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Auditing Case "Star Technologies, Inc and Rocky Mount Undergarment Company, Inc."
Auditing Case "Star Technologies, Inc and Rocky Mount Undergarment Company, Inc."
PREPARED BY:
FAKULTAS EKONOMI
UNIVERSITAS NEGERI JAKARTA
2015
CASE 1.9 STAR TECHNOLOGIES, INC.
Economic ups and downs are a fact of life for companies in high-tech
industries. Take the case of Star Technologies, Inc., a Virginia-based computer
manufacturer incorporated in 1981 that went public in 1984. In its early years,
Star marketed scientific computers or “supercomputers” for highly specialized
uses, including military surveillance and petroleum exploration. Star’s operating
results gyrated wildly during the 1980s
A Fallen Star
By the end of fiscal 1989 - March 31, 1989, Star face a financial crisis.
Among the company’s major products was a computer designed for use in
petroleum exploration. Company officials forecast that Star would sell 29 of the
computers during 1989. Because of changes in computer technology and a
slowdown in petroleum exploration activities, Star sold only one of these
computers during 1989 and had no outstanding sales orders for the product at
year-end. Star’s poor operating results for 1989 caused the company to violate
several covenants of a lending agreement with its principal bank. That bank had
extended Star a $5.8 million long term loan. The debt covenant violations
accelerated the maturity date of the loan, making it immediately due and payable
at the end of fiscal 1989.
Clark Childers, an audit partner with Price Waterhouse since 1984, served as
the engagement partner on the annual audits of Star’s financial statements from
1987 through 1989. Childers’ principal subordinate during the 1989 Star audit was
Paul Argy, a senior audit manager who was to be considered for promotion to
partner the following year. Argy assumed responsibility for planning and
coordinating the 1989 audit, supervising the staff assigned to the engagement, and
serving as Price Waterhouse’s on-site liaison with Star’s executives.
The Star audit proved to be a difficult engagement for Argy. Throughout the
audit, he clashed with client management over several accounting and financial
reporting issues. During one of those confrontations, Star’s management
demanded that Argy be removed from the audit. Childers refused to remove Argy,
but from that point assumed a larger role in dealing with client officials when
dispute arose. Following one particularly heated encounter between Childers and
Star management, the company’s executives decided to dismiss Price Waterhouse.
A subsequent investigation by the SEC revealed that Star’s audit committee
interceded and vetoed that decision. The disagreements between the Price
Waterhouse auditors and client executives during tory obsolescence, the reserve
for bad debts, certain “mystery assets” included in Star’s accounting records, and
the balance sheet classification of a large note payable.
R&D Expenditures
In 1989, Star established a joint R&D effort with Glen Culler & Associates,
a small company that developed supercomputers. Star advanced nearly $900,000
to Culler during fiscal 1989. The agreement between the two companies required
those funds to be repaid in 10 years and obligated Culler to use the funds to
develop a new computer that Star would have an exclusive right to manufacture.
Culler pledged all of its assets as collateral for the $900,000 advance. This
stipulation of the agreement was inconsequential since Culler had no source of
revenue or working capital other than Star, its sole customer; had a negative net
worth of nearly $200,000 and had few tangible assets. Finally, the agreement
between the two companies granted Star the right to acquire Culler.
To provide additional support for his position that the $900,000 advance to
Culler should be expensed, the review partner cited the description of the
agreement between Star and Culler that was included in the draft of Star’s 1989
financial statement footnotes. That description specifically referred to the
arrangement as a “joint research and development agreement”.
After meeting with the review partner, Childers consulted with Star’s chief
financial officer (CFO). Childers told the CFO that the description of the Star-
Culler agreement included in the draft of the financial statement footnotes
suggested that the $900,000 advance should be treated as R&d expense by Star.
The national office partner then addressed the issue of whether Star’s 1989
financial statements should be restated. The partner asked Childers if an
adjustment to write off $400,000 of the Culler receivable to R&D expense would
have materially impacted Star’s 1989 financial statements. Childers convinced the
national partner that such an adjustment would have had an immaterial effect on
Star’s financial statements. Childers also told the national partner that an
adjustment had been proposed during the 1989 audit to write off a portion of the
$900,000 Culler receivable to expense. According to Childers, that adjustment had
been waived due to its immaterial effect on Star’s financial statements.
One of Star’s original products was the ST-100 computer. Although a state-
of-the-art computer when first marketed in 1982, by 1989 the ST-100 was
outmoded. During 1989, Star added $3.5 million to the reserve for inventory
obsolescence for the its remaining inventory of ST-100s, reducing that inventory
to a net book value of $2 million. Argy and other members of the Star engagement
team believed that the ST-100 inventory was still overvalued. Argy recommended
an additional $1.5 million write down for that inventory.
Star reported slightly more than $5 million of net accounts receivable at the
end of fiscal 1989. Two of Star’s largest receivables had been outstanding for
more than four years. These receivables, both in litigation at the time, totaled
$1,062,000 and resulted from earlier sales of ST-100 computers. Before year-end
adjusting entries, Star’s allowance for doubtful accounts totaled $673,000. After
analyzing Star’s receivables, Argy determined that the allowance should be
increased by approximately $400,000. That figure roughly equaled the total of the
two disputed receivables less the existing balance of the allowance account.
“Mystery” Assets
During the 1989 Star audit, a Price Waterhouse staff auditor discovered an
accountant entitle “Assets in Process” having a balance of approximately
$435,000. A Star official told the staff auditor that the assets represented by the
account involved computer equipment purchased and placed in service in 1985.
However, Star could not provide invoices or other documentation to support the
existence of valuation of these assets, nor were any depreciation records available
for these assets. In fact, the client could not locate the assets or describe them in
detail to the Price Waterhouse audit team. Star’s CFO claimed that the equipment
could not be identified because it had been fully integrated into the company’s
existing computer facilities.
The staff auditor who uncovered the Assets in Process account noted in the
1989 workpapers that Star depreciated computer equipment over five years and
began depreciating such assets in the year they were placed into service. Since the
equipment purportedly represented by the account had been placed in service in
1985, the staff auditor reasoned that it should have been fully depreciated by the
end of fiscal 1989. Argy agreed with his subordinate’s analysis and concluded that
mystery assets should be immediately written off to expense.
Star’s poor operating result for fiscal 1989 resulted in the company violating
seven debt covenant included in the loan agreement with its principal bank. These
debt covenant violating caused a $5.8 million bank loan to be immediately due
and payable, as noted earlier. On June 15, 1989, Price Waterhouse completed the
1989 Star audit; however, Childers refused to issue an audit report on Star’s
financial statements until the company’s bank waived the debt covenant
violations. On June 29, 1989, star taxed Price Waterhouse a waiver obtained two
days earlier from its bank.
Childers disagreed with the audit senior’s conclusion. Because the bank
stated that it had no intention of making the $5.8 million loan immediately due
and payable, Childers believe the loan qualified as long-term liability shortly after
receiving the bank waiver. Childers signed the unqualified audit opinion on Star’s
1989 financial statements, dating the opinion as of June 15. Star included that
opinion in its 1989 Form 10-K fled with the SEC.
Upon Argy’s return, Childers instructed him to complete his review of the
workpapers for the Star’s audit and to sign off on the “audit summary” for the
engagement. A Price Waterhouse policy required the audit manager on an
engagement to sign off on the audit summary document after completing his or
her review f the workerpapers. Agry initially refused to sign off on the Star audit.
Agry had contested several of the questionable decisions made by Childers during
1989 Star audit and believed that the 1989 workapapers contained “materially
incorrect” conclusion. Finally after several confrontations with Childers, Agry
capitulated and signed off on the Star workpapers and the audit summary.
Epilogue
The SEC’s investigation of Stars original 1989 financial statements and its
1989 audit culminated in sanctions being imposed on both Star and the two key
members of 1989 audit engagement team. The SEC issued a cease and desist
order against Star that prohibited the company from future violations of the
federal securities laws. Paul Agry received an 18 months suspension from
practicing before the SEC, while Clark Childers received a five years suspension.
In commenting on Agry’s involvement in the1989 Star audit, the SEC
complimented him for recommending that Star make several large and necessary
adjustment to its 1989 financial statements.
The SEC went to chastise Argy for signing off on the 1989 Star audit
workpapaers when he believed they contained materially incorrect conclusions
Instead of shining off in the Star workapapers, the SEC maintained that
Agry should have dissociated himself for Star audit. That option was available to
him since Price Waterhouce had a “disagreement procedure” allowing auditors on
an engagement to explicitly dissociate themselves from any decision with which
they did not agree. The SEC suggested that Agry may have allowed his desire to
be promoted to partner cloud his professional judgment.
By imposing a five year suspension on Childers, the SEC affirmed that the
audit partner shouldered a greater degree of responsibility for the 1989 Star audit
than did his subordinate, Agry. Following are the specific allegations of
misconduct that the SEC filed against Childers.
Near the completion of the 18985, audit RMUC’s auditor asked the
company’s senior executive to sign a letter representation. Among other items,
this letter indicated that the executives was not aware any irregularities (fraud)
involving the company’s financial statement. The letter also stated that RMUC’s
financial statement fairly reflected its financial condition as of the end of 1985 and
its operating result for the year. Shortly after receiving the signed letter of
representation, RMUC’s audit firm issued an unqualified opinion on the
firm’s1985 financial statements.