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Deloitte comments on AICPA’s proposed SAS on auditor involvement with exempt offering documents

Published on: Oct 12, 2016

De­loitte & Touche LLP com­ments on the Auditing Standards Board (ASB) of the American Institute of Certified Public Accountants (AICPA) on its proposed Statement on Auditing Standards (SAS) Auditor Involvement With Exempt Offering Documents.

An excerpt from the comment letter is shown below:

We support the issuance of this proposed SAS requiring the auditor, when involved with the exempt offering document, to perform certain procedures so as to determine whether the information included or incorporated by reference in (hereafter referred to only as “included in”) the exempt offering document could undermine the credibility of the financial statements and the auditor’s report thereon. The performance of these procedures will provide an additional level of scrutiny by the auditor of the information included in the exempt offering document, thereby enhancing the trust that the user can place on the information provided by the entity and upon which the user may make investment decisions.

D&T recognizes that the AICPA is aware of the Securities and Exchange Commission’s (SEC) findings pertaining to violations of compliance with continuing disclosure obligations in municipal bond offering documents of municipal issuers and certain not-for-profit entities. However, given the more recent and high profile related enforcement actions filed by the SEC, we recommend that the proposed SAS also require the auditor to consider performing the procedures in the proposed SAS where the auditor becomes aware that the auditor’s report is to be included in the exempt offering document and the triggers outlined in paragraph 8 have not been met, as this would better serve the public interest

Full text of the comment letter is avail­able below.


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