinion or disclaimer on the complete financial statements and would be tantamount to expressing a piecemeal opinion (AU-C 805.21). 110.10 AU-C 805.06 states that a single financial statement includes the related notes, which ordinarily include a summary of significant accounting policies and other explanatory information relevant to the single financial statement. If the auditors attach some of the notes from the complete financial statements to the balance sheet, an AICPA Technical Practice Aid at TIS 9080.03 warns that the notes to the complete financial statements that do not pertain to the balance sheet need to be omitted. In that case, however, certain income statement disclosures may be considered to pertain to the balance sheet. For example, if depreciable property is a significant portion of assets, the disclosures prescribed by FASB ASC 360-10-50-1 (depreciation expense for the period, balances of major classes of depreciable assets at the balance sheet date, accumulated depreciation, and a general description of the methods used in computing depreciation) may be necessary for a fair presentation of the balance sheet. In addition, information about pension plans (other than expense for the period) also may need to be disclosed. The discussion in paragraph 111.5 also is generally relevant to a balance sheet presented alone. Disclosing Net Income or Loss 110.11 When only a balance sheet is presented, some auditors consider it desirable to disclose a loss that is sustained in the period ending with the date of the balance sheet. (Such disclosure is not required.) However, if the amount of loss (or income) is disclosed in the equity section on the face of the balance sheet or in a note, the audit should be sufficient in scope to enable them to form an opinion on such loss (or net income) even though the opinion in the report is limited to the balance sheet. Normally, the auditors would be in a position to take that responsibility for such a disclosure if the prior-year balance sheet had been audited because the current year's income (or loss) would be the difference between the two audited balance sheets. If the scope of the work is not sufficient to permit the expression of an opinion on net income (loss) in relation to the balance sheet as a whole, the auditor's report should include an appropriate modification. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT - https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 53 of 69 © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 54 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 111 Statement of Income Only 111 Statement of Income Only 111.1 The discussion beginning at paragraph 110.1 summarizes the objectives and requirements of AU-C 805, Special Considerations—Audits of Single Financial Statements and Specific Elements, Accounts or Items of a Financial Statement, regarding the auditor's responsibilities when applying generally accepted auditing standards in an audit of a single financial statement and the form and content of the auditor's report. This section focuses on issues that are unique to an engagement to audit a statement of income and illustrates an auditor's report that is appropriate in those circumstances. 111.2 Several reporting subtleties are often overlooked in an engagement to audit only a statement of income. First, it seems difficult, in most circumstances, for auditors to appropriately apply GAAS to the audit of a statement of income without performing substantial auditing procedures on both the opening and closing balance sheets for the accounting period. Some argue that auditors could not express an unmodified opinion on the statement of income unless they had audited both balance sheets. AU-C 805, however, generally permits auditors to express an opinion on a single financial statement regardless of whether they have audited the complete financial statements. However, if the auditor does not also audit the complete financial statements, AU -C 805.09 requires the auditor to determine whether an audit of a single financial statement is practicable. (See paragraph 110.4.) In addition, AU-C 805.13 requires the auditor to perform procedures on items that are related to the single financial statement on which the auditor is reporting, i.e. interrelated items, sufficient to meet the objectives of the audit. Examples of interrelated items are sales and receivables, inventory and payables, and buildings and equipment and depreciation. 111.3 Even after resolving the question of whether to audit both balance sheets to meet the objectives of the audit of a statement of income, auditors still need to determine whether statements of retained earnings, cash flows, and comprehensive income also need to be presented. Many accountants believe that to express an opinion on the results of a company's operations, a combined statement of income and retained earnings is required, at a minimum. However, when a single financial statement is presented, e.g., either a balance sheet or a statement of income, neither a statement of cash flows nor a statement of comprehensive income is required to be presented. 15 A standard report on a statement of income and retained earnings follows. (See Appendix 1A-7 for a report drafting form.) INDEPENDENT AUDITOR'S REPORT https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 55 of 69 To ABC Company We have audited the accompanying statement of income and retained earnings a of ABC Company (a Texas corporation) for the year ended December 31, 20X1, and the related notes. b Management's Responsibility for the Financial Statement Management is responsible for the preparation and fair presentation of this financial statement in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the financial statement that is free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statement. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the statement of income and retained earnings referred to above c presents fairly, in all material respects, the results of the operations d of ABC Company for the year ended December 31, 20X1, b in accordance with accounting principles generally accepted in the United States of America. Notes: a Both a statement of income and retained earnings are necessary to fairly present results of https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 56 of 69 operations in accordance with GAAP. b The description of the period presented is “for the year ended” (or other period such as “for the six months ended June 30, 20XX”) instead of “as of” or “at” a particular date. c The opinion paragraph normally repeats the title of the statement instead of stating “the financial statement referred to above,” although either reference is acceptable. d The auditor expresses an opinion only about the presentation of results of operations. No reference is made to financial position or to cash flows. 111.4 The authors generally prefer a statement that presents both income and retained earnings. However, statements of income without changes in retained earnings are seen in practice and are not necessarily misleading. 111.5 AU-C 805.06 states that a single financial statement includes the related notes, which ordinarily include a summary of significant accounting policies and other explanatory information relevant to the single financial statement. No single authoritative pronouncement addresses the issue of the specific matters that should be disclosed when an income statement is presented separately, but the authors offer the following advice based on various sources of guidance. • AU-C 805 requires auditors to consider whether the financial reporting framework (for example, GAAP or an OCBOA) will result in a presentation that provides adequate disclosures to enable the intended users to understand the information conveyed in the financial statement and the effect of material transactions and events on the information conveyed in the financial statement. In determining disclosures that may be necessary, the authors believe that auditors need to read the income statement from the viewpoint of a business person with a basic knowledge of accounting and consider whether disclosures have been made that would affect that type of reader's use, understanding, and conclusions about the statement. • A technical practice aid (TIS 9080.03) states that if a balance sheet is presented separately, only disclosures relevant to the balance sheet need to be made. The authors believe that likewise, if a standalone income statement is presented, only disclosures relevant to the income statement need to be made. Thus, for example, interest rates related to interest expense in the income statement need to be disclosed. The authors do not believe, however, that pledged assets, maturities, or sinking fund requirements related to long-term debt need to be disclosed in notes to a stand-alone income statement. • FASB ASC 235-10-50-1 requires disclosure of accounting policies pertinent to a stand-alone basic financial statement. FASB ASC 235-10-50-4 lists some common accounting policy disclosures. The authors recommend that the following policies be disclosed (assuming the stand-alone income statement includes transactions related to those matters): https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 57 of 69 •• Basis of consolidation •• Depreciation methods •• Amortization of intangibles •• Inventory pricing •• Recognition of profit on long-term construction-type contracts • AU-C 800.17 and 800.A19-A23 discuss evaluating the adequacy of disclosure in financial statements prepared in accordance with bases of accounting other than GAAP. Although the discussion relates to financial statements presented on a basis other than GAAP, the authors believe the following disclosures (in addition to accounting policies as required by FASB ASC 235-10-50-1) also would be appropriate for a stand-alone income statement presented in accordance with GAAP: •• Uncertainties •• Related party transactions •• Subsequent events •• Restrictions on assets and owners' equity AU-C 800.17 indicates that auditors should consider disclosing other matters required by GAAP in OCBOA financial statements, such as contingent liabilities and going concern considerations. Likewise, the authors believe auditors of a stand-alone income statement ought to consider the need for such disclosures. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 58 of 69 • AU-C 800.17 indicates that auditors should evaluate whether additional disclosures, beyond those specifically required by the framework, related to matters that are not specifically identified on the face of the financial statements or other disclosures are necessary for the financial statements to achieve fair presentation. • FASB ASC 275 requires the following disclosures. The authors believe that the disclosures would be appropriate for a stand-alone income statement: •• Nature of operations •• Use of estimates •• Certain significant estimates (when specified criteria are met) •• Current vulnerability due to certain concentrations (when specified criteria are met) Exhibit 1-7 lists some disclosures typically relevant to a stand-alone income statement. The list (not necessarily all-inclusive) is based on the preceding discussion and on the disclosure checklist ASB-CX-13 in PPC's Guide to Audits of Nonpublic Companies, a companion guide that may be ordered by visiting ppc.thomsonreuters.com or by calling (800) 431-9025. Exhibit 1-7 Disclosures Relevant to a Stand-alone Income Statement a • The nature of the company's operations • Accounting policies: •• Basis of consolidation https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 59 of 69 •• Revenue recognition method if other than the point of sale •• Basis of valuing inventory and method of determining cost •• Depreciation methods •• Method of accounting for trade receivables and for estimating and charging off uncollectible accounts •• Other important or unusual accounting policies • Depreciation and amortization expense, including estimated aggregate amortization expense for intangibles for each of the five succeeding fiscal years • Interest incurred, expensed, and capitalized • Research and development costs • Realized and unrealized gain or loss on marketable securities, basis for determining cost in computing gain, and the amount included in the income statement for a change in valuation allowance • Lease expense, including minimum rentals, contingent rentals, and sublease income, and general description of lease arrangements (terms, renewal or purchase options, escalation clauses, and basis for determining contingent rentals) https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 60 of 69 • Pension or profit sharing provision and other information about pension plans required by FASB ASC 715 • Postretirement benefits other than pensions as required by FASB ASC 715 • Information about impaired long-lived assets and intangibles and impairment losses charged to income • Disclosures about derivative instruments and hedging activities required by FASB ASC 815 • Information about investments accounted for by the equity method • Related party transactions • Common control relationships that could result in operating results different from those that would have been obtained if the companies were autonomous, even if there have been no transactions between the companies • Disclosures about income taxes required by FASB ASC 740 • Contingencies • Use of estimates and certain significant estimates • Current vulnerability due to certain concentrations • Information about discontinued operations and any related gains or losses https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 61 of 69 • Nature and financial effects of material unusual or infrequent events or transactions not qualifying as extraordinary items • Information about extraordinary gains or losses and applicable income taxes • Accounting changes that affect the income statement: •• Change in principle or estimate •• Change in reporting entity •• Adoption of new principle •• Correction of error • Subsequent events • Going concern considerations Notes: a This list is intended to indicate some of the more common matters about which disclosures may be necessary in a stand-alone income statement. It is not intended to be all-inclusive or to specify details of the disclosures. For a comprehensive detailed checklist covering those matters and other specialized or less common disclosures that may be relevant in specific circumstances, see PPC's Guide to Audits of Nonpublic Companies, PPC's Guide to Preparing Financial Statements, or PPC's Guide to Compilation and Review Engagements. Call (800) 431-9025 or visit ppc.thomsonreuters.com for order information. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 62 of 69 ____________________ 111.6 If the audit of the income statement is conducted in conjunction with an audit of the complete financial statements and the auditor's report on the complete financial statements is modified, the auditor should determine whether the modification affects the auditor's report on the income statement. If the modification on the complete financial statements is relevant to the audit of the income statement, the auditor's report on the income statement should be appropriately modified. Similarly, if the auditor's report on the complete financial statements includes an emphasis-of-matter or other-matter paragraph that is relevant to the income statement, the auditor's report on the income statement should include a similar emphasis-of-matter or other-matter paragraph. 111.7 If the audit of the income statement is conducted in conjunction with an audit of the complete financial statements and the auditor expresses an adverse opinion or disclaims an opinion on the complete financial statements, the auditors are precluded from issuing an unmodified opinion on the income statement even if the auditor's report on the income statement is neither published with nor otherwise accompanies the report on the complete financial statements. Doing so would contradict the auditor's adverse opinion or disclaimer on the complete financial statements and would be tantamount to expressing a piecemeal opinion. 15 FASB ASC 230-10-15-3 states that a statement of cash flows is required when entities present a set of financial statements that reports both financial position and results of operations, and FASB ASC 220-10-15-2 states that a statement of comprehensive income is required when entities present a full set of financial statements that reports financial position, results of operations, and cash flows. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 63 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 112 Auditor's Report on Financial Statements Covering Periods Less Than 12 Months (Change in Fiscal Year-end) 112 Auditor's Report on Financial Statements Covering Periods Less Than 12 Months (Change in Fiscal Year-end) 112.1 Section 109 discusses one situation in which an auditor might be requested to report on financial statements covering a period of time shorter than 12 months (i.e., the first year of a company's operations). Another situation in which an auditor might be asked to report on financial statements for a shorter period is when there has been a change in the entity's fiscal year. That might happen, for example, when a corporation has elected S corporation status and is required to change to a December 31 year end unless it can show that the fiscal year is its natural business year. In such circumstances, companies also typically change their fiscal year for financial reporting purposes. Thus, the financial statements of the year of the change would cover less than 12 months. 112.2 A technical practice aid at TIS 1800.03 indicates that, generally, the change needs to be disclosed in the current period financial statements to make the statements more meaningful. The authors interpret the TPA to suggest that in disclosing the change in fiscal year, the notes to the statements need to state whether the effect was to increase or decrease net income (for example, if as a result of seasonal differences, the company normally experiences losses during the months excluded). In addition, if the effect is measurable, (i.e., net income for the excluded months is known), that amount needs to be disclosed. 112.3 When comparative financial statements are presented, the authors believe the short-year financial statements may be presented in comparative form with the financial statements of complete years as long as the change in fiscal year is adequately disclosed and the financial statements are appropriately captioned, such as illustrated below: • ABC COMPANY BALANCE SHEETS December 31, 20X2 and June 30, 20X2 December 31, 20X2 June 30, 20X2 https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 64 of 69 • ABC COMPANY STATEMENTS OF INCOME Six Months Ended December 31, 20X2, And Year Ended June 30, 20X2 Six Months Ended December 31, 20X2 Year Ended June 30, 20X2 Standard Report in Year of Change 112.4 The auditor's standard report on the financial statements in the year of the change would be similar to the report on an initial accounting period illustrated in paragraph 109.2, except as follows: a. The phrase “for the period from inception (May 8, 20X2) to December 31, 20X2” in the introductory paragraph would be replaced with “for the six-month period then ended.” b. The phrase “for the initial period” in the opinion paragraph would be replaced with “for the six-month period.” Standard Report When Prior-period Statements Are Presented in Comparative Form 112.5 When comparative financial statements are presented, however, the following report illustrates the appropriate form of report. INDEPENDENT AUDITOR'S REPORT To ABC Company We have audited the accompanying financial statements of ABC Company (a Texas corporation), which comprise the balance sheets as of December 31, 20X2, and June 30, 20X2, the related statements of income, retained earnings, and cash flows for the six-month and twelve-month periods then ended, and the related notes to the financial statements. a https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 65 of 69 Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of ABC Company as of December 31, 20X2 and June 30, 20X2, and the results of its operations and its cash flows for the six-month and twelve-month periods then ended b in accordance with accounting principles generally accepted in the United States of America. Notes: a The introductory paragraph indicates that the statements of income, retained earnings, and cash flows are for the six-month period ended December 31, 20X2 (e.g., for the period since the company's period fiscal year end) and the twelve-month period ended June 30, 20X2. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document b Page 66 of 69 The opinion paragraph now uses the phrase “for the six-month and twelve-month periods ended.” 112.6 The authors believe an emphasis-of-matter paragraph describing the change in fiscal year is not required in the auditor's report. However, if the auditors believe the financial statements do not adequately disclose the change in fiscal year, they should consider modifying their opinion. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 67 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 113 Auditor's Report on Financial Statements Covering Periods Longer Than 12 Months 113 Auditor's Report on Financial Statements Covering Periods Longer Than 12 Months 113.1 Auditors sometimes report on financial statements covering a period longer than 12 months. The period may or may not end on the company's fiscal year end, but the report wording would be the same in either case. A Technical Practice Aid (TIS 9160.07) states that the auditor's report, as well as the title of the financial statements, needs to clearly indicate the period covered. A report covering more than 12 months may relate to the initial audit of a new business. For example, a company may begin operations on November 1, 20X1, and have its first audit cover the period from November 1, 20X1, through December 31, 20X2, a period of 14 months. In that case, the report illustrated in paragraph 109.2 and Appendix 1A-3 would be appropriate. If a company that is not a new business requests a report covering more than 12 months, the report for an interim period illustrated in paragraph 108.1 and Appendix 1A-2 would be appropriate, except that the number of months indicated would be more than 12, rather than less. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 68 of 69 Checkpoint Contents Accounting, Audit & Corporate Finance Library Editorial Materials Audit and Attest Auditor's Reports Chapter 1 The Auditor's Standard Report 114 Common Audit Report Deficiencies 114 Common Audit Report Deficiencies 114.1 Peer review findings include the following common deficiencies related to auditors' reports: Minor Report Deficiencies • Omission of phrases or the use of phrases not in accordance with the appropriate standards for the type of report issued. • Isolated instances of reports incorrectly dated, issued without a date, or without appropriate reference to all time periods covered by the financial statements. • Isolated instances in which reports reflected financial statement titles and terminology not in accordance with professional standards. • Financial statements prepared on a basis of accounting other than generally accepted accounting principles (OCBOA) that were properly reported on but contained inconsistencies between the report and the financial statements. • Financial statement titles that were inconsistent with the report. Significant Report Deficiencies https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013 Checkpoint | Document Page 69 of 69 • Issuance of an audit report when the auditor is not independent. • Auditor's report did not cover all periods presented by the financial statements. • Failure to disclose an omission of the statement of cash flows in financial statements prepared in accordance with GAAP. • Omission of the statement of income and retained earnings when referred to in the audit report. • Failure to appropriately qualify an auditor's report for a scope limitation or departure from the basis of accounting used for the financial statements. • Failure to disclose in the auditor's report a material departure from professional standards, such as omission of significant income tax provision on interim financial statements. • Departures from the standard report wording such that the audit report does not contain the critical elements of applicable standards. • Inappropriate references to GAAP in the auditor's report on financial statements in accordance with an OCBOA. 114.2 Peer review findings also include report deficiencies unique to entities in specialized industries and deficiencies related to financial statement presentation, auditor's procedures, audit documentation, and functional areas, such as personnel management and monitoring. © 2012 Thomson Reuters/PPC. All rights reserved. END OF DOCUMENT © 2013 Thomson Reuters/RIA. All rights reserved. https://checkpoint.riag.com/app/view/toolItem?usid=bc03crb5425& feature=ttoc& lastCpReq... 5/8/2013