The audit profession in Britain is at a turning point as Westminster—Brexit permitting—considers new regulation.
It seems firms may be responding by clearing the decks: the press has spotted a spate of high-profile auditor resignations with audit firms bidding farewell to a clutch of major clients. This includes firms outside the Big Four, such as Grant Thornton, which recently said sayonara to Sports Direct, the retail chain, embroiled in running arguments over its governance.
But Grant Thornton is not alone. KPMG has parted ways with Eddie Stobart, a haulage firm, and Lycamobile, a telecommunications company. PwC meanwhile has said goodbye to Staffline, a recruitment business.
Should we be surprised?
The answer is not really. Over recent years auditors, especially the Big Four (PwC, Deloitte, KPMG and EY) have faced consistent criticism for their work—complaints that they control too much of the market for big company audit and that audit quality is not what it should be.
This came to a head in December 2017 with the collapse of construction and contracting giant Carillion, audited by KPMG. The event prompted a parliamentary inquiry followed by government-ordered reviews of the audit market and regulation.
An examination of the watchdog for audit and financial reporting, the Financial Reporting Council, has resulted in the creation of a brand new regulatory body; a look at the audit market resulted in recommendations that firms separate their audit businesses from other services they provide. A current look at the quality and scope of audit, the Brydon review, will doubtless come up with its own recommendations when it reports later this year.
While it is hard to obtain statistics, the press reports, as well as industry talk, indicate that auditors are becoming more picky about who they choose to work for.
According to Jonathan Hayward, a governance and audit expert with the consultancy Independent Audit, the first step in any risk management for an audit firm is client selection. He says the current environment in which auditors have become “tired of being beaten up” has caused a new “sensitivity” in which auditors may be choosing to be more assiduous in applying client filtering policies.
Application of these policies may have been soft in the past, as firms raced for market share, but perhaps also as they applied what Hayward calls the auditor’s “God complex”: the idea that their judgement must be definitive.
Psychological dispositions are arguable. What may be observed for certain is that the potential downsides are becoming clearer to audit chiefs. Fines meted out in recent times by a newly energised regulator facing replacement include the £5m (discounted to £3.5m) for KPMG for the firm’s work with the London branch of BNY Mellon. Deloitte faced a £6.5m fine (discounted to £4.2m) for its audit of Serco Geografix, an outsourcing business. Last year PwC faced a record breaking £10m penalty for its work on the audit of collapsed retailer BHS.
What those fines have brought home is the thin line auditors tread between profit and and huge costs if it goes wrong. That undermines the attractiveness of being in the audit market.
One expert to draw attention to the economics is Jim Peterson, a US lawyer who blogs on corporate law and has represented accountancy firms.
Highlighting Sports Direct’s need to find a replacement audit firm, Peterson notes Grant Thornton’s fee was £1.4m with an estimated profit of £200,000-£250,000.
“A projection from that figure would be hostage, however, to the doubtful assumption of no further developments,” Peterson writes.
“That is, the cost to address even a modest extension of necessary extra audit work, or a lawsuit or investigative inquiry—legal fees and diverted management time alone—would swamp any engagement profit within weeks.”
He adds: “And that’s without thinking of the potential fines or judgements. Could the revenue justify that risk? No fee can be set and charged that would protect an auditor in the fraught context of Sports Direct—simply impossible.”
Auditor resignations are not without their own risks. Maggie McGhee, executive director, governance at ACCA, a professional body for accountants, points out that parting with a client can bring unpleasant public attention.
“If auditors use resignation more regularly in a bid to extract themselves from high-risk audits,” says McGhee, “then it is probable that there will be some media interest if issues are subsequently identified at the company. Questions arise, such as did the auditor do enough?”
But as, McGhee adds, resignation has to remain part of the auditor’s armoury, not least as part of maintaining their independence.
For non-executives on an audit committee, auditor resignation is a significant moment. With an important role in hiring an audit firm as well as oversight of company directors, their role will be to challenge management.
“The audit committee is critical in these circumstances,” says McGhee, “and it should take action to understand the circumstance and whether action is required.”
ACCA has told the Sir Donald Brydon review [examining audit quality] that greater disclosure is needed of “the communication and judgements” that pass between auditors and audit committees. McGhee says it would be particularly relevant in the case of auditor resignations.
There have been suggestions that Sir Donald is interested in resignations. ShareSoc and UKSA, bodies representing small shareholders, have called on Sir Donald to recommend that an a regulatory news service announcement be triggered by an auditor cutting ties.
A blog on ShareSoc’s website says: “It seems clear that there is a need to tighten the disclosure rules surrounding auditor resignations and dismissals.”
It seems likely Sir Donald will comment on resignations, though what his recommendations will be remains uncertain. What is clear is that recent behaviour has shone a light on auditor departures and questions are being asked. The need for answers is sure to remain.