Category Archives: Auditing

Board Independence is Less Effective at Deterring Accounting Fraud in Family Controlled than in Publicly Held Corporations

Accounting, Accounting Fraud, Auditing, Business Management, Earnings Management, Economics, Executive Leadership, Industry Regulation, Management Research Study, , ,

An Annotated Bibliography by Todd Benschneider

Prencipe, Annalisa. Bar-Yosef, Sasson. “Corporate Governance and Earnings Management in

Family-Controlled Companies.” Journal of Accounting, Auditing and Finance. April 2011,

Vol. 26 Issue 2, p199-227. 29p. Database: Business Source Alumni Edition.

Annalisa Prencipe, PhD. and senior lecturer at SDA Bocconi School of Management with her team of researchers conducted a study of 249 firms to compare the quality (long-term sustainability) of profits in family controlled firms to earnings of publicly held companies. The study investigated the impact of “earnings management strategies” a term that The Journal of Accountancy defines as “the discretionary distortion of revenue, expense and depreciation schedules to optimize short term goals such as executive bonuses, budget targets or manipulation of stock prices.”  The results of the study were intended to provide accounting firms with new tools for identifying ratios and patterns that detect shareholder fraud in family controlled firms.

In publicly held firms strong incentives such as performance bonuses, performance reviews and salary bonuses lure executives to portray company financials in the most positive light, while concealing negative information from financial reports. However, over reporting earnings provides inaccurate feedback to the product development, finance and marketing departments who rely on accurate reporting to steer future products and operations strategy. Extended periods of inaccurate market feedback can undermine the long term economic health of the company. Stockholders can reduce mismanagement by electing an independent board of directors who hire, evaluate, supervise and fire top level executives to ensure that strategic decisions represent the shareholders’ best interest.

Prencipe explains that “A typical board structure is composed of outside directors and top company officers. Outside directors are appointed by the company’s shareholders and are assumed to be acting in the shareholders’ interests. However, the inclusion of top management among board members may give rise to a conflict of interest as management may attempt to transfer wealth from stockholders by taking advantage of information asymmetry. The results show that the increase in shareholder wealth is significantly higher when the board is dominated by independent directors.”

Recent trends in corporate governance now encourage firms’ directors to enforce accurate financial reporting. Board oversight can identify executives who exploit short range strategies that inflate profits to capitalize on performance bonuses. By the time the earnings management schemes unravel, the executives involved have often retired or moved on to other companies, which limits the legal recourse available to the stakeholders. Public demand in response to recently publicized investor fraud cases have prompted legislators to issue regulations that hold board members accountable to shareholders for fraudulent reporting of the executives they oversee. Regulatory changes in corporate governance have been eliminating the participation of company executives from the board of directors to reduce their influence over the boards’ objectivity, especially by eliminating CEO’s from also serving as the Chairman of the Board.

However, family controlled companies face different incentives to publish inaccurate financials, and further compounding the distribution of power, the CEO is often times also the largest stockholder of the company, entitling them to serve as the Chairman of the Board.  Prencipe wrote “Current literature suggests that, although founding family ownership seems to be associated, on average, with higher earnings quality, the extent of earnings management remains an open issue for family controlled firms. Since most families with controlling interest in their company possess a long term vision for growth and therefore make decisions that favor long range goals rather than boosting quarterly profits.”

Prencipe believes that while experts agree that there is less incentive for family controlled firms to over report earnings, that instead those companies manage earnings to secure the family’s controlling interests, minimizing the distribution of wealth to minority shareholders. She hypothesized that recent corporate governance restructuring would be less effective in family controlled companies whose self-interest lies in underreporting earnings, especially present in where the family also served in salaried executive positions by increasing family members bonuses or siphoning private benefits at the expense of other shareholders such as supplier kickbacks, travel expenses and other concealable business write offs.

The study was expected to validate previous research that had shown a lower incidence of earnings management under a board of directors with independent decision making authority, especially those boards lacking a CEO chair holder.  A board possessing low levels of independence has many of the company executives voting on board decisions, with the CEO also serving as the chairman of the board. In cases of a highly independent board the CEO does not hold a seat and possesses only subordinate levels of authority in regulating corporate accounting. However this study would specifically compare results from widely held public corporations against those from private firms and measure the estimated earnings management strategies present in the financial reports. Levels of earnings management in the companies would be calculated from a fraudulent accounting indicator: abnormal working capital accruals (AWCA).

Prencipe and Bar-Yosef conducted a study of Italian corporations by applying AWAC audit calculations to a sample of 249 Italian corporations consisting of four publicly traded corporate governance structures:

1-      Family Controlled with CEO on the Board of Directors

2-      Family Controlled with no executives on the Board of Directors

3-      Publicly Held with CEO on the Board of Directors

4-      Publicly Held with no executives on the Board of Directors

The intent of their study was to see if a correlation could be found that suggested that any of these four governance structures yielded a higher quality long range financial growth. The results validated several previous studies that found higher quality earnings generated by publicly held corporations with a highly independent board of directors. The results also supported Prencipe’s hypothesis that family controlled firms outperformed publicly held firms in earnings quality; however there was a less pronounced advantage to private firms with a highly independent board when compared to public firms with an identical governance structure.

Prencipe’s closed her article with:

“Our conclusions may lead regulators and academics to reevaluate the effectiveness of some corporate governance models when applied to family controlled companies. In particular, our results suggest that regulators should pay special attention to the selection of board members. For the benefit of all shareholders, it is important to guarantee substantial independence of the board. Our results are also useful to users of financial statements, suggesting that a company’s ownership structure and its corporate governance characteristics should be taken into account when accounting numbers are used.”

Managers Rationalize Ethical Dilemmas in Accounting Fraud

Accounting, Auditing, Automobile Industry, Business Management, Executive Leadership, Management Research Study,

An Annotated Bibliography by Todd Benschneider

Johnson, Eric. Fleischman, Gary et al. Managers’ Ethical Evaluation of Earnings Management                         

              And Its Consequences. Contemporary Accounting Research. Fall 2012, Vol. 29 Issue 3,                                         p 910-927. 18p. Database: Business Source Premier.

A 2012 study performed by the Universities of Wyoming and North Dakota questioned 264 experienced managers with a hypothetical ethics scenario. The researchers wanted to discover whether “The ends of positive consequences justify the means of earnings management?” in current managers. To test the idea, managers were given a hypothetical scenario of measuring the scale of severity that upper managers would reprimand lower level managers who were found to be managing earnings reports to increase  salary bonuses. Fleischman wrote “Our findings suggest that the current generation of managers have a tendency to behave as if the end justifies the means, which raises the issue of rationalization of unethical conduct.”

Earnings management is defined by the Journal of Accountancy as “the discretionary distortion of revenue, expense and depreciation schedules to optimize short term goals such as executive performance bonuses, budget objectives or the manipulation of stock prices.”   Earnings management typically involves optimizing of income and expense schedules to achieve short term benefits resulting in salary bonuses and positive evaluations, often resulting in negative consequences for the firm. Biasing earnings reports to achieve short range goals can disrupt market feedback, product development, production, and customer relations in the supply chain.

The study was broken into four separate hypothetical scenarios which found that the managers surveyed agreed that the practice was unethical; however, the positive or negative impact on the firm’s profits was factored into how severely they would reprimand the subordinate manager. The study found that managers overall viewed unethical management practices less negatively if the behavior resulted in a positive short term benefit to the firm. The study suggests that the foundation is detected for the ethical dilemma of “incrementalism” where an acceptance of minor unethical practices gradually lead to large scale corruption and loss of investor confidence.

The researchers surveyed 264 participants who were currently employed in business management positions while enrolled in working adult MBA programs at a variety of universities. The hypothetical situation each manager assessed involved one of the four following basic situations which resulted in either positive or negative repercussions for the firm.

The initial hypothetical situation below presents the subordinate as the originator of the unethical behavior:

“Terry Patton, an automobile dealer manager that you supervise, is anxious to maximize his incentive compensation that is based on budgeted net income for the dealership. Terry receives a higher bonus if he achieves 120 percent of this target, and a lower bonus if he achieves only 80 percent of this target. The sliding scale between these two performance extremes is not linear and encourages achievement of net income in excess of the budget (100 percent). Terry calculates that if he accelerates or delays revenues and expenses to increase the variability of his dealership’s net income over time he will, on average, receive higher bonus income than if he does not manage revenues and expenses.”

The study then presents one of the following two consequences to Terry’s strategy:

  1. Positive Outcome – “Terry tells his friends at dealerships for another company about his compensation strategy and is able to convince these very able managers to join Terry’s company because the compensation is so much more attractive. This causes Terry’s company as a whole to become better managed and 18% more profitable this year.”
  2. Negative Outcome – “Terry tells his friends at other dealerships within the same company of his plan and they also engage in the managing of revenues and expenses, which cause the company as a whole to experience an 18 percent decline in profitability for the year, which is discovered could be solely attributed to Terry’s strategy.”

The alternated basic scenario involves the subordinate Terry being the whistleblower of the bonus manipulation plan described above of other dealer managers: “Terry Patton, an automobile dealer manager that you supervise, has overheard other dealer managers at other locations within Terry’s company discuss their incentive compensation maximizing strategy.” Following this basic story line the participant is presented then offers one of the two following outcomes:

  1. Terry brought up the practice at a dealer managers meeting and discouraged this manipulation. He obtained support from some managers but criticism from others. Over the next twelve months the company as a whole was 18 percent more profitable because those managers that stopped manipulating their dealer net income based on Terry’s recommendation.
  2. Terry brought up this practice at a dealer managers’ meeting and discouraged this manipulation. He obtained support from some managers but criticism from others. Some talented managers were so upset by Terry’s comments that they left the company, which suppressed overall company profitability by 18 percent this year.

The study found that either case, being the supervisor of the conspirator or of the whistleblower that the managers surveyed would have reprimanded the hypothetical subordinate “Terry” more harshly in situations which resulted in losses to the annual profits than in identical dilemmas resulting in improved annual profits. These findings support their hypothesis that in terms of ethics, the management participants surveyed would lean toward “the end justifies the means” attitude to management in ethical dilemmas.

Researcher Eric Johnson concluded: “Our findings suggested that, overall, the ethical nature of an act had the greatest influence on manager judgment of the act and the intention to intervene, however positive organizational consequences significantly reduced the reprimand. This finding answers the question: the end did justify the means. In addition to advancing literature on the ethics of earnings management, these results also provides empirical support for understanding how managers actually respond to such ethical dilemmas, rather than stating what they should do.”

Enron Collapse: A Case Study in Audit Failure

Accounting, Auditing, Business Management, Domestic Policy, Economics, ,

August 29th, 2015

News broke in October of 2001 that energy conglomerate Enron was declared insolvent; the story that followed revealed the largest case of accounting fraud in history. As a result, Enron declared bankruptcy and one of the nation’s largest accounting firms Arthur Anderson was forced out of business. Analysts were shocked to discover how long Enron had been able to manipulate its reported earnings without discovery by auditors or the board of directors (Catanach. 2012).

Today it is still uncertain whether auditors from Arthur Anderson’s Houston office were compensated to overlook the numerous accounting discrepancies or instead, simply unqualified to decipher the unique accounting procedures developed by the Enron management. The catastrophic loss to shareholders and employees pensions serves as a warning to auditors of the devastation that inadequate accounting procedures can cause (Mclean. 2001).

As a result of the intentional manipulation of reported profits, sixteen Enron executives were convicted of defrauding investors. The primary defendant, company founder and financial advisor to President Busch: Kenneth Lay was sentenced to 45 years for his crimes, but died of heart failure before serving his sentence. CFO Andrew Faustow cooperated with SEC investigators and was sentenced to 10 years without parole for insider trading, tax evasion and defrauding investors. CEO Jeffrey Skilling was sentenced to 24 years. Accounting firm Arthur Edwards and several key employees were convicted of obstructing justice by shredding thousands of pounds of documents and deleting thousands of emails as the scandal made the news. The Arthur Anderson employee convictions were later overturned by US Supreme Court (Mclean. 2001).

The combined losses of over $150 billion dollars to shareholders, creditors and employee pension funds negatively impacted the US economy in a sum equal to that of every American man, woman and child losing $533 for 2002. Public outcry over corporate irresponsibility resulted in the drafting of the Sarbanes-Oxley Act of 2002 which was created to address every loophole that Enron used to elude detection. Today SOA regulations dictate many of the federal accounting reporting standards and policies. Despite SOA guidelines, many privately held companies and several major publicly held companies continue to fail after earnings management schemes unravel (Jain. 2013).

The catalyst to Enron’s aggresive cycle of earnings management tactics was ignited by the deregulation of the electric power industry in the years prior to the scandal. With newfound freedom from government oversight, Enron management was able to sell hedge contracts on energy futures and report hedge values as actual sales; this practice greatly overstated annual revenue and gave the illusion of record breaking growth and profits. Enron management gradually created a highly competitive corporate culture that rewarded high performing employees for generating short term solutions that would make the company look good in quarterly reports and continue to attract investors and drive stock prices. Many employees even at lower and middle management received large percentages of their salary as stock options for hitting bonus levels or at least creating the illusion of achieving performance goals (Watkins. 2002).

The sheer complexity of accounting the true values of energy futures hedging using market to market costing and uncovering the management earnings schemes that were created by the 20,000 employee army who were all being encouraged to boost their bonuses by finding creative ways to manipulate Enron’s stock prices (Helman. 2013). The corporate culture snowballed out of controlled as management began to actively recruiting new hires who showed promise of financial creativity and also held flexible attitudes towards ethics, with this strategy the managers of Enron were able to create an ingenious army of professional corporate swindlers, and provided them a rich environment to capitalize on those talents. These and other factors created an accounting system so elaborate and deceptive that investigators had difficulty uncovering the flow of cash even after the scandal unraveled (Watkins. 2003).

Enron for several of their final years poached the best and the brightest performers from competing firms by offering salaries at twice the market rate being offered by competitors. Recruiting top talent combined with a policy of automatically culling the lowest 15% performers from the workforce every year generated a culture where every employee carefully avoided  bearing bad news and their mistakes or losses were swept under the rug to protect jobs (Watkins. 2003).

Not only were the salaries aggressive but perks and extravagant expense accounts made available jobs at Enron highly sought after. This ultra-competitive culture pushed all employees to find creative and innovative ways to inflate their own contributions to the company’s bottom line, at least for short term gains with little regard for long term repercussions (Jain. 2013).

A recurring theme to Enron’s development was the massive expansion into industries and locations that Enron was poorly equipped to compete in. The corporate background in supplying natural gas to the western US could not have prepared them for the projects they would undertake such as building a $900 million power plant in India that failed to ever produce revenue after disagreements with the government of India. Another failed “get rich quick scheme” was the Wessex Water Co in England which Enron paid $3 billion for and then offered its shares to the public in an IPO which lost nearly $100 million per month until its collapse in August 2000 (Watkins. 2003).

Possibly the nail in the Enron coffin was their overconfidence in their ability to provide the distribution of utilities to the public. In 20000 Enron invested billions in fiber optic technology to provide cable television and internet to over half the households in the US. The fiber optic division managed to lose over $10 million per month (Catanach. 2012)

Enron initially built a track record of performance while under the guidance of CEO from 1990-1996 Rich Kinder, a business attorney, who in comparison was credited for his conservative management style. Under Kinder’s leadership Enron earned much of the credibility that would later be used to attract investment capital and industry credibility. The talents of Kinder are later substantiated as the driving talent, as he later went on to build multibillion dollar energy conglomerate Kinder-Morgan (Mclean. 2001).

The rise and fall of Enron ends with the losses in billions of dollars to defrauded investors. These losses resulted from a decade of greed driven earnings management schemes that enabled Enron employees to participate in a Ponzi like deception of stockholder funds. A corporate culture is created from the top down and exaggerated by recruiting and hiring policies. One of the defining points of Enron’s downward spiral was hiring the most intelligent candidates who also exhibited a moral flexibility toward earnings management policies and held a Robin Hood disdain for constrictive industry regulations. While it is important that we hone our auditing policies to detect earnings management schemes such as those at Enron, we cannot overlook that a recurring theme is the human resources failure to screen out candidates who would overlook long term sustainability for personal gain for their share in the corporate greed (Watkins. 2003).

Work Cited

Catanach Jr., Anthony H., and J. Edward Ketz. “ENRON Ten Years Later: Lessons To       Remember. (Cover Story).” CPA Journal 82.5 (2012): 16-23. Business Source Premier.

Helman, Christopher. “10 Reasons Why Houston No Longer Cares About Enron Or Whether          Jeff Skilling Gets Out Of Jail Early.” Forbes.Com (2013): 1. Business Source Premier.          Web. 10 Jan. 2014 Web. 10 Jan. 2014.

Jain, Pravin. “Confessions Of An Enron Executive: We Lacked Finesse.” Emergence:           Complexity & Organization 15.2 (2013): 104-109. Business Source Premier. Web. 10 Jan.           2014.

Mclean, Bethany, et al. “Why Enron Went Bust. (Cover Story).” Fortune 144.13 (2001): 58-68.           Business Source Premier. Web. 10 Jan. 2014

Watkins, Thayer. “The Rise and Fall of Enron” 2003.            Web. http://www.sjsu.edu/faculty/watkins/enron.htm