Archive for the ‘Fiduciary Controls Audits’ Category

Attestation Beyond SAS 70

My colleague recently blogged about the challenges facing service providers when responding to requests for their SAS 70 audit report or “certification.” This request is too often based on a procurement agent’s mistaken assumption that SAS 70 audits are a “one-size-fits-all” way to fulfill due diligence requirements when contracting with technology service providers. This misguided approach is a source of frustration for service providers and CPA firms that provide attestation and review services to technology companies. The requests for a SAS 70 report, commonly surfacing in RFPs, have grown far beyond the limited scope and purpose for which the reports were intended.

Since SAS 70 will soon be replaced by SSAE 16 and ISAE 3402, it’s a good time to review why a third party service provider and their customer might request an attestation report and how to decide which type of report is appropriate.

The AICPA recently issued FAQs with direction to service providers, their customers and, most importantly, the auditors, on alternatives now available to provide reporting that meets both internal management needs and the reporting needs of users and prospective users. Within the FAQs, the AICPA makes it clear that SSAE 16 or Reporting on Controls at a Service Organization, is an attestation standard for services which impact the financial reporting controls of user organizations.

That said, the AICPA recognizes that a service organization’s services affect not only financial statement risks but also the operational and compliance related risks of their users. Examples may include:

  • A service organization management may engage a CPA to report on the effectiveness of its controls over privacy utilized Generally Accepted Privacy Principles (GAPP).
  • An entity may be required to demonstrate its compliance with a specific regulation, such as the DEA’s regulations for “Electronic Prescriptions of Controlled Substances.”
  • A service provider may wish to show adherence to and alignment with industry standards such as the framework developed by the Cloud Security Alliance

CPA firms are armed with a broad set of alternatives for responding to such needs. They are contained in the AICPA’s Codification of Statements on Standards for Attestation Engagements. Within these standards, AT Section 101 – “Attest Engagement” sets forth the framework under which all attestation engagements must operate. The following types of attestation engagements that should be considered when reporting on non-ICFR (internal controls over financial reporting) topics:

The AICPA’s SysTrust and WebTrust are two of the better known examples of attestation engagements developed in accordance with AT Section 101. SysTrust is a family of assurance services that are applied to various aspects of a B2B systems, while WebTrust is a family of assurance services that are applied to e-commerce based systems. Both result in attestations and seals that may be displayed on a client’s website following a successfully completed assessment.

AT Section 201 – Agreed Upon Procedures Engagements – This type of engagement is performed when a client and one or more third parties want a CPA firm to independently evaluate a topic and issue a report of finding based on specific procedures performed by the CPA firm. The procedures to be performed by the CPA firm are typically agreed to in advance. The resulting report describes these procedures and the results of those procedures. A client might use an agreed upon procedures engagement when a specific end customer wants evidence regarding an instance of an application hosted only for that customer.

AT Section 601 – Compliance Attestation – This type of engagement provides third party attestation regarding an entity’s compliance with requirements of specified laws, regulations, rules, contracts, or grants; and/or, the effectiveness of an entity’s internal control over compliance with the specified requirements. This may include the DEA regulations stated above but could also apply to the recent amendment to SEC Rule 206(4)-2 of the Investment Advisers Act of 1940, which refers to custody over client assets by a registered investment advisor.

When all else fails, AT Section 101 serves as the “catch all” assessment for topics that aren’t candidates for a service audit or any of the examinations described above. Through AT Section 101, an organization can obtain an assessment that is very similar in form and function to an SSAE 16 assessment, but for non-ICFR topics. That makes it a great mechanism for performing assessments of technology topics, including cloud computing and virtualized environments.

The AICPA is planning to publish a guide titled, Reporting on Controls at a Service Provider Relevant to Security, Availability, Processing Integrity, Confidentiality, or Privacy, that addresses reporting on a service provider’s controls over subject matter other than financial reporting. This guide is expected to be available by early 2011 and is to reference work being done by the Cloud Security Alliance other related groups.

Most importantly, I strongly advise all service organizations to work collaboratively with their customers. In the end, all attestations for the service providers emanate from the audit and compliance needs of their customers!

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Update on SEC Custodial Audit Requirements

Back in December, we posted about a new SEC rule requiring that financial advisors with “custodial” access to funds under a controls audit to ensure that client data is being handled appropriately.  Specifically, a “Custodial Controls Review” was required to be performed by a PCAOB approved CPA firm.

Recent, the SEC provided an update including several FAQs on the final ruling.  Of note are the following question and answer pairs.


Question I.7

Q: Rule 206(4)-2(a)(6) requires that an adviser or its related person that maintains client assets as a qualified custodian must obtain (or receive from the related person) a written internal control report (e.g., Type II SAS 70 report) regarding the adviser’s or its related person’s custodial practices. What is the compliance date for the internal control report?

A: The compliance date for obtaining an internal control report is September 12, 2010 for advisers subject to the requirement on March 12, 2010. Advisers that are newly subject to Rule 206(4)-2(a)(6) (e.g., newly maintaining, or having a related person maintaining, client assets as a qualified custodian after March 12, 2010) must obtain the internal control report within six months of becoming subject to the requirement.

Question I.8

Q: [With regards to the same requirement] Does the internal control report need to address the effectiveness of controls over custodial services prior to March 12, 2010, the effective date of the amended rule?

A: No, the internal control report does not need to address the effectiveness of controls over custodial services prior to March 12, 2010, the effective date of the amended rule, even if it results in a shortened examination period for the 2010 internal control report.

Question I.9

Q: Currently, qualified custodians often obtain custody-related SAS 70 reports prepared on a regular reporting cycle. If a qualified custodian obtained a SAS 70 report in 2009 and plans to obtain a SAS 70 report in 2010, is the qualified custodian expected to alter its reporting cycle to meet (or allow its related person investment adviser to meet) the initial September 12, 2010 compliance date?

A: No, a qualified custodian that obtained a custody-related SAS 70 report in 2009 is not expected to alter its reporting cycle in 2010.

In summary, the deadline is obtain a control report is either September 12th of this year or six month after being considered a custodial advisor under the requirements.    The only exception is that if you are already under a schedule to perform SAS 70 audits.  Given the amount of time that most audits take from planning to report, if you haven’t spoken to your IT audit firm… you are very behind!

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SAS 70 for your Financial Advisor

Nothing like a high-profile scandal (Madoff) to increase the level of auditing in financial services.

On December 16th, 2009, the SEC adopted new rules for investment firms which act as custodians for client assets.  The key word here is custodian.  Traditionally, financial advisers were not considered custodians because they did not have “physical” custody of the funds (i.e. they were with one firm and the money/investments sat in an independent financial institution).  What became clear in Madoff was the degree to which these “advisers” could initiate financial transactions without the knowledge or permission of their clients.

As such, the focus of the rule is around financial advisers who can perform these actions.  Of note in the rule are two key components:

  1. “Surprise audits” – Advisers must undergo a surprise exam by an independent accounting firm to examine how client assets are being handled.
  2. And more relevant to this blog… is the required Custody Controls Review.  This section of the rule requires advisers to undergo a controls audit by a PCAOB approved accounting firm.  Specifically, a SAS 70 Type II is referenced.

Requiring financial advisers with custodial responsibility to document and have their controls independently audited is consistent with other industries (financial and non-financial such as technology) where the critical assets are managed by a third-party provider whom the client has neither control nor insight the that providers practices and safeguards for their assets.  While the rule does not specifically mandate a SAS 70, it references it as well as AT Section 610 as suitable means for complying with the new rule.

For press release and full text of the final rule click here.

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