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Statement on Auditing Standards Issued by the Auditing Standards Executive Committee AICPA American Institute of Certified Public Accountants April 1981 38 Letters for Underwriters 1. The services of independent certified public accountants include examination of financial statements and schedules contained in registration statements filed with the Securities and Exchange Commission ( the SEC) under the Securities Act of 1933 ( the Act). In connection with this type of service, accountants often are called upon to confer with clients, underwriters, and their respective counsel concerning the accounting and auditing requirements of the Act and of the SEC, as well as to perform other services. One of these other services is the issuance of letters for underwriters, commonly called comfort letters, which are generally concerned with the subjects described in paragraph 6. 2. Much of the uncertainty and consequent risk of misunderstanding with regard to the nature and scope of comfort letters has arisen from a lack of recognition of the necessarily limited nature of the comments that accountants can properly make with respect to financial information, in a registration statement, that has not been examined in conformity with generally accepted auditing standards and accordingly is not covered by their opinion. Underwriters, in requesting comfort letters, are generally seeking assistance on matters of importance to them. They wish to perform a " reasonable investigation" Note: This Statement supersedes Statement on Auditing Standards No. 1, section 630, " Letters for Underwriters." The changes are in response to revisions of reporting requirements under regulations of the Securities and Exchange Commission and changes in professional standards relating primarily to reviews of interim financial information. Copyright © 1981 by the American Institute of Certified Public Accountants, Inc. 1211 Avenue of the Americas, New York, N. Y. 10036 1234567890 AudS 8987654321