CPAs and Audit Committees: The Perfect Match.WHEN OPPORTUNITY KNOCKS, swing open the door. Recent regulatory developments provide CPAs with an excellent opportunity to: * expand CPA (Computer Press Association, Landing, NJ) An earlier membership organization founded in 1983 that promoted excellence in computer journalism. Its annual awards honored outstanding examples in print, broadcast and electronic media. The CPA disbanded in 2000. visibility, influence and expertise the business community; * support U.S. Securities and Exchange Chairman Arthur Levitt's efforts to improve listed companies' financial reporting quality, reliability and transparency; * enhance investor confidence in the integrity of the financial reporting process; and * improve securities' pricing efficiency Pricing efficiency Also called external efficiency; a market characteristic that prices at all times fully reflect all available information that is relevant to the valuation of securities. . A PERFECT MATCH Last December, the SEC's division of market regulation approved corporate governance Corporate Governance The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law. rule changes for the New York Stock Exchange New York Stock Exchange (NYSE) World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City. , American Stock Exchange American Stock Exchange (AMEX) Stock exchange in the U.S. Originally known as “the Curb,” it began as an outdoor marketplace in New York City c. 1850. It moved indoors to its present location in the Wall Street area in 1921. and National Association of Securities Dealers National Association of Securities Dealers (NASD) Nonprofit organization formed under the joint sponsorship of the investment bankers' conference and the SEC to comply with the Maloney Act, which provides for the regulation of the OTC market. . These changes require some 13,000 publicly held companies' audit committee members to be independent, financially literate and have financial management expertise. Without question, the profile of these audit committee members mirrors the CPA's profile. Public companies can expect to benefit from a CPA director as most CPAs are characteristically very diplomatic, nonthreatening, sensitive, knowledgeable, innovative and flexible--yet compliance oriented. What's more, a CPA's presence as an exemplary audit committee member would be welcomed when markets turn sour and trial attorneys look for weaknesses on behalf of clients who have incurred losses. Under the NYSE NYSE See: New York Stock Exchange rules, at least one audit committee member must satisfy the financial management expertise criteria by June 14, 2001. The AMEX AMEX See: American Stock Exchange and NASD NASD See: National Association of Securities Dealers NASD See National Association of Securities Dealers (NASD). rules are similar, but include some differences that should be verified. ACT NOW CPAs have a one-time opportunity to lift themselves as a group to positions of visibility, influence and service to the business, regulatory and investing community. This is a time when personal ambition must be sacrificed for the benefit of the profession as a whole to be successful. I encourage each of you to immediately market the talents of your CPA peers to listed company executives, independent directors and legal counsel, whether your peers are officers, committee chairs, financial planners, industry specialists or other specialized professionals. If you are a CPA who works for a publicly held company, reflect on the CPA peers you know from an industry association or a CalCPA chapter or committee, and recommend one as a candidate for membership on your company's board of directors or audit committee. Although CPAs in Big Five firms are not likely candidates for audit committees due to independence restrictions, they might recommend a retired Big Five partner who would not have the same independence restrictions, or another peer with whom they have a professional acquaintance. These recommendations should be made to company executives and legal counsel. Other CPAs in public practice, who have a tax, financial planning or eldercare relationship with a listed company's independent director, CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. or outside counsel, also might recommend one of their peers as a candidate for membership on their client's company board of directors or audit committee. BENEFITS ABOUND From personal experience, I can wholeheartedly whole·heart·ed adj. Marked by unconditional commitment, unstinting devotion, or unreserved enthusiasm: wholehearted approval. whole recommend serving as a member of a company's board of directors and audit committee. The activity is financially, socially and intellectually rewarding. Annual compensation can range from $5,000 to $300,000, while meetings are often held at resort locations. The time commitment for attending meetings varies from annually to monthly, and you can expect other independent directors to be bright, friendly and intelligent. Since regulators plan to revisit compliance with the new audit committee requirements after June 2001, listed companies will be restructuring their audit committees in anticipation of the next proxy season. This means the time for CPAs to talk to their clients and contacts is now, well before year-end proxy statements are drafted. Recommend your CPA peers today. Kenneth Domingues is a Redwood City-based CPA whose consulting practice includes securities arbitration, expert witness work and financial planning. He is a former chief accountant for the SEC division of investment management. |
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