PROFESSIONAL SKEPTICISM

Delphi Corporation (LO 1, 2, 3, 4, 6, 8, 9) Refer to the Focus on Fraud feature “Fraud Risks Related to Debt and Equity: Insights from SEC Accounting and Auditing and Enforcement Releases.” Review the panel related to Delphi Corporation.

-What risks of material misstatement were present in the case?

-What are the auditor’s responsibilities related to auditing retained earnings? What procedures should the auditor have performed?

-Identify ways in which the audit team appeared to have a lack of appropriate professional skepticism.

Focus on Fraud Fraud Risks Related to Debt and Equity: Insights from SEC Accounting and Auditing Enforcement Releases

This feature provides examples of frauds related to debt and equity.

Debt: Federico Quinto Jr., CPA
The client involved in this case, Soyo Group, acted fraudulently by not accurately disclosing violations of its debt covenants.

In August 2012, the SEC issued an Accounting and Auditing Enforcement Release in the matter of Federico Quinto Jr., CPA. Quinto was an audit engagement partner for Soyo Group, Inc., in 2007. During 2007 and the first three quarters of 2008, Soyo booked over $47 million in fictitious revenues. At the same time, Soyo was financing its business with debt from United Commercial Bank (UCB). As of December 31, 2007, Soyo’s debt with UCB was approximately $27.8 million, which represented 63% of Soyo’s total liabilities. Because of Soyo’s struggling business, the company often found itself in violation of its debt covenants with UCB.

Quinto’s audit team conducted an analysis that identified that Soyo was not in compliance with three of its six debt covenants with UCB as of December 31, 2007. Because of the debt covenant violations, UCB could take action that would force Soyo into bankruptcy, as Soyo needed the financing to fund its business operations. The audit team did not follow up on the identified debt covenant violations and did not obtain any evidence indicating whether a waiver had been granted by UCB. The audit workpapers did not provide any evidence that the audit team considered whether these violations could impact the going concern status of Soyo. Further, the audit report for 2007 included an unqualified opinion, although Soyo did not make the required disclosures regarding noncompliance with its debt covenants.

Source: Securities and Exchange Commission, Accounting and Auditing Enforcement Release No. 3403, August 31, 2012, available at http://www.sec.gov/litigation/admin/2012/34-67767.pdf

Full Answer Section

       
  • Misstatement of Liabilities: The failure to disclose the debt covenant violations resulted in a misstatement of Soyo's liabilities and its compliance with related agreements. This lack of transparency could mislead users of the financial statements about the company's financial health and its relationship with its lenders.
  • Management Override of Controls: The booking of fictitious revenues suggests a potential management override of internal controls designed to ensure the accuracy of revenue recognition. This is a significant fraud risk factor.

-What are the auditor’s responsibilities related to auditing retained earnings? What procedures should the auditor have performed?

Auditors have a responsibility to obtain sufficient appropriate audit evidence regarding the ending balance of retained earnings and the transactions affecting retained earnings during the period. This includes:

  • Verifying the Beginning Balance: Agreeing the beginning balance of retained earnings to the prior period's audited financial statements.
  • Auditing Net Income/Loss: Obtaining evidence regarding the net income or loss for the current period, which directly flows into retained earnings. This involves auditing revenues, expenses, gains, and losses. In the Soyo case, the fictitious revenues were a critical area requiring rigorous audit procedures.
  • Auditing Dividend Transactions: Examining any dividend declarations and payments made during the period for proper authorization, recording, and disclosure.
  • Auditing Prior Period Adjustments: If any prior period adjustments were made that affect retained earnings, the auditor should examine the nature, justification, and accounting treatment of these adjustments.
  • Reviewing Legal and Contractual Obligations: Understanding any legal or contractual obligations that could impact retained earnings, such as debt covenants that might restrict dividend payments or require specific disclosures affecting equity.

In the Soyo Group case, the auditor should have performed the following procedures related to retained earnings, especially in light of the identified risks:

  • Thorough Revenue Testing: Given the risk of fictitious revenues, the audit team should have performed significantly more robust and skeptical revenue testing procedures beyond routine checks. This could have included:
    • Confirmation with Customers: Directly confirming sales transactions with customers.
    • Examination of Supporting Documentation: Vigorously scrutinizing sales orders, shipping documents, invoices, and cash receipts for unusual patterns or inconsistencies.
    • Analytical Procedures: Performing detailed analytical procedures on revenue trends, comparing them to industry data and non-financial information.  
    • Cut-off Testing: Ensuring that revenue was recorded in the correct accounting period.
  • Detailed Review of Debt Agreements and Compliance: The audit team identified the debt covenant violations but failed to follow up adequately. They should have:
    • Obtained and Reviewed Debt Agreements: Thoroughly reviewed the terms and covenants of the debt agreement with UCB.
    • Independently Verified Compliance: Obtained direct confirmation from UCB regarding Soyo's compliance with all debt covenants as of the balance sheet date.
    • Evaluated Management's Plans: If management claimed a waiver was granted, the auditors should have obtained verifiable written evidence of the waiver directly from UCB.
    • Assessed the Impact on Going Concern: The auditors should have explicitly considered and documented the potential impact of the debt covenant violations on Soyo's ability to continue as a going concern, especially given the reliance on UCB financing. This would have required analyzing management's plans to address the violations and obtaining evidence to support those plans.
  • Considered the Impact of Fictitious Revenues on Retained Earnings: If the fictitious revenues were material, they would have significantly overstated net income and consequently retained earnings. The auditors should have linked their findings on revenue to the overall accuracy of retained earnings.
  • Ensured Proper Disclosure: The auditors had a responsibility to ensure that the financial statements included adequate disclosure of the non-compliance with debt covenants, as required by accounting standards. The unqualified opinion was inappropriate given this lack of disclosure.

-Identify ways in which the audit team appeared to have a lack of appropriate professional skepticism.

The audit team, particularly the engagement partner Federico Quinto Jr., appeared to have a significant lack of appropriate professional skepticism in several ways:

  • Failure to Follow Up on Known Issues: The audit team identified the non-compliance with debt covenants, a significant red flag indicating potential financial distress and misstatement. However, they failed to diligently follow up to obtain evidence of a waiver or assess the implications for the financial statements and going concern. A skeptical auditor would have pursued this critical issue until sufficient appropriate evidence was obtained.
  • Acceptance of Management Assertions Without Corroboration: The workpapers lacked evidence that the audit team independently verified management's claims regarding the debt covenant violations (e.g., by directly contacting UCB). A skeptical auditor would not solely rely on management's representations, especially in areas of high risk.
  • Insufficient Consideration of Going Concern: The fact that the company was struggling and in violation of debt covenants should have triggered a heightened assessment of going concern. The lack of documentation indicating the audit team considered this crucial aspect demonstrates a lack of skepticism towards management's ability to continue operations without significant challenges.
  • Issuing an Unqualified Opinion Despite Known Misstatements: Issuing an unqualified opinion when the financial statements failed to disclose a material non-compliance with debt covenants indicates a failure to critically evaluate the fairness of the presentation of the financial statements. A skeptical auditor would have insisted on proper disclosure or considered modifying the audit opinion.
  • Potentially Over-Reliance on Management: The overall lack of follow-up and independent verification suggests a potential over-reliance on management's assurances without sufficient critical evaluation of the underlying evidence. A skeptical auditor maintains a questioning mind and critically assesses audit evidence.  

Sample Answer

     

Let's analyze the Delphi Corporation case based on the provided information from the "Focus on Fraud" feature.

It's important to note that the provided text snippet actually discusses the case of Soyo Group, Inc. and its audit engagement partner, Federico Quinto Jr., CPA, not Delphi Corporation. Therefore, my answers below will be based on the Soyo Group case as described in the text.

-What risks of material misstatement were present in the case?

Several significant risks of material misstatement were present in the Soyo Group case:

  • Fictitious Revenues: The most glaring risk was the booking of over $47 million in fictitious revenues during 2007 and the first three quarters of 2008. This directly inflates the company's financial performance and could impact various account balances, including accounts receivable, revenue, and ultimately retained earnings.
  • Non-Compliance with Debt Covenants: The company's frequent violations of its debt covenants with United Commercial Bank (UCB) posed a significant risk. This non-compliance could have triggered adverse actions by UCB, potentially leading to bankruptcy. The failure to accurately disclose these violations misrepresents the company's financial position and its adherence to contractual obligations.
  • Going Concern Issues: The fact that Soyo's struggling business often led to debt covenant violations and that the company relied heavily on UCB financing indicated a significant risk regarding the company's ability to continue as a going concern. The potential for UCB to take action due to the violations could have severely impacted Soyo's operational viability.