Is There Transparency In Auditor Change Disclosures?

Abstract

In this paper, we examine the reasons disclosed in a small representative sample of Form 8-Ks for switching auditors. We classify auditor switches in terms of changes from big-4 to other big-4, big-4 to non-big-4, non-big-4 to big-4 and non-big-4 to non-big-4. Our primary objective is to assess compliance with the required disclosures for auditor changes and to reflect on the implications for corporate governance. This line of research is important in light of the requirements of SEC Regulation S-K 304 and recent calls for greater transparency in financial reporting, particularly after Sarbanes-Oxley.  Our research shows that companies use boilerplate language and adopt a check-the-box approach to compliance with Regulation S-K 304. Contrary to the spirit and intent of corporate governance, their disclosures generally lack transparency and offer little or no insight into the underlying reasons for auditor changes. One of the clearest patterns is that several auditor changes are preceded by such reportable events as going concern uncertainties and material internal control deficiencies that often lead to financial statement restatements. Even so, many companies are less than forthright in the language used to disclose such events. Thus, we conclude that the implied objective of auditor change regulations is not being fulfilled.  In general, neither auditors nor clients appear to take the auditor change disclosure requirements seriously. It is vital that the PCAOB, SEC, and the audit committees take note of this weakness in auditor change regulation.