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PROFESSIONAL
ETHICS
CHAPTER 1
Copyright ©2017 Pearson Education, Inc. 4-1
CHAPTER 1 LEARNING OBJECTIVES
1-1 Distinguish ethical from unethical behavior in personal and
professional contexts.
1-2 Resolve ethical dilemmas using an ethical framework.
1-3 Explain the importance of ethical conduct for the accounting
profession.
1-4 Describe the purpose and content of the AICPA Code of
Professional Conduct.
Copyright © 2017 Pearson Education, Inc. 4-2
CHAPTER 4 LEARNING OBJECTIVES (CONT.)
1-5 Apply the AICPA Code rules and interpretations on
independence and explain their importance.
1-6 Understand Sarbanes-Oxley Act and other SEC and PCAOB
independence requirements and additional factors that
influence auditor independence.
1-7 Understand the requirements of other rules under the AICPA
Code.
1-8 Describe the enforcement mechanisms for CPA conduct.
Copyright © 2017 Pearson Education, Inc. 4-3
Copyright © 2017 Pearson Education, Inc. 4-4
OBJECTIVE 1-1
Distinguish ethical from unethical behavior in
personal and professional contexts.
WHAT ARE ETHICS?
Ethics can be defined broadly as a set of moral
principles or values. One set of ethical principles is
detailed in Figure 1-1.
Ethical behavior is necessary for a society to
function in an orderly manner.
The need for ethics in society is sufficiently
important that many commonly held values are
incorporated into laws.
Copyright © 2017 Pearson Education, Inc. 4-5
Copyright ©2017 Pearson Education, Inc. 4-6
WHAT ARE ETHICS? (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-7
Why People Act Unethically
Most people define unethical behavior as conduct that differs from
what they believe is inappropriate given the circumstances.
There are two primary reasons why people act unethically:
• The person’s ethical standards differ from general society’s
• The person chooses to act selfishly
A considerable portion of unethical behavior results from selfish
behavior.
Copyright © 2017 Pearson Education, Inc. 4-8
OBJECTIVE 1-2
Resolve ethical dilemmas using an ethical
framework.
ETHICAL DILEMMAS
An ethical dilemma is a situation a person faces in
which a decision must be made about appropriate
behavior.
Auditors, accountants, and other businesspeople
face many ethical dilemmas in their business
careers.
Copyright © 2017 Pearson Education, Inc. 4-9
ETHICAL DILEMMAS (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-10
Rationalizing Unethical Behavior
The following are rationalization methods commonly employed
that can result in unethical behavior:
• Everybody does it.
• If it’s legal, it’s ethical.
• Likelihood of discovery and consequences.
ETHICAL DILEMMAS (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-11
Resolving Ethical Dilemmas
The following six-step approach is one method for resolving ethical
dilemmas:
1. Obtain the relevant facts.
2. Identify the ethical issues from the facts.
3. Determine who is affected by the outcome of the dilemma and how each
person or group is affected.
4. Identify the alternatives available to the person who must resolve the
dilemma.
5. Identify the likely consequence of each alternative.
6. Decide the appropriate action.
Copyright © 2017 Pearson Education, Inc. 4-12
OBJECTIVE 1-3
Explain the importance of ethical conduct for the
accounting profession.
SPECIAL NEED FOR ETHICAL CONDUCT IN
PROFESSIONS
Our society has attached a special meaning to the term
professional.
The term professional means a responsibility for conduct
that extends beyond satisfying individual responsibilities
and beyond the requirements of our society’s laws and
regulations.
A CPA, as a professional, recognizes a responsibility to the
public, to the client, and to fellow practitioners, including
honorable behavior, even if that means personal sacrifice.
Copyright © 2017 Pearson Education, Inc. 4-13
SPECIAL NEED FOR ETHICAL CONDUCT IN PROFESSIONS
(CONT.)
Copyright © 2017 Pearson Education, Inc. 4-14
CPA firms have a different relationship with users of financial
statements than most professionals have with their customers.
Most clients pay professionals for services and the professional’s
primary responsibility is to the client.
CPA firms are engaged by management or the audit committee and
paid by the company, but the CPA firm’s primary responsibility is to
the users of the financial statements.
It is essential that users of the financial statements regard CPA
firms as competent and unbiased. This is contingent on CPA firms
conducting themselves at a high professional level.
Copyright ©2017 Pearson Education, Inc. 4-15
Copyright © 2017 Pearson Education, Inc. 4-16
OBJECTIVE 1-4
Describe the purpose and content of the AICPA
Code of Professional Conduct.
CODE OF PROFESSIONAL CONDUCT
Members of the AICPA agree to follow the Code of
Professional Conduct.
The Code consists of principles and rules, in addition
to interpretations.
Only members in public practice can audit financial
statements, which is addressed in Part 1.
The organization of the Code is detailed in Table 4-1.
Copyright © 2017 Pearson Education, Inc. 4-17
Copyright ©2017 Pearson Education, Inc. 4-18
CODE OF PROFESSIONAL CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-19
Principles of Professional Conduct are detailed below in Table 4-2.
CODE OF PROFESSIONAL CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-20
Conceptual Framework for Rules of Conduct
The Code offers the following for members to evaluate threats to
compliance with the Code:
1. Identify threats. Threats fall into seven broad categories that are
detailed in Table 4-3.
2. Evaluate the significance of the threat.
3. Identify and apply safeguards. Safeguards fall into three broad
categories:
• Safeguards created by the profession, legislation, or regulation.
• Safeguards implemented by the client.
• Safeguards implemented by the firm.
Copyright ©2017 Pearson Education, Inc. 4-21
CODE OF PROFESSIONAL CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-22
• Interpretations of Rules of Conduct: Interpretations arise when there
are frequent questions from practitioners concerning a specific rule.
• Applicability of the Rules of Conduct: Most rules apply to all members.
However, the independence rule only applies to attestation services.
Copyright © 2017 Pearson Education, Inc. 4-23
OBJECTIVE 1-5
Apply the AICPA Code rules and interpretations
on independence and explain their importance.
INDEPENDENCE RULE
Copyright © 2017 Pearson Education, Inc. 4-24
• The value of auditing is dependent on the public’s perception of
the independence of auditors.
• Independence consists of two components:
• Independence of mind (also referred to as independence in fact)
• Independence in appearance
INDEPENDENCE RULE (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-25
The most significant interpretations involving
independence include:
• Financial interests
• Related financial interest issues
• Consulting, bookkeeping, and other nonattest services
• Litigation between CPA firm and client
• Unpaid fees
• Network of firms
INDEPENDENCE RULE (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-26
Financial Interests—The Code prohibits covered members
from owning any stock or other direct investment in audit
clients.
Covered Members—Any person who is in a position to influence an
attest engagement.
The prohibition of direct ownership also applies to the covered
member’s immediate family, which includes spouse, spousal equivalent,
and dependents.
A Direct versus Indirect Financial Interest—Ownership of stock by a
covered member or immediate family is direct financial interest. A
close, but not direct, ownership interest is an indirect financial interest.
INDEPENDENCE RULE (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-27
Financial Interests (Cont.)
Material or Immaterial—Any direct ownership interest is prohibited,
regardless of materiality. Materiality affects only whether ownership is a
violation of independence for indirect ownership.
Financial Interests of Close Relatives—Close relatives are defined as
parent, sibling, or nondependent child. Ownership by a close relative is
usually not a violation of independence unless the ownership is material
to the relative, or enables the relative to exericise significant influence
over the attest client.
INDEPENDENCE RULE (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-28
Related Financial Interest Issues
Any of these relationships between a CPA and the client could
affect independence:
• Loans, other than normal lending procedures
• Employment of immediate and close family members
• Joint closely held investments with clients
• Director, officer, management, or employee of a company
Copyright © 2017 Pearson Education, Inc. 4-29
OBJECTIVE 1-6
Understand Sarbanes-Oxley Act and other SEC
and PCAOB independence requirements and
additional factors that influence auditor
independence.
SARBANES-OXLEY AND RELATED INDEPENDENCE
REQUIREMENTS
Auditors of public companies must also comply with the
independence requirements of the Sarbanes-Oxley Act,
the PCAOB, and the SEC.
Sarbanes-Oxley and the SEC restrict the nonaudit services that
can be provided to publicly held companies.
Sarbanes-Oxley also requires that an audit committee of the
public company be responsible for the appointment,
compensation, and oversight of the auditor.
Copyright © 2017 Pearson Education, Inc. 4-30
SARBANES-OXLEY AND RELATED INDEPENDENCE
REQUIREMENTS
Copyright © 2017 Pearson Education, Inc. 4-31
There are also rules concerning the following issues:
• Conflicts arising from employment relationships
• Partner rotation
• Ownership interests
• Shopping for accounting principles (“opinion shopping”)
• Engagement and payment of audit fees by management
Copyright © 2017 Pearson Education, Inc. 4-32
OBJECTIVE 4-7
Understand the requirements of other rules
under the AICPA Code.
OTHER RULES OF CONDUCT
Integrity and Objectivity Rule
Technical Standards:
• General Standards Rule
• Compliance with Standards Rule
• Accounting Principles Rule
Copyright © 2017 Pearson Education, Inc. 4-33
Copyright ©2017 Pearson Education, Inc. 4-34
Copyright ©2017 Pearson Education, Inc. 4-35
OTHER RULES OF CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-36
Confidential Client Information Rule—Practitioners are not
permitted to disclose confidential client information
without the client’s consent.
Exceptions to Confidentiality Rule:
1. Obligations related to technical standards
2. Subpoena or summons and compliance with laws and regulations
3. Peer review
4. Response to ethics division
Copyright ©2017 Pearson Education, Inc. 4-37
OTHER RULES OF CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-38
Contingent Fees Rule
OTHER RULES OF CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-39
Contingent Fees Rule (Cont.)
OTHER RULES OF CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-40
Commissions and Referral Fees Rule
OTHER RULES OF CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-41
Advertising and Solicitation Rule
Form of Organization and Name Rule
OTHER RULES OF CONDUCT (CONT.)
Copyright © 2017 Pearson Education, Inc. 4-42
There is a special need for all CPAs to conduct themselves in
a professional manner.
The Acts Discreditable Rule:
A summary of the Rules of Conduct is included in Table 4-4.
Copyright ©2017 Pearson Education, Inc. 4-43
Copyright © 2017 Pearson Education, Inc. 4-44
OBJECTIVE 4-8
Describe the enforcement mechanisms for CPA
conduct.
ENFORCEMENT
Failure to comply with the rules of conduct can be
enforced by the following organizations:
• AICPA Professional Ethics Division—Has the authority to
suspend or expel a member.
• State Board of Accountancy—Has the authority to rescind the
CPA certificate and the license to practice.
• PCAOB—Has the authority to investigate and discipline firms
and individuals for noncompliance with Sarbanes-Oxley and
impose sanctions, including suspension or revocation of the
firm’s registration.
Copyright © 2017 Pearson Education, Inc. 4-45
Copyright © 2017 Pearson Education, Inc. 4-46

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Ch1 arens aud16 inppt04

  • 2. CHAPTER 1 LEARNING OBJECTIVES 1-1 Distinguish ethical from unethical behavior in personal and professional contexts. 1-2 Resolve ethical dilemmas using an ethical framework. 1-3 Explain the importance of ethical conduct for the accounting profession. 1-4 Describe the purpose and content of the AICPA Code of Professional Conduct. Copyright © 2017 Pearson Education, Inc. 4-2
  • 3. CHAPTER 4 LEARNING OBJECTIVES (CONT.) 1-5 Apply the AICPA Code rules and interpretations on independence and explain their importance. 1-6 Understand Sarbanes-Oxley Act and other SEC and PCAOB independence requirements and additional factors that influence auditor independence. 1-7 Understand the requirements of other rules under the AICPA Code. 1-8 Describe the enforcement mechanisms for CPA conduct. Copyright © 2017 Pearson Education, Inc. 4-3
  • 4. Copyright © 2017 Pearson Education, Inc. 4-4 OBJECTIVE 1-1 Distinguish ethical from unethical behavior in personal and professional contexts.
  • 5. WHAT ARE ETHICS? Ethics can be defined broadly as a set of moral principles or values. One set of ethical principles is detailed in Figure 1-1. Ethical behavior is necessary for a society to function in an orderly manner. The need for ethics in society is sufficiently important that many commonly held values are incorporated into laws. Copyright © 2017 Pearson Education, Inc. 4-5
  • 6. Copyright ©2017 Pearson Education, Inc. 4-6
  • 7. WHAT ARE ETHICS? (CONT.) Copyright © 2017 Pearson Education, Inc. 4-7 Why People Act Unethically Most people define unethical behavior as conduct that differs from what they believe is inappropriate given the circumstances. There are two primary reasons why people act unethically: • The person’s ethical standards differ from general society’s • The person chooses to act selfishly A considerable portion of unethical behavior results from selfish behavior.
  • 8. Copyright © 2017 Pearson Education, Inc. 4-8 OBJECTIVE 1-2 Resolve ethical dilemmas using an ethical framework.
  • 9. ETHICAL DILEMMAS An ethical dilemma is a situation a person faces in which a decision must be made about appropriate behavior. Auditors, accountants, and other businesspeople face many ethical dilemmas in their business careers. Copyright © 2017 Pearson Education, Inc. 4-9
  • 10. ETHICAL DILEMMAS (CONT.) Copyright © 2017 Pearson Education, Inc. 4-10 Rationalizing Unethical Behavior The following are rationalization methods commonly employed that can result in unethical behavior: • Everybody does it. • If it’s legal, it’s ethical. • Likelihood of discovery and consequences.
  • 11. ETHICAL DILEMMAS (CONT.) Copyright © 2017 Pearson Education, Inc. 4-11 Resolving Ethical Dilemmas The following six-step approach is one method for resolving ethical dilemmas: 1. Obtain the relevant facts. 2. Identify the ethical issues from the facts. 3. Determine who is affected by the outcome of the dilemma and how each person or group is affected. 4. Identify the alternatives available to the person who must resolve the dilemma. 5. Identify the likely consequence of each alternative. 6. Decide the appropriate action.
  • 12. Copyright © 2017 Pearson Education, Inc. 4-12 OBJECTIVE 1-3 Explain the importance of ethical conduct for the accounting profession.
  • 13. SPECIAL NEED FOR ETHICAL CONDUCT IN PROFESSIONS Our society has attached a special meaning to the term professional. The term professional means a responsibility for conduct that extends beyond satisfying individual responsibilities and beyond the requirements of our society’s laws and regulations. A CPA, as a professional, recognizes a responsibility to the public, to the client, and to fellow practitioners, including honorable behavior, even if that means personal sacrifice. Copyright © 2017 Pearson Education, Inc. 4-13
  • 14. SPECIAL NEED FOR ETHICAL CONDUCT IN PROFESSIONS (CONT.) Copyright © 2017 Pearson Education, Inc. 4-14 CPA firms have a different relationship with users of financial statements than most professionals have with their customers. Most clients pay professionals for services and the professional’s primary responsibility is to the client. CPA firms are engaged by management or the audit committee and paid by the company, but the CPA firm’s primary responsibility is to the users of the financial statements. It is essential that users of the financial statements regard CPA firms as competent and unbiased. This is contingent on CPA firms conducting themselves at a high professional level.
  • 15. Copyright ©2017 Pearson Education, Inc. 4-15
  • 16. Copyright © 2017 Pearson Education, Inc. 4-16 OBJECTIVE 1-4 Describe the purpose and content of the AICPA Code of Professional Conduct.
  • 17. CODE OF PROFESSIONAL CONDUCT Members of the AICPA agree to follow the Code of Professional Conduct. The Code consists of principles and rules, in addition to interpretations. Only members in public practice can audit financial statements, which is addressed in Part 1. The organization of the Code is detailed in Table 4-1. Copyright © 2017 Pearson Education, Inc. 4-17
  • 18. Copyright ©2017 Pearson Education, Inc. 4-18
  • 19. CODE OF PROFESSIONAL CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-19 Principles of Professional Conduct are detailed below in Table 4-2.
  • 20. CODE OF PROFESSIONAL CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-20 Conceptual Framework for Rules of Conduct The Code offers the following for members to evaluate threats to compliance with the Code: 1. Identify threats. Threats fall into seven broad categories that are detailed in Table 4-3. 2. Evaluate the significance of the threat. 3. Identify and apply safeguards. Safeguards fall into three broad categories: • Safeguards created by the profession, legislation, or regulation. • Safeguards implemented by the client. • Safeguards implemented by the firm.
  • 21. Copyright ©2017 Pearson Education, Inc. 4-21
  • 22. CODE OF PROFESSIONAL CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-22 • Interpretations of Rules of Conduct: Interpretations arise when there are frequent questions from practitioners concerning a specific rule. • Applicability of the Rules of Conduct: Most rules apply to all members. However, the independence rule only applies to attestation services.
  • 23. Copyright © 2017 Pearson Education, Inc. 4-23 OBJECTIVE 1-5 Apply the AICPA Code rules and interpretations on independence and explain their importance.
  • 24. INDEPENDENCE RULE Copyright © 2017 Pearson Education, Inc. 4-24 • The value of auditing is dependent on the public’s perception of the independence of auditors. • Independence consists of two components: • Independence of mind (also referred to as independence in fact) • Independence in appearance
  • 25. INDEPENDENCE RULE (CONT.) Copyright © 2017 Pearson Education, Inc. 4-25 The most significant interpretations involving independence include: • Financial interests • Related financial interest issues • Consulting, bookkeeping, and other nonattest services • Litigation between CPA firm and client • Unpaid fees • Network of firms
  • 26. INDEPENDENCE RULE (CONT.) Copyright © 2017 Pearson Education, Inc. 4-26 Financial Interests—The Code prohibits covered members from owning any stock or other direct investment in audit clients. Covered Members—Any person who is in a position to influence an attest engagement. The prohibition of direct ownership also applies to the covered member’s immediate family, which includes spouse, spousal equivalent, and dependents. A Direct versus Indirect Financial Interest—Ownership of stock by a covered member or immediate family is direct financial interest. A close, but not direct, ownership interest is an indirect financial interest.
  • 27. INDEPENDENCE RULE (CONT.) Copyright © 2017 Pearson Education, Inc. 4-27 Financial Interests (Cont.) Material or Immaterial—Any direct ownership interest is prohibited, regardless of materiality. Materiality affects only whether ownership is a violation of independence for indirect ownership. Financial Interests of Close Relatives—Close relatives are defined as parent, sibling, or nondependent child. Ownership by a close relative is usually not a violation of independence unless the ownership is material to the relative, or enables the relative to exericise significant influence over the attest client.
  • 28. INDEPENDENCE RULE (CONT.) Copyright © 2017 Pearson Education, Inc. 4-28 Related Financial Interest Issues Any of these relationships between a CPA and the client could affect independence: • Loans, other than normal lending procedures • Employment of immediate and close family members • Joint closely held investments with clients • Director, officer, management, or employee of a company
  • 29. Copyright © 2017 Pearson Education, Inc. 4-29 OBJECTIVE 1-6 Understand Sarbanes-Oxley Act and other SEC and PCAOB independence requirements and additional factors that influence auditor independence.
  • 30. SARBANES-OXLEY AND RELATED INDEPENDENCE REQUIREMENTS Auditors of public companies must also comply with the independence requirements of the Sarbanes-Oxley Act, the PCAOB, and the SEC. Sarbanes-Oxley and the SEC restrict the nonaudit services that can be provided to publicly held companies. Sarbanes-Oxley also requires that an audit committee of the public company be responsible for the appointment, compensation, and oversight of the auditor. Copyright © 2017 Pearson Education, Inc. 4-30
  • 31. SARBANES-OXLEY AND RELATED INDEPENDENCE REQUIREMENTS Copyright © 2017 Pearson Education, Inc. 4-31 There are also rules concerning the following issues: • Conflicts arising from employment relationships • Partner rotation • Ownership interests • Shopping for accounting principles (“opinion shopping”) • Engagement and payment of audit fees by management
  • 32. Copyright © 2017 Pearson Education, Inc. 4-32 OBJECTIVE 4-7 Understand the requirements of other rules under the AICPA Code.
  • 33. OTHER RULES OF CONDUCT Integrity and Objectivity Rule Technical Standards: • General Standards Rule • Compliance with Standards Rule • Accounting Principles Rule Copyright © 2017 Pearson Education, Inc. 4-33
  • 34. Copyright ©2017 Pearson Education, Inc. 4-34
  • 35. Copyright ©2017 Pearson Education, Inc. 4-35
  • 36. OTHER RULES OF CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-36 Confidential Client Information Rule—Practitioners are not permitted to disclose confidential client information without the client’s consent. Exceptions to Confidentiality Rule: 1. Obligations related to technical standards 2. Subpoena or summons and compliance with laws and regulations 3. Peer review 4. Response to ethics division
  • 37. Copyright ©2017 Pearson Education, Inc. 4-37
  • 38. OTHER RULES OF CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-38 Contingent Fees Rule
  • 39. OTHER RULES OF CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-39 Contingent Fees Rule (Cont.)
  • 40. OTHER RULES OF CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-40 Commissions and Referral Fees Rule
  • 41. OTHER RULES OF CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-41 Advertising and Solicitation Rule Form of Organization and Name Rule
  • 42. OTHER RULES OF CONDUCT (CONT.) Copyright © 2017 Pearson Education, Inc. 4-42 There is a special need for all CPAs to conduct themselves in a professional manner. The Acts Discreditable Rule: A summary of the Rules of Conduct is included in Table 4-4.
  • 43. Copyright ©2017 Pearson Education, Inc. 4-43
  • 44. Copyright © 2017 Pearson Education, Inc. 4-44 OBJECTIVE 4-8 Describe the enforcement mechanisms for CPA conduct.
  • 45. ENFORCEMENT Failure to comply with the rules of conduct can be enforced by the following organizations: • AICPA Professional Ethics Division—Has the authority to suspend or expel a member. • State Board of Accountancy—Has the authority to rescind the CPA certificate and the license to practice. • PCAOB—Has the authority to investigate and discipline firms and individuals for noncompliance with Sarbanes-Oxley and impose sanctions, including suspension or revocation of the firm’s registration. Copyright © 2017 Pearson Education, Inc. 4-45
  • 46. Copyright © 2017 Pearson Education, Inc. 4-46

Editor's Notes

  1. People who are generally ethical may use the above rationalizing methods to justify unethical behavior.
  2. CPA firms have the responsibility to the financial statement users to reduce information risk, which makes the client’s financial statements more valuable.
  3. The Preface to the Code applies to all members. Part 1 addresses the rules and interpretations for members in public practice, which applies to all members who function as auditors.
  4. The principles for professional conduct stress a commitment to honorable behavior that overrides personal advantage.
  5. Members must be familiar with the possible threats to compliance with the Code of Professional Conduct and how to deal with those situations.
  6. The expectation for the level of conduct for all practitioners, whether in public practice or not, is illustrated in Figure 4-3. The rules of conduct are a minimum level—the expectation is much higher.
  7. Independence is sometimes called the cornerstone of auditing. If the auditor is not independent, in mind or in appearance, the public will not view the audit report as a reduction of information risk.
  8. Any of these circumstances could affect the appearance of independence. The interpretations provide guidelines for auditors to avoid these circumstances.
  9. Sarbanes-Oxley, the PCAOB, and the SEC have more stringent rules concerning independence than the Code. This is in response to the scandals that preceded the passing of Sarbanes-Oxley.
  10. All of the Sarbanes-Oxley independence rules are intended to improve the appearance of independence as well as independence in fact.
  11. The Code Classification System for the Code begins with the Part number 1, 2, or 3; then the section number 100, 200, and so on; and then the two digit subsection.