Auditor changes in September 2024

In the first 15 days of September 2024, several SEC-registered companies made significant announcements about changes in their independent auditors. These changes, while routine in some cases, can signal key shifts in corporate governance, financial strategies, or operational focus. For publicly traded companies in the United States, changes in auditors are not only a major event. They are also a regulated process. These changes must be disclosed to shareholders and the public through specific filings with the U.S. Securities and Exchange Commission (SEC). 

When a company registered with the SEC changes its auditor, it needs to file a “Form 8-K”. This form informs the SEC, investors, and the public of significant corporate events. These events include changes in the company’s certifying accountant. Specifically, the filing must reveal the key items under “Item 4.01: Changes in Registrant’s Certifying Accountant”:

– The date the former auditor was dismissed or resigned.

– Whether the decision was recommended or approved by the audit committee or board of directors.

– Any disagreements with the former auditor on accounting practices, financial statement disclosures, or auditing procedures.

– Whether the former auditor’s reports for the past two fiscal years contained adverse opinions or disclaimers.

Below is the summary of Form 8-K, Item 4.01 filed in the month of September:

Auditor Changes
Company Old Auditor New Auditor Reason
Oruka Therapeutics, Inc. (ABIO) KPMG PwC Dismissal
MESA LABORATORIES INC RSM Moss Adams Dismissal
Flag Ship Acquisition Corporation Marcum MaloneBailey Dismissal
Bloom HoldCo LLC Withum N/A Not standing for reappointment
FingerMotion, Inc. Centurion ZD CT International Termination
Raphael Pharmaceutical Inc. Weinstein Elkana Amitai Dismissal
Sensus Healthcare, Inc. Marcum Berkowitz Pollack Resignation – Independence issues
Outdoor Specialty Products, Inc. GreenGrowth CPAs MAC Accounting Group Dismissal
Rani Therapeutics Holdings, Inc. EY Marcum Dismissal
Interface, Inc. BDO EY Dismissal
Emmaus Life Sciences, Inc. BakerTilly N/A Not standing for reappointment
China Health Industries Holdings, Inc. Assentsure PAC GGF CPA LTD Dismissal
Marquie Group, Inc. GreenGrowth CPAs Olayinka Oyebola & Co. CPAs Dismissal
Tianci International, Inc Michael T. Studer CPA P.C. Bush & Associates CPA Dismissal
Noble Roman’s, Inc. Assurance Dimensions Sassetti LLC Dismissal
Kinetic Group Inc N/A Victor Mokuolu, CPA PLLC Appointment
Great Elm Group, Inc. Grant Thornton LLP Deloitte Dismissal
Primis Financial Corp. Forvis Mazars N/A Not standing for reappointment
bowmo, Inc. N/A Olayinka Oyebola Appointment
Leafbuyer Technologies, Inc Barton CPA BCRG Group Dismissal
Vanija Corporation Yusufali & Associates Boladale Lawal & Co. Dismissal
Cardiff Lexington Corporation Grassi & Co., CPAs, P.C. GBQ Partners LLC Resignation
Rubicon Technologies Inc. Cherry Bekaert LLP CohnReznick LLP Not standing for reappointment
Nova LifeStyle, Inc. WWC, P.C. Enrome LLP Dismissal
Virpax Pharmaceuticals, Inc. EisnerAmper LLP Bush & Associated CPA LLC Resignation
Investcorp Credit Management BDC, Inc. RSM US LLP KPMG LLP Dismissal
Stardust Power Inc. WithumSmith+Brown, PC KNAV CPA LLP Dismissal
Advent Technologies Holdings, Inc. Ernst & Young (Hellas) M&K CPAS, PLLC Dismissal
HCW Biologics Inc. Grant Thornton LLP Crowe LLP Dismissal
ContextLogic Inc. PwC BPM LLP Dismissal
Smith & Wesson Brands, Inc. Deloitte & Touche LLP KPMG LLP Dismissal
SBC Medical Group Holdings Inc Marcum LLP MaloneBailey, LLP Dismissal
GEX Management, Inc. Fruci & Associates II PLLC Astra Audit & Advisory LLC Resignation
Coeptis Therapeutics Holdings, Inc. Turner, Stone & Company, LLP Astra Audit & Advisory, LLC N/A
OneSolution Technology Inc. J&S Associate PLT Olayinka Oyebola & Co. Resignation
Recent Auditor Changes
Tagged :

PwC PCAOB Inspection Report 2023

Summary – PwC saw an increase in deficiency rates in 2023 compared to 2022.

The Public Company Accounting Oversight Board (PCAOB) released the 2023 inspection reports in August for all of the big4 firms. In this series, we will go into details of the PwC report.

57 audits performed by PwC was reviewed by PCAOB. Looking at the selection method by PCAOB, 43 were risk-based selections, 10 random selections, and 4 target-team selections. Here is what PCAOB says on audit selection procedures –

The inspection team selects the audits and the audit areas, including non-financial areas such as independence, that it will review. The inspected firm has no opportunity to limit or influence the PCAOB’s selections. In selecting issuer audits for review, we generally use both risk-based and random methods of selection, and we generally focus our attention on audit areas we believe to be of greater complexity, areas of greater significance or with a heightened risk of material misstatement to the issuer’s financial statements, and areas of recurring deficiencies. The inspection team generally selects the audits most recently completed by the firm but may also select audits completed in prior years if, for example, there are no recently completed audits.

In regards to the industry profile of the audits reviewed, we can see that the financial sector had 12. Consumer discretionary had 8. This is a marked difference from 2022 where consumer discretionary audits reviewed were 11 while financial sector audits were 5.

Audits with Part I.A deficiency rates

Part I.A deficiency is defined as follows –

Part I.A: Deficiencies that were of such significance that we believe the firm, at the time it issued its audit report(s), had not obtained sufficient appropriate audit evidence to support its opinion(s) on the issuer’s financial statements and/or ICFR.

For 2023, PwC had a deficiency rate of 18% compared to 9% in 2022. For the past three years, deficiencies have been showing an increasing trend. It makes one think. Why did PwC have a lower deficiency for audits performed in 2021 when its audit professionals were largely remote?

Audit Deficiencies Chart

The key thing to note is this statement within the inspection report “In connection with our 2023 inspection procedures for one audit, the issuer revised its report on ICFR, and the firm revised its opinion on the effectiveness of the issuer’s ICFR to express an adverse opinion and reissued its report.

Looking at the trends over the years revenue continues to be an area of focus for PCAOB followed by Goodwill. PwC had no deficiencies in revenue and goodwill in the prior years. However, they had 3 deficiencies in this area for 2023. Revenue deficiencies related to “substantive testing of, and testing controls over, revenue, including arrangements with multiple performance obligations” while goodwill deficiencies related to “evaluating intangible assets for possible impairment or testing controls over the review of impairment indicators“.

Audit Deficiencies by Category

Audit Deficiencies by Category (2021-2023)

Category 2021 Audits with Part I.A deficiencies 2021 Audits reviewed 2022 Audits with Part I.A deficiencies 2022 Audits reviewed 2023 Audits with Part I.A deficiencies 2023 Audits reviewed
Revenue and related accounts 0 36 0 48 3 39
Goodwill and intangible assets 0 14 0 5 3 13
Business combinations 1 5 2 24 1 6
Inventory 0 12 1 14 1 17
Long-lived assets 1 13 0 4 1 4

In regards to compliance with independence rules, the PCAOB did not identify any instances of non-compliance. PwC through its internal independence monitoring activities had identified 75 instances of violation across 51 issuers.

Overall, we do see an increase in deficiency rates for PwC. When compared to other audit firms, those deficiency numbers are not excessive. Shows that quality initiatives is an ongoing activity and needs to regularly revamped and reinvented.

Tagged : /