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Sarbanes Oxley Act -
Auditing Standards |
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Public
Company Accounting Oversight
Board
Bylaws
and Rules – Standards – AS2
Auditing
Standard No. 2: An Audit of Internal Control
Over Financial Reporting Performed in
Conjunction With an Audit of Financial
Statements
Example
A-7
ILLUSTRATIVE COMBINED
REPORT EXPRESSING AN UNQUALIFIED
OPINION
ON FINANCIAL
STATEMENTS, AN UNQUALIFIED OPINION ON
MANAGEMENT'S
ASSESSMENT OF THE
EFFECTIVENESS OF INTERNAL CONTROL
OVER
FINANCIAL REPORTING
AND AN UNQUALIFIED OPINION ON
THE
EFFECTIVENESS OF
INTERNAL CONTROL OVER FINANCIAL
REPORTING
Report
of Independent Registered Public Accounting
Firm
[Introductory
paragraph]
We
have audited the accompanying balance sheets of
W Company as of December 31,
20X3
and 20X2, and the related statements of income,
stockholders' equity and
comprehensive
income, and cash flows for each of the years in
the three-year period
ended
December 31, 20X3. We also have audited
management's assessment,
included
in the accompanying [title of management's
report], that W Company
maintained
effective internal control over financial
reporting as of December 31,
20X3,
based
on [Identify control criteria, for example,
"criteria established in Internal
Control—
Integrated
Framework issued by the Committee of Sponsoring
Organizations of the
Treadway Commission
(COSO)."]. W Company's
management is responsible for
these
financial
statements, for maintaining effective internal
control over financial
reporting,
and
for its assessment of the effectiveness of
internal control over financial
reporting.
Our
responsibility is to express an opinion on these
financial statements, an opinion
on
management's
assessment, and an opinion on the effectiveness
of the company's
internal
control over financial reporting based on our
audits.
[Scope
paragraph]
We
conducted our audits in accordance with the
standards of the Public Company
Accounting
Oversight Board (United States). Those standards
require that we plan and
perform
the audits to obtain reasonable assurance about
whether the financial
statements
are free of material misstatement and whether
effective internal control over
financial
reporting was maintained in all material
respects. Our audit of
financial
statements
included examining, on a test basis, evidence
supporting the amounts and
disclosures
in the financial statements, assessing the
accounting principles used and
significant
estimates made by management, and evaluating the
overall financial
statement
presentation.
Our
audit of internal control over financial
reporting included
obtaining
an understanding of internal control over
financial reporting, evaluating
management's
assessment, testing and evaluating the design
and operating
effectiveness
of internal control, and performing such other
procedures as we
considered
necessary in the circumstances. We believe that
our audits provide a
reasonable
basis for our opinions.
[Definition
paragraph]
A
company's internal control over financial
reporting is a process designed to
provide
reasonable
assurance regarding the reliability of financial
reporting and the preparation
of
financial statements for external purposes in
accordance with generally
accepted
accounting
principles. A company's internal control over
financial reporting includes
those
policies and procedures that
(1)
pertain to the maintenance of records that, in
reasonable detail, accurately and fairly
reflect
the transactions and dispositions of the assets
of the company;
(2)
provide reasonable assurance that transactions
are recorded as necessary to permit
preparation
of financial statements in accordance with
generally accepted accounting
principles,
and that receipts and expenditures of the
company are being made only in
accordance
with authorizations of management and directors
of the company; and
(3)
provide reasonable assurance regarding
prevention or timely detection of unauthorized
acquisition, use, or disposition of the
company's assets that could have a material
effect on the financial
statements.
[Inherent
limitations paragraph]
Because
of its inherent limitations, internal control
over financial reporting may
not
prevent
or detect misstatements. Also, projections of
any evaluation of effectiveness
to
future
periods are subject to the risk that controls
may become inadequate because
of
changes
in conditions, or that the degree of compliance
with the policies or procedures
may
deteriorate.
[Opinion
paragraph]
In
our opinion, the financial statements referred
to above present fairly, in all
material
respects,
the financial position of W Company as of
December 31, 20X3 and 20X2, and
the
results of its operations and its cash flows for
each of the years in the
three-year
period
ended December 31, 20X3 in conformity with
accounting principles generally
accepted
in the United States of America. Also in our
opinion, management's
assessment
that W Company maintained effective internal
control over financial
reporting
as of December 31, 20X3, is fairly stated, in
all material respects, based on
[Identify
control criteria, for example, "criteria
established in Internal
Control—Integrated
Framework
issued by the Committee of Sponsoring
Organizations of the Treadway
Commission
(COSO)."]. Furthermore, in
our opinion, W Company maintained, in
all
material
respects, effective internal control over
financial reporting as of December
31,
20X3, based on
[Identify control criteria, for example,
"criteria established in
Internal
Control—Integrated
Framework issued by the Committee of Sponsoring
Organizations
of the Treadway
Commission (COSO)."].
[Signature]
[City
and State or Country]
[Date]
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