In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) for public business entities, certain not-for-profit entities, and certain employee benefit plans. It becomes effective for public entities for annual reporting periods beginning after December 15, 2017. In addition to changing things dramatically in the accounting and financial realms, this new revenue recognition standard which may significantly impact the compliance profession, compliance programs and compliance practitioners going forward. In this episode, we consider auditors and the new revenue recognition standard, including disclosures, the ICFR and PCAOB guidance on the new revenue recognition standard.
Matt Kelly and I have put together a five-part podcast series where we explore implications of this new revenue recognition standard. Each podcast is short, 11-13 minutes and deals with one topic on the new revenue recognition standard. The schedule for this week is:
Part 2: What the logic of your transaction price?;
Part 3: Shaking up software revenue recognition;
Part 4: Auditors need to pay attention; and
Part 5: What does it all mean for compliance (and everyone else)?
Kelly identified three areas where he sees immediate auditor impact. The first is that the audit firms’ regulator, the Public Company Accounting Oversight Board (PCAOB) has clearly communicated to auditors they must pay attention to this new revenue recognition standard. One of the clear themes throughout this podcast series has been the increased amount of judgment which will come into these calculations going forward. This means companies will need to have more complete documentation which can then be reviewed and tested by their auditors. Add to this PCAOB auditing standards and there may well be a time for some sorting out of what will be required going forward.
Secondly, with this new emphasis on judgment, auditors will have a renewed emphasis on fraud detection. There may be some incentives for sales executives to manipulate the numbers a bit or to close the deal more quickly to hit a bonus. Such pressure could transgress into fraud and as Kelly noted “auditors will be looking more closely at fraud risk because there could well be circumstances where sales commissions could be higher because of the new revenue standard; that would let some firms recognize more of a transaction more quickly.” Finally, Kelly also noted the International Controls for Financial Reporting will have renewed focus from auditing firms.
Kelly pointed to the straightforward issue of whether a contract exists and then posed some of the questions auditors may be asking going forward: How do we know the organization’s contracts are complete and accurate? How does a company demonstrate its contract management system has not be tampered with after execution? What are the controls around these programs you might use to manage your financial transactions? Are we capturing all of the contracts that our employees are generating and that employees are not generating some contracts, have not informed management or that the company’s contract management system has not captured them? Finally, is there contract system security to insure there is no manipulation after the contract is signed?
Another key area for auditing will be whether the pattern and practice of doing business is the same as the contract performance terms and conditions. One immediate area is payment terms. Most contracts specify 30 days net payment terms. However often this date may slip 30, 60 days or even longer. Now take this same concept into the FCPA realm around vague deliverables in third party agent’s agreement and you begin to see some additional issues. If the performance deliverable terms are so vague as to render them meaningless, how will that be handled under this new revenue recognition standard.
My observation is there is a continuum, working backward from the PCAOB, to auditors and audits to the disclosures companies may have to make. Under GAAP, a disclosure may only need to be made if it is material. Yet in the FCPA world there is no materiality standard. At what point does the lack of materiality of a contract outside the United States make your books and records not correct leading to a potential exposure under a law unrelated to traditional revenue recognition; IE., the FCPA? Kelly concluded by noting that companies need to be (or have been in) discussions with their audit firm for to plan these things out as “these sorts of complexities are not to be dismissed because we don't know when they might boil up and suddenly grab you in the rear end. And when that happens it will happen at the least convenient time and cause the most pain.” (ouch!)
I hope you will continue to join us for our exploration this week. Tomorrow in Part V, we will conclude with what it all means going forward.