Article · Business

The Numbers Somebody Signed: How Accountant Liability Actually Works

15 U.S.C. § 78

Type
Article
Jurisdiction
National
Date
2025-05-25
Topic
Business

An audit report is one page and it is the most misunderstood document in commerce. This article explains what an auditor actually promises, why reasonable assurance is not certainty, and why the expectation gap between what the public believes an audit does and what it does is the source of nearly every accounting liability dispute. It covers who may sue an accountant and the privity rules that decide it, the very different exposure created by audits, reviews, compilations, and tax work, and the scienter requirement that defeats most federal securities claims against auditors. It traces the doctrine from Ernst & Ernst through Central Bank, Stoneridge, and Janus to explain why secondary actors are so hard to reach. It covers the workpaper and privilege rules that surprise clients, the tax preparer penalty regime and its practice standards, the regulatory layer applying to public company audits, and the engagement letter terms that decide claims years before they arise.

The Numbers Somebody Signed: How Accountant Liability Actually Works

Business > Accounting, Audit, and Financial Professional Liability | Published 25 May 2025 - Updated 30 September 2025 | UpLaw - uplaw.us

The one-page document nobody reads correctly

At the front of every audited financial statement is a short report. It says, in substance, that the auditor has audited the statements, that the statements are the responsibility of management, that the audit was conducted in accordance with applicable auditing standards, and that in the auditor's opinion the statements present fairly, in all material respects, the financial position and results of operations in conformity with the applicable accounting framework.

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