Good
accounting is expensive, bad accounting costs more
by Bruce Meyerson - Associated
Press
Stringent
accounting procedures can be expensive for a small company and
its investors. But sloppy and misleading financial reports can
be even more costly, which is why calls to exempt
small companies from new regulatory safeguards are penny‑wise
and pound‑foolish.
Consider
the example of CSK Auto Corp. The Phoenix‑based auto parts
maker warned March 27 that it had discovered accounting problems
that may force the company to correct three years worth of financial
reports. In a single day, CSK’s stock fell 8 percent, costing
its shareholders $55 million. After a week, the loss to investors
grew to nearly $80 million.
CSK
is one of the nearly 2,500 smaller public companies that a committee
appointed by the Securities and Exchange Commission says should
not be forced to comply with certain new regulatory rules requiring
closer scrutiny of accounting procedures and systems.
The
Advisory Committee on Smaller Public Companies contends that
these businesses, with market values between roughly $125 million
and $800 million, are unfairly burdened by the costs of paying
an outside auditor to assess
these internal financial controls and render a public opinion
on their reliability. The panel also recommends that even smaller
“microcap” companies, numbering about 5,000 on major exchanges,
be excluded from the new requirements entirely until the SEC
can devise rules “proportional” to their “needs.”
The
report argues that “the benefits of documenting, testing and
certifying the adequacy of internal controls, while of obvious
importance for large multinational corporations, are of less
certain value for smaller public companies, who rely to a greater
degree on ‘tone at the top’ and high‑level monitoring
controls, which may be undocumented and untested, to influence
accurate financial reporting.”
The
auditing expense is not trivial for a business with hundreds
or tens of millions in revenues rather than billions. The nation’s
four biggest accounting firms recently estimated that such services
would average $900,000 for smaller companies, according to a
report cited by the panel. That’s ten times the $90,000 a year
the SEC had estimated it would cost before the rules took affect.
But
the panel’s assertion that the new checks and balances required
by the SEC “are of less certain value” stems from a revisionist
account of recent history that’s gaining prominence as memories
of corporate scandals ebb. From this vantage point, the ethical
meltdown was largely the province of a few extremely bad apples
in an otherwise well‑functioning barrel and the resulting
regulations are overkill.
This
backlash against the regulatory backlash omits the reality that,
whether intentional or not, smaller companies are prone to the
lax internal practices that invite
accounting mistakes or abuse. At a minimum, the SEC’s new rules–by
forcing companies, large or small, to gaze inward and hire an
auditor to look over their shoulders–have led to a spike in
revelations of faulty accounting on a very basic level.
A
closer look at CSK’s accounting
stumble, for example, isn’t very reassuring. The problems don’t
involve accounting for complex hedging strategies or the sort
of esoteric off‑balance sheet arrangements made infamous
by Enron. Instead, CSK said it has found errors and irregularities
related
mainly to its inventories and vendor allowances–core aspects
of the company’s daily life.
“None
of these problems related to exotic interpretations of accounting
literature for derivatives, or pensions, or anything remotely
complex accounting‑wise,” Jack Ciesielski, publisher of
a popular newsletter named The Analyst’s Accounting Observer,
wrote in his Web log about CSK and a similarly sized company
that made an appearance at the accounting confessional the same
day.
The
problems “related to failures of internal controls over basic
transactions within each firm, the essential blocking and tackling
that should take place every day,” said Ciesielski.
These
slip‑ups, even if there’s no malice involved, are not
rare. They’re also not without real cost to investors, as evidenced
by the crisis of faith the market invariably demonstrates in
CSK and other companies that disclose accounting irregularities.
Glass
Lewis & Co., an advisor to institutional investors, reports
that the pace of restatements of past financial reports doubled
in 2005, with nearly 1,200 submitted to the SEC by U.S. companies.
Of those filings, nearly 60 percent came from companies with
market values below $750 million.
The
SEC panel doesn’t dismiss the advantage of improved internal
scrutiny, so it is forced to play on some familiar heart strings,
similar in sound to the objections heard over new rules requiring
that companies treat employee stock options as an expense in
their profit reports.
The
committee warns that the added auditing cost “makes smaller
public companies less attractive as investment opportunities
and impedes their ability to compete. This last factor is particularly
problematic considering the crucial role smaller public companies
play in job creation and economic growth.” It was argued that
option expensing would snuff out a key motivational tool for
innovation and growth at businesses with limited resources.
Options
expensing is a reality now, and though companies have cut back,
the feared apocalypse appears unlikely. It’s hard to imagine
that an additional cost of $900,000 per year for more reliable
accounting will mean the death of capitalism either.