December 14, 2018

Francine McKenna

Man Associated with AgFeed Fraud Adds Threatening Big 4 Watchdog to List of Bad Decisions

Everyone in the know knows that coming at Francine McKenna is generally not a good idea. Not only will she reduce you to a sniveling pile of human waste, she'll use your carcass to mop up your tears and then tell the Internet all about how she made you cry and send you a dry […]

Saturday Open Thread: What Is Wrong With You Kids These Days?

Since we wouldn't want you all going through GC DTs over the weekend, we're implementing a Saturday Open Thread. You are welcome to hijack the thread with your own concerns such as salary issues, work-life balance or the lack thereof, disconcerting March Madness rules at your firm, your colleagues' unfortunate wardrobe choices or the bizarre […]

Is Citi Getting Bad Advice from KPMG?

John Carney wonders aloud if Citigroup’s low reserves (approximately $1b reserve for $500b in exposure) for its repurchase risk is thanks to the guidance provided by KPMG. Citi has said that they are, “comfortable with this level of reserves because historically realized repurchase risk has been quite small.” Carney explains, “In short, they haven’t had to pay out much on these claims in the past, so they figure they won’t pay out much in the future.”

Be that as it may, JC and his colleague, Ash Bennington are pret-tay sure Citi has it wrong (they lay out their case in full) and speculates that KPMG is, at the very least, an enabler here.


Carney points out that Francine McKenna has been following KPMG’s not so stellar guidance on this particular issue for years. Starting with New Century in 2007, Wells Fargo last year and Countrywide who was purchased by Bank of America.

Carney then writes that Bank of America is “widely assumed to have the largest repurchase risk, largely thanks to the acquisition of Countrywide.”

So that’s a helluva trail to be sure and Carney wraps up:

So is the advice of KPMG part of the reason for Citi’s complacency when it comes to repurchase risk? Given the history of companies audited by KPMG missing repurchase risk, perhaps Citi should rethink that complacency.

Of course Carney forgets that Dick Bové would take exception with everything he’s saying, since this firm is perfectly acceptable. Even if he doesn’t know who they are.

We’d like to get anyone familiar with the matter (read: Citi audit team members) on the record, so get in touch and we’ll put it out there. Or you can chime in below.

A Big 4 Identity Crisis?

“The Big 4 don’t even like being called AUDITORS. Rather they provide ‘ASSURANCE Services,’ and act as ‘TRUSTED ADVISORS.’ This isn’t just rhetorical. It’s a cynical PR move and an effort to limit their liability.”

~ Francine McKenna, who will be on a panel with Lehman Brothers Bankruptcy Examiner Anton Valukas, NYT Chief Financial Correspondent Floyd Norris and others, discussing the financial crisis.

Accounting News Roundup: The SEC’s Hunt on Banks’ Repos Continues; McKenna Named as a Loeb Finalist; Pabst Gets a New Owner After IRS Order | 05.26.10

SEC Shakes Down Banks on Repurchase Accounting [Compliance Week]
The SEC has received information from 19 “financial institutions” on their repurchase accounting that could help determine if the treatment at Lehman Brothers was ” an outlier in classifying asset repurchase agreements as sales even when those assets were destined to return to the balance sheet.”

Compliance Week reports that Steven Jacobs, associate chief accountant in the Division of Corporation Finance at the SEC said that the Commission wants companies (i.e. banks) to be more forthcoming in their disclosures, “In a situation like this,s a snapshot in time.” Disclosures should more clearly describe the company’s economic situation and its liquidity apart from the moment-in-time snapshot, he said. “I would be willing to bet companies would be more willing to do that if that position on the balance sheet didn’t look as good.”


2010 Gerald Loeb Award Finalists Announced by UCLA Anderson School of Management [UCLA]
Congratulations are due to our own Francine McKenna (look for her column later today) who was named as a finalist for a Gerald Loeb Award for Distinguished Business and Financial Journalism in the “Online Commentary and Blogging Category” for her work at re:The Auditors.

Other nominees include Adrian Wooldridge, Steven N. Kaplan, Nell Minow, Patrick Lane, Brad DeLong, Luigi Zingales, Saugato Datta, Thomas Picketty and Chris Edwards for “Online Debates” for The Economist; David Pogue for “Pogue’s Posts” for The New York Times; Jim Prevor for “Business, Finances and Public Policy” for The Weekly Standard.

Rewarding Failure [Portfolio.com]
The old idea of combining the SEC and the CFTC came up again last week and Gary Weiss thinks that it’s a terrible idea. Be that as it may, he thinks that it may “have some mileage” since some big names have recently come out to support the idea, including Mary Schapiro who was posed the question “can you explain any rational reason that both the CFTC and the SEC exist?”:

Schapiro’s response was wordy, but it boiled down to a qualified “yes.” If it were up to her, she said, there would be just one agency. Headed by her, I presume.

Evidently this seems to be a trend. Only about a week ago, the idea was endorsed by Arthur Levitt, the former head of the SEC. He told Barron’s that merging the two agencies is “so basic to any kind of regulatory reform, that to neglect that is really outrageous.”

Gary argues that an independent CFTC could “light a fire under a somnolent SEC” with the right leadership, although the current team doesn’t seem to be up for the job. If that continues, he adds, we could end up with one large(r) ineffective bureaucracy protecting the markets.

Pabst’s New Owner Built Fortune on Old Brands [WSJ]
The Journal has learned that Pabst is being purchased by investor C. Dean Metropoulos who has made a fortune in food branding. His past investments include Chef Boyardee, Duncan Hines and several others.

Pabst was up for sale after the IRS forced the sale by California-based Kalmanovitz Charitable Foundation. The Foundation had owned the company for a decade, after the Service allowed a five year extension for the nonprofit to own a for-profit business.

What Will the Aftermath of the Next Big 4 Failure Look Like?

In part one of our discussion, we discussed audit firm failure and why the business model is not sustainable in the current form. We will now look at questions about what the aftermath of a Big 4 firm failure could look like and what some various paths could be:


Why isn’t a “Big 3” audit firm situation sustainable?

Jim Peterson: The industry has gone from 8 firms to 6, to 4. We’ve reached a tipping point where if one more firm fails, the rest of them will get out of the business. The firms have all but admitted that the business model will not survive another failure.

Francine McKenna: The failure of a firm will also have global repercussion in various countries that are dominated by that firm (e.g. PwC in the UK). The remaining firms simply do not have the resources to pick up where the dominating firm left off.

Is government intervention a possibility and is it a reasonable solution?

FM: Personally, I’m in favor of at least a portion of public company audits being performed by the federal government, especially those public companies with a substantial investment by the U.S. Government. I wrote in a post from January 2009, “Let’s tear down the walls and rethink how we should protect the investor, who in many cases is now the taxpayer.” We should get rid of the for-profit audit firms’ involvement in the nationalized entities, except perhaps indirectly as contractors paid by the government but not controlling the client relationship. Those receiving government bailout funds could be “audited” by a team drafted from all able bodied audit and accounting professionals. I call it the National Service Corp for Accountability and Transparency™.”

JP: This is a possible scenario that may be imposed upon the world if proactive solutions are not formulated. Unfortunately, this will be imposed directly upon the U.S. Taxpayer. The product will have virtually no value and the efficiency and trust that would result could be likened it to any other service provided by the Federal Government.

You have both said that “no one would miss the auditors’ opinion.” When did the auditors’ report become such a commodity and is there any way for it to recapture any value?

JP: The auditor’s report as known and essentially unchanged since the 1930’s — an obsolete document. It has been a long time since someone asked sophisticated financial statement users, “What do you want?” and “What are you willing to pay for?” New ideas for assurance services are needed that will allow firms to provide a valuable product without submitting themselves to such huge liability.

FM: A completely different approach is needed, in my opinion, to protect shareholders and investors in public companies than the current product, especially when the shareholder/investor is the taxpayer as has occurred in the recent investments in AIG, Fannie Mae, Freddie Mac, Citigroup, GM, etc”

There are very few sophisticated investors – hedge funds, other large public companies, private equity or sophisticated creditors – who do not perform their own due diligence, using publicly available information or additional access prior to a merger or acquisition. They would be considered irresponsible if they only used the basic financial statements, assuming only the auditors opinion and required footnotes, as a basis for major investment decisons. So why do we expect the retail investor, the employee with their retirement savings in the company stock or a vendor or customer to count on the audited financial statements as the last word? Audited financial statements have certainly not provided any “assurance” that companies would not go bankrupt, that banks were solvent, that global financial institutions would not need hundreds of billions of dollars in taxpayer money to remain viable.

In the wake of the Andersen collapse, what hasn’t the leadership of large firms, primarily Big 4, done to mitigate risk to their firms?

JP: The leadership at the top has a lot at stake financially. They are focused on short-term integrity. The young partners will inherit this problem. The current leadership lacks both the vision to come up with solutions and the fortitude to make the decisions.

FM: I agree. The model needs re-invention. Most professionals that see the problems wake-up and get out or are forced out and their careers and lives are better for it. They don’t have to deal with the problem anymore. People that remain do so because they lose any idea of what else to do. They develop “Stockholm Syndrome” and some eventually become the leaders of these firms.

In an email, Jim Peterson wrote to us, “there is no silver bullet” that will fix this problem. It will take a “a holistic approach and an opportunity for “blank page” re-engineering can hope to address the relationship among all these elements.”

The idea of a wiping the slate clean and starting completely over is difficult for anyone to get his or her head around. Explaining the situation to a multi-billion dollar industry that has been doing “business as usual” for decades is even harder.

But what is clear is that the situation must change in order for the profession to become relevant and valuable again. Eventually, whether by way of the current litigation or other unforeseen events, the failure of the audit firm business model is unavoidable. With some many people calling the profession into question now again, the best thing that young leaders can do is start thinking about solutions now. The profession must re-invent itself in order to serve stakeholders as intended.

Why A Big 4 Failure Is Imminent–and What It Will Mean

In the wake of the Lehman Bankruptcy Examiner’s report, speculation about the future of Ernst & Young is rampant, as is the future of the audit profession as another colossal failure raises questions about the relevancy of Big 4 firms’ audits of public companies.

While many are focusing on the “who” and the “how”, there is a small band of experts that are focusing on a bigger issue. (Yes, there’s a bigger issue.) That is, what happens in the aftermath of the next Big 4 failure?

To put it more clearly, what will another firm failure mean for the audit practice business model? How will the markets react? Will the government attempt to intervene in some
These are questions that will have to be addressed in the post-failure environment, despite the desire of the Big 4 for the problem to magically resolve itself.


In order to try and give you an idea of the possible fallout from the next Big 4 firm demise we asked two experts to expand on their past writings, discuss the current environment, and to speculate a little about the future. We discussed this topic with our own Francine McKenna and Jim Peterson after poring over a dozen or so of their past posts, exchanging a multitude of emails and one very spirited conference call.

Francine’s recent post, “Ernst & Young Looking at More Civil and Criminal Liability for Lehman Failure” examined E&Y’s civil and criminal vulnerability as a result of the Bankruptcy Examiner’s report. She is a skeptic of audit firm relevancy and never put it more poignantly to her readers than in January 2009, “So, you may finally be saying to yourself: What’s the point of audits and auditors?”

Jim Peterson’s blog Re: Balance is dedicated entirely to the subject of the next Big 4 failure and what it means for the financial world. From the “Why this site” section:

A basic re-ordering of the relationship between large global companies and their accounting firms is inevitable — evolution can be postponed, but it cannot be stopped. But the need is neither well recognized nor openly discussed — the very reason for this site.

While the question of the possibility of a firm failure is moot when you seriously consider the items outlined below, the question of “which firm?” is also of little consequence. And to take it one step further, the timing of a large-scale failure is a pointless discussion, as Jim emphasized, “The axe that could fall on any of the firms, depending only on the pace of litigation management by the judges over-seeing their dockets.”

Jim presented us with five reasons that the audit franchise’s very existence is ineffective:

Accounting rules are politicized – The FASB and IASB have been belly aching for awhile now that political influence needs to be left out of accounting rules. The reality is – a reality that both the FASB and the IASB have not yet accepted – this is a fruitless exercise, “Accounting principles are not in the profession’s influence, much less their control, but are politicized and complex, and are subject to manipulation by issuers,” says Jim.

Users’ expectations are not achievable – Somehow everyone in the world – and audit firms are partly culpable here — got the idea that financial statement audits guarantee good information. Jim says, “Users’ expectations are set at zero defects – partly the fault of the profession for over-selling its capability and contributing to the so-called ‘expectations gap’ — a level that is not achievable in any system designed and run by human beings.” In other words, to remain competitive, audit firms gave the impression that they could deliver highly effective results with their audits. By their own inability to effectively explain the purpose and the pitfalls of financial statement audits (until they are on the defensive for failures) the profession has sealed its fate.

Hindsight puts the firms in a bad position when liability is determined – When a firm makes a mistake, the media, politicians and “experts” are shocked — SHOCKED! — that auditors could have missed these errors. This makes for an easy argument before jurors that typically do not have a good understanding of the risks involved prior to an audit occurring. “The legal standards for liability in the major countries, especially in the US, are elusive and subjective; they expose the firms to second-guessing by juries – when ‘after the fact’ means after events that are ugly and there have been visible eruptions of misbehavior. That means ‘bet the firm’ cases cannot be [effectively] tried.”

The liability is, simply put, HUGE – Jim sums it up: “The Big Four firms lack the financial capacity to answer multi-billion dollar exposures…and so they are forced either to pay settlements that are ultimately crippling to their business model, or to go to trial in ‘bet the firm’ environment.”

The vicious circle self-perpetuates – There will continue to be huge audit failures. The firms have not identified a solution, largely because they have not addressed past mistakes with substantive solutions. “The large firms continue to fall into claims of deficient performance — examples of which have continued to arise with depressing regularity despite protestations of improved regulation and performance — in no small part because the profession lacks a forum for real ability to learn, or to avoid repeating the same old mistakes of the past,” says Jim.

Francine also mentioned something many people in the profession forget or don’t realize at all, and that is that a failure could arise unexpectedly from a non-U.S. jurisdiction, “a regulatory action in another country that no one in the U.S. is expecting could be just as crippling to one of the firms as any of the problems in the United States,” she told us. The most imminent risk comes from the Satyam scandal that occurred in India on the watch of PricewaterhouseCoopers.

The problem that the entire financial community in the U.S. finds itself in — not just the Big 4 – is that they are “locked into this arcane method of assurance,” according to Jim. The text of the auditors’ opinion has been essentially unchanged since the 1940s while the rest of the business world constantly evolves.

Stay tuned for part two of our discussion with Jim and Francine that will try to paint a picture of what the post-failure environment could look like.

Five Questions with Francine McKenna

Our contributor Francine McKenna takes her job very seriously. When we asked her to participate in our little exercise she insisted that all her answers be as long of some of her posts but we managed to explain to her that none of these questions would be related to the Big 4.

She backed down.

As you know, Francine is the and Founder and Managing Editor of Re: The Auditors and a furious Tweeter. Prior to launching RTA, Francine worked for more than twenty years working for in consulting and professional services here in the States and abroad.

Why should you accountants read your blog?
Do they really have something more stimulating to do?


If someone had to read just one post of yours which one would it be?
Too Few To Fail Or Something More?” tells you everything you need to know about how the current regulatory regime works against the shareholder and for the perpetuation of the myth of the current audit firm business model. It’s my first post with original reporting, it’s where I coined the term “too few to fail,” and still one of my most popular.

Who is your favorite blogger?
So many favorites now, but the guy that told me blogging could make me famous is Mr. Clublife, the guy who stands on the box at your favorite club in NYC.

Best thing about blogging for accountants?
They are, for the most part, too introverted to complain or harass me too much.

The biggest issue facing accountants/auditors today is…
They’ve, for the most part, forgotten that their client is the shareholder and that, as professionals, they owe their first professional duty to that client, not their firms, not their partners, not their colleagues and not the management of the companies they audit.