Arthur Andersen
Arthur Andersen LLP, based in Chicago, was once one of the "Big Five" accounting firms among PricewaterhouseCoopers, Deloitte Touche Tohmatsu, Ernst & Young and KPMG, providing auditing, tax, and consulting services to large corporations. In 2002, the firm voluntarily surrendered its licenses to practice as Certified Public Accountants in the United States after being found guilty of criminal charges relating to the firm's handling of the auditing of Enron, the energy corporation, resulting in the loss of 85,000 jobs. Although the verdict was subsequently overturned by the Supreme Court of the United States, it has not returned as a viable business.
One of the few revenue-generating assets that the Andersen firm still has is The Q Center, a conference and training facility outside of Chicago.
The firm of Arthur Andersen was founded in 1913 by Arthur Andersen and Clarence DeLany as Andersen, DeLany & Co.[1] The firm changed its name to Arthur Andersen & Co. in 1918. Arthur Andersen's first client was the Joseph Schlitz Brewing Company of Milwaukee.Andersen was orphaned at the age of 16 at which point he began working as a mailboy by day and attended school at night, eventually being hired as the assistant to the controller of Allis-Chalmers in Chicago. At 23 he became the youngest CPA in Illinois. In 1917, after attending courses at night while working full time, he graduated from the Kellogg School at Northwestern University with a bachelor's degree in business.
In 1913 at the age of 28, he entered into business for himself under the firm name of Arthur Andersen & Co. In 1915, due to his many contacts there, the Milwaukee office was opened as the firm's second office. From 1912 to 1922, he was a professor of accounting at Northwestern University where he was the first to design courses that forced accounting students to deal with practical operating problems of business organizations.
Andersen had an unwavering faith in education as the basis upon which the new profession of accounting should be developed. He created the profession's first centralized training program and believed in training during normal working hours. He was generous in his commitment to aiding educational, civic and charitable organizations. In 1927, he was elected to the Board of Trustees of Northwestern University and served as its president from 1930 to 1932. He was also chairman of the board of certified public accountant examiners of Illinois.
Reputation
Andersen, who headed the firm until his death in 1947, was a zealous supporter of high standards in the accounting industry. A stickler for honesty, he argued that accountants' responsibility was to investors, not their clients. During the early years, it is reputed that Andersen was approached by an executive from a local rail utility to sign off on accounts containing flawed accounting, or else face the loss of a major client. Andersen refused in no uncertain terms, replying that he would not sign the accounts "for all the money in America." Leonard Spacek, who succeeded Andersen at the founder's death, continued this emphasis on honesty. For many years, Andersen's motto was "Think straight, talk straight."
Andersen also led the way in a number of areas of accounting standards. Being among the first to identify a possible sub-prime bust, Andersen dissociated itself from a number of clients in the 1970s. Later, with the emergence of stock options as a form of compensation, Andersen was the first of the major accountancy firms to propose to the FASB that stock options should be expensed, thus impacting on net profit just as cash compensation would.By the 1980s, standards throughout the industry fell as accountancy firms struggled to balance their commitment to audit independence against the desire to grow their burgeoning consultancy practices. Having established a reputation for IT consultancy in the 1980s, Andersen was no exception. The firm rapidly expanded its consultancy practice to the point where the bulk of its revenues were derived from such engagements, while audit partners were continually encouraged to seek out opportunities for consulting fees from existing audit clients. By the late-1990s, Andersen had succeeded in tripling the per-share revenues of its partners.
Predictably, Andersen struggled to balance the need to maintain its faithfulness to accounting standards with its clients' desire to maximize profits, particularly in the era of quarterly earnings reports. Andersen has been alleged to have been involved in the fraudulent accounting and auditing of Sunbeam Products, Waste Management, Inc., Asia Pulp and Paper, and the Baptist Foundation of Arizona, WorldCom, as well as the infamous Enron case, among others.
Andersen Consulting and Accenture
The consulting wing of the firm became increasingly important during the 1970s and 1980s, growing at a much faster rate than the more established accounting, auditing, and tax practice. This disproportionate growth, and the consulting division partners' belief that they were not garnering their fair share of firm profits, created increasing friction between the two divisions.
In 1989, Arthur Andersen and Andersen Consulting became separate units of Andersen Worldwide. Andersen increased its use of accounting services as a springboard to sign up clients for Andersen Consulting's more lucrative business.
The two businesses spent most of the 1990s in a bitter dispute. Andersen Consulting saw a huge surge in profits during the decade. However, the consultants continued to resent transfer payments they were required to make to Arthur Andersen. In August 2000 the conclusion of the International Chamber of Commerce granted Andersen Consulting its independence from Arthur Andersen, but awarded the US$1.2 billion in past payments (held in escrow pending the ruling) to Arthur Andersen, and declared that Andersen Consulting could no longer use the Andersen name. As a result Andersen Consulting changed its name to Accenture on New Year's Day 2001.
Perhaps most telling about who won the decision was that four hours after the arbitrator made his ruling, Arthur Andersen CEO Jim Wadia suddenly resigned. Industry analysts and business school professors alike viewed the event as a complete victory for Andersen Consulting.[2] Jim Wadia would provide insight on his resignation years later at a Harvard Business school case activity about the split. It turned out that the Arthur Andersen board passed a resolution saying he had to resign if he didn't get at least an incremental US$4 billion (either through negotiation or via the arbitrator decision) for the consulting practice to split off, hence his quick resignation once the decision was announced.[citation needed]
Accounts vary on why the split occurred — executives on both sides of the split cite greed and arrogance on the part of the other side, and executives on the Andersen Consulting side maintained breach of contract when Arthur Andersen created a second consulting group, AABC (Arthur Andersen Business Consulting) which began to compete directly with Andersen Consulting in the marketplace. Many of the AABC firms were bought out by other consulting companies in 2002, most notably, Hitachi Consulting and KPMG Consulting, which later changed its name to BearingPoint.
Accounting scandals
On June 15, 2002, Andersen was convicted of obstruction of justice for shredding documents related to its audit of Enron, resulting in the Enron scandal. Nancy Temple (Andersen Legal Dept.) and David Duncan (Lead Partner for the Enron account) were cited as the responsible managers in this scandal as they had given the order to shred relevant documents. Since the U.S. Securities and Exchange Commission does not allow convicted felons to audit public companies, the firm agreed to surrender its CPA licenses and its right to practice before the SEC on August 31, 2002--effectively putting the firm out of business.
The Andersen indictment also put a spotlight on its faulty audits of other companies, most notably Waste Management, Sunbeam and WorldCom. The subsequent bankruptcy of WorldCom, which quickly surpassed Enron as the biggest bankruptcy in history, led to a domino effect of accounting and like corporate scandals that continue to tarnish American business practices.
On May 31, 2005, in the case Arthur Andersen LLP v. United States, the Supreme Court of the United States unanimously reversed Andersen's conviction due to what it saw as serious flaws in the jury instructions.[3] In the court's view, the instructions were far too vague to allow a jury to find obstruction of justice had really occurred. The court found that the instructions were worded in such a way that Andersen could have been convicted without any proof that the firm knew it had broken the law or that there had been a link to any official proceeding that prohibited the destruction of documents. The opinion, written by Chief Justice William Rehnquist, was also highly skeptical of the government's concept of "corrupt persuasion"—persuading someone to engage in an act with an improper purpose even without knowing an act is unlawful.
Since the ruling vacated Andersen's felony conviction, it theoretically left Andersen free to resume operations. However, as of 2008 Andersen has not returned as a viable business even on a limited scale. There are over 100 civil suits pending against the firm related to its audits of Enron and other companies. In addition, its reputation was so badly tarnished that no company wanted Andersen's name on an audit. Even before voluntarily surrendering its right to practice before the SEC, it had many of its state licenses revoked. It began winding down its American operations after the indictment, and many of its accountants bolted to other firms. The firm sold most of its American operations to KPMG, Deloitte & Touche, Ernst & Young and Grant Thornton LLP.
From a high of 28,000 employees in the US and 85,000 worldwide, the firm is now down to around 200 based primarily in Chicago. Most of their attention is on handling the lawsuits and presiding over the orderly dissolution of the company.
As of 2008, Arthur Andersen LLP has not been formally dissolved nor has it declared bankruptcy. Ownership of the partnership has been ceded to four limited liability corporations named Omega Management I through IV.
Literatur
source wikipedia
Accounting firm Arthur Andersen had already been found guilty in the court of public opinion, and paid a heavy penalty. Clients deserted; employees fled. In fact the Chicago firm was barely alive, but one question remained: What would its epitaph be, the lesson for others? An answer came last Saturday, when a Houston jury found Andersen guilty of obstructing justice. It provided a moment of vindication for investors who lost more than $60 billion in the spectacular collapse of Enron, whose books had been audited by Andersen. But the verdict held a twist: at first the case seemed to hinge on whether an Andersen employee ordered tons of Enron paperwork to be shredded before investigators arrived. Jurors said they based their decision instead on Andersen's alteration of an internal memo that was critical of an Enron earnings release.
In holding the accountants accountable, the jury in essence sanctioned the entire bean-counting industry for its failure to police rogue corporations. As the jurors deliberated for the ninth day last Friday, the stock market was tumbling to its lowest level since Sept. 21, much of the decline tied to the lack of investor confidence in corporate America. The verdict also revved up prosecutors for their next target: Enron and its executives, including former CEO and chairman Ken Lay and former CFO Andrew Fastow.
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Although the jury convicted the entire firm, it focused the blame on a single person, Andersen's Chicago-based lawyer Nancy Temple, who, according to the legalese, played the "corrupt persuader" who led others astray. Knowing the Securities and Exchange Commission was starting to scrutinize Enron's books, Temple told David Duncan, who supervised the account, to remove her name from a file memo that disagreed with Enron's characterization of a $1 billion loss as "non-recurring." Said prosecutor Andrew Weissman: "This is a perfect example of Arthur Andersen sanitizing the record so the SEC would have less information."
Andersen vowed to appeal. After several days of deliberation, jurors had seemed deadlocked; then the judge gave them an instruction to basically force them off the fence, a charge that will now be part of that appeal. "Our purpose was to fight for our honor and dignity. We don't think we committed a crime," said senior Andersen partner C.E. Andrews as he stood in the Texas heat defending the firm, which faces as much as $500,000 in fines and up to five years' probation. While the case may continue, the firm may not. Soon after the verdict, Andersen said it would stop auditing publicly held companies by Aug. 31, essentially closing that business.
Even an acquittal would probably not have saved the firm. "The verdict doesn't matter anyway," says Arthur Bowman, editor of Bowman's Accounting Report. "Arthur Andersen is dead. Once the indictment was handed down, clients started jumping faster than they did off the Titanic." A third of the firm's 2,300 clients have jumped ship; the top clients are gone, and parts of the company have been sold off. About 5,000 of the 26,000 U.S. employees remain.
The victory also sets up the six-month-old Enron Task Force at the Justice Department to bore in on the energy-trading company. Prosecutors want to prove that former bosses Lay and Jeff Skilling and other executives touted Enron's stock when they knew the company was in a free fall — a violation of securities law. "This [verdict] can only help us," said Leslie Caldwell, chief of the task force. "We are going to get to the bottom of the Enron debacle.
But not all the Andersen testimony will be helpful. Duncan told jurors he didn't believe the $1 billion loss the company took to unravel some off-the-books partnerships was enough reason to question Enron's future health. If Andersen's lead accountant wasn't worried, why should Lay have been concerned? "Duncan definitely harmed the case against Lay," says former prosecutor and Houston securities lawyer Christopher Bebel. On the other hand, he says, lower-level Enron executives facing charges won't find much solace in the transcripts.
Neither will Anderson's loyal employees, sometimes referred to as Androids. "The government needed a guilty verdict for public opinion," says seven-year veteran Todd Cimino. "How else can they explain destroying an 89-year-old company? I'm here to support the company's values and its legacy." It's one that now looks for ever tarnished.
With reporting by Deborah Fowler/Houstonhttp://www.time.com/time/business/article/0,8599,263006,00.html
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To be published on Sunday, July 14, 2002 in the Statesman (Kolkata) East India's most important newspaper |
| Dishonesty, Greed and Hypocrisy in Corporate America |
| by Huck Gutman |
| This is a tale of greed. And dishonesty. And hypocrisy. These are hard times for Wall Street, the American economy, and President George W. Bush. As the conservative and pro-business major publication Fortune reports, ongoing revelations of corporate wrongdoing and accounting scandals have "created a crisis of investor confidence the likes of which hasn't been seen since the Great Depression." The current spate of bad news began with Enron, the largest corporate bankruptcy in American history. Enron executives, propelled by greed, were not satisfied with immense salaries: they set up all sorts of spin-off partnerships to enrich themselves at the expense of stockholders and the corporation's bottom line. In a little more than a decade Enron soared from obscurity to become the nation's seventh largest company, with over 20,000 employees in forty countries. But its dishonesty about profits, and its off-the-books energy deals, abetted by fiscal accounting that was erroneous, misleading, and downright dishonest, eventually caused an implosion of gigantic proportions. On December 28, 2000, Enron stock sold at over $84 a share. Eleven months later, to the day, Enron shares plummeted to less than a dollar in the heaviest trading volume in a corporation ever recorded by a major stock exchange. The investors in the company - many of them Enron employees - rushed to get out of the stock before it became totally worthless. Two months later Enron stock was delisted by the New York Stock Exchange, and today its stock is just that, worthless. The federal Justice Department is in the midst of a criminal investigation of the energy-trading company, but the damage to shareholders and pensioners is done. Enron was just the beginning, as example after example of corporate greed and accounting malfeasance has come to light. Every one of the corporations I shall discuss is - or was - among America's largest companies. The regional telephone company Qwest provides basic telephone service to fourteen states, has revenues of over $18 billion a year and handles 240 million phone calls and 600 million e-mails each day. The fourth largest U.S. telephone company, it is under investigation for criminal corporate practices. The Securities and Exchange Commission (SEC) is currently examining its accounting procedures. These indications of likely fiscal impropriety have caused its stock to crash from its high of $67 two years ago to just under $2, a drop of 97 percent. Tyco International is one of the world's largest conglomerates, operating in over 80 countries with revenues of $36 billion. In recent months, huge questions surfaced about the way in which the corporation accounted for the multiple acquisitions that transformed it from a small company into a corporate behemoth. Its CEO, Dennis Kozlowski, was forced to resign, and shortly afterwards was arraigned on charges of tax evasion. Tyco, which sold at $60 a share six months ago, in the wake of the financial irregularities in its booking of acquisitions, is now worth just over $10 a share. Compared to Adelphia Communications Corp., one of America's largest cable television providers, Tyco has performed well on the stock market. Six months ago the respected journal Business Week reported Adelphia's value at between $9.5 billion and $11.8 billion. Since then, Adelphia has entered bankruptcy following disclosures that its finances were in disarray, in large measure because it had made $2.3 billion in off-balance sheet loans to partnerships run by family of John Rigas, the CEO of Adelphia. Its bankruptcy is the fifth largest such filing since 1980. Adelphia's shares sold for $42 dollars a year ago, but had dropped to $.70 a month and a half ago, when all trading in its shares was halted. Global Crossing, which had a major role in the development of fiber optic cable networks, is under investigation by the SEC for fraudulent accounting. The corporation, it appears, arranged 'deals' in which no goods or services were exchanged, but which nonetheless made it appear that profit was being generated. These purely paper transactions inflated the company's revenue substantially. Global Crossing also filed for bankruptcy. Its share price was over $60 two and a half years ago. Each share is worth $.06 today, a drop of 99.9 percent. American stock markets - and world markets - have been shaken by the demise of WorldCom. Its balance sheet lists assets of $103 billion, and net income for the calendar year ending March 31 of over $1 billion. Yet it has been revealed that fraudulent accounting hid $3.8 billion in losses, and it is rumored that additional losses may be forthcoming. What this huge telecommunications company did was record daily costs as capital expenditures, a dishonest procedure which allowed it to erase an enormous operating loss and record a sizeable but illusory profit. Three years ago WorldCom stock traded at $64. Today it trades at $.20, a drop of well over 99 percent. It has defaulted on $4.25 billion of its debts to this point, and future defaults are certainly possible. There are likely more revelations of corporate malfeasance and dishonesty to come. For instance, others in the energy business along with Enron -- Dynegy, El Paso Corp., CMS Energy, Williams, and Halliburton - are currently under scrutiny for the manner in which they have made trades and accounted for revenues and expenses. Halliburton is particularly interesting, since it points to corporate corruption on a different level. Not that its accounting irregularities are larger than those of WorldCom or Enron, for they are not. But the scandal at Halliburton has a great deal, a great deal, to do with the capacity of the current political administration in Washington to clean up that sewer of greed and dishonesty which, it so unhappily appears, is characteristic of many corporate boardrooms. Halliburton is a major provider of engineering services, particularly to the energy sector. A current SEC investigation is investigating Halliburton's accounting practices on cost overruns on construction jobs. The former CEO of Halliburton, who was in charge when those accounting practices were introduced, is Dick Cheney, currently Vice President of the United States. A recently filed suit alleges that Mr. Cheney conspired, along with others at Halliburton, to file false financial statements and thereby mislead investors. The suit claims Halliburton's deceptive accounting procedures led to overstatements of revenue amounting to as much as $445 million in a three-year period during Mr. Cheney's tenure as CEO. On July 25, 2000, the day after Mr. Bush selected Mr. Cheney as his Vice Presidential running mate, Halliburton stock sold at $42. Today it sells at $13. Arthur Anderson LLP, formerly one of the "Big Five" international accounting firms, is today in disarray and probable dissolution. It was convicted of obstruction of justice for destroying Enron-related documents. It was also the accounting firm for WorldCom, Qwest, and Halliburton. In 1996 Mr. Cheney made a promotional videotape for Anderson. "One of the things I like that they do for us is that, in effect, I get good advice, if you will, from their people based upon how we're doing business and how we're operating, over and above," Mr. Cheney said, "just sort of the normal by-the-books audit arrangement." Arthur Anderson was also the accountant for a small corporation named for Harken Energy. Therein lies a tale. Fifteen years ago, when George W. Bush was a businessman faced with fiscal failure, Harken Energy bought Spectrum 7, a small company of which Bush was then CEO. Since Spectrum 7 was unprofitable and saddled with debt, the deal brought Harken little gain but the CEO's connections to his father - who happened to be the President of the United States. Later, although not before our tale is concluded, Harken itself would turn into a company with troubles of its own. But while it appeared healthy, Harken extended generous stock options to the son of President George H. W. Bush. Then the fancy accounting began. Paul Krugman has reported in the New York Times that it involved creating a dummy entity to serve as paper front to then purchase "some of the firm's assets at unrealistically high prices, creating a phantom profit that inflates the stock price, allowing the executives to cash in their stock." Here is Krugman's description of what happened at Harken Energy, a description which has subsequently been reported all over the nation. "A group of insiders, using money borrowed from Harken itself, paid an exorbitant price for a Harken subsidiary, Aloha Petroleum. That created a $10 million phantom profit, which hid three-quarters of the company's losses in 1989." Once Harken's stock price was inflated by means of this maneuver - significantly, Arthur Anderson was the accounting firm, and Mr. Bush was on Harken's audit committee - Mr. Bush was able to sell his shares at a large profit shortly before the price of Harken stock dropped substantially. To be specific, on June 22, 1990, Mr. Bush, a director of Harken, sold 212,140 shares for $4 a share, for a total of $848,000. Two months later, on August 20, Harken announced a loss of $23.2 million; on that day its share price dropped 20 percent to $2.375. It closed the year at $1 a share. There's more to the story. As Wall Street tries to cope with a crisis of confidence involving the fiscal probity of corporations, President Bush has in the past several days recommended that corporations eliminate loans to top executives and corporate insiders. Yet back in the days when he was involved with Harken Energy, the corporation allowed him to borrow heavily from the company's coffers, and then erased his personal liability for that loan. The Bush loan was the exact sort of corporate benefit that helped sink Adelphia and WorldCom, whose CEO, Bernard J. Ebbers, received a $408 million, low-interest loan from the company. But that was then, and this is now . . . It might seem that things could not get dirtier, yet they can. To add to the chronicle of greed and dishonesty just cited, there is the matter of hypocrisy. The hypocrisy is of signal importance to the developing world, which serves as the major victim of that hypocrisy. The International Monetary Fund (IMF) functions as a sort of global economic policeman, requiring of countries that seek loans that they get their fiscal house in order as a precondition to economic assistance. One of the chief demands of the IMF is transparency. In 1999 the IMF formulated its 'Code of Good Practices on Transparency in Monetary and Financial Policies.' This code calls for "good transparency practices for the formulation and reporting of monetary and financial policies." Time and again the IMF has insisted that developing nations adhere to principles of transparency, largely at the behest of the United States and the European nations. The United States, it appears, has felt itself under no such compunction to compel transparency in its own internal fiscal affairs. Recent revelations have revealed that dishonesty and obfuscation run rampant in many American boardrooms, including boardrooms in which the President and Vice President have played prominent roles. This is in large part why the American stock market is in free fall. Nobel laureate Joseph Stiglitz, former chief economist of the World Bank and a major critic of the IMF, has built his reputation on explaining the importance of the economics of information. As he says, "For markets to work, for the appropriate signals for efficient resource allocation to be provided, investors must have as much information as possible. Investors need assurance that information received adequately reflects the economic situation of a firm." But such assurance has not been forthcoming in the United States. Instead, corporations have cooked their books, hiding their debt and artificially inflating profit. They have even - as in the case of WorldCom - falsified EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization), the major measure of earnings flow, previously deemed beyond manipulation. Individual investors, pension funds, mutual shares funds, all are demanding honesty and openness in corporate accounting. They want transparency. But a great number of corporate executives do not want changes that would compel transparency and severely penalize those who circumvent the honest reporting of financial data. They want to be able to report profits, whether their corporation actually has generated them or not, so their tenure remains secure. They want their corporations to loan them money. They want huge bundles of stock options without accounting for those options as a corporate expense. They want to manipulate stock prices, so that they can reap windfall profits from these options. The powerful accounting lobby does not want to see changes either, since the majority of their revenue comes from consulting, not accounting. They love doing what Vice President Cheney called, in terms cited earlier, giving advice "over and above the normal by-the-books audit arrangement." That, after all, is where their largest profits lie. President Bush and Vice President Cheney, ever mindful of campaign contributions from rich and powerful corporate executives, ever mindful of their circle of friends the wheelers and dealers and "captains of industry," ever mindful of their own past practices, are themselves in no hurry to see significant changes made. None of this will stop the President, or the accountants, or the CEOs of multinational corporations, from demanding that developing nations adhere rigidly to the highest standards of accountability and transparency. The IMF will continue to do their bidding. One could call it greed. Or dishonesty. Or hypocrisy. Whatever it is, it is the current condition of the executive suites of government and business in America. Huck Gutman is a columnist for the Statesman, Kolkata. He teaches at the University of Vermont and is the author, with Congressman Bernie Sanders, of Outsider in the House {Verso]. |
http://www.commondreams.org/views02/0712-02.htm
