1666 K Street, N.W.
Washington, DC 20006
Telephone: (202) 207-9100
Facsimile: (202) 862-8433
Inspection of
Ernst & Young Han Young
(Headquartered in Seoul, Republic of Korea)
Issued by the
Public Company Accounting Oversight Board
April 29, 2011
PCAOB RELEASE NO. 104-2011-145
PCAOB Release No. 104-2011-145
Notes Concerning this Report
1. Portions of this report may describe deficiencies or potential deficiencies in the systems,
policies, procedures, practices, or conduct of the firm that is the subject of this report.
The express inclusion of certain deficiencies and potential deficiencies, however, should
not be construed to support any negative inference that any other aspect of the firm's
systems, policies, procedures, practices, or conduct is approved or condoned by the
Board or judged by the Board to comply with laws, rules, and professional standards.
2. Any references in this report to violations or potential violations of law, rules, or
professional standards should be understood in the supervisory context in which this
report was prepared. Any such references are not a result of an adversarial adjudicative
process and do not constitute conclusive findings of fact or of violations for purposes of
imposing legal liability. Similarly, any description herein of a firm's cooperation in
addressing issues constructively should not be construed, and is not construed by the
Board, as an admission, for purposes of potential legal liability, of any violation.
3. Board inspections encompass, among other things, whether the firm has failed to
identify financial statement misstatements, including failures to comply with Securities
and Exchange Commission ("SEC" or "Commission") disclosure requirements, in its
audits of financial statements. This report's descriptions of any such auditing failures
necessarily involve descriptions of the apparent misstatements or disclosure departures.
The Board, however, has no authority to prescribe the form or content of an issuer's
financial statements. That authority, and the authority to make binding determinations
concerning whether an issuer's financial statements are misstated or fail to comply with
Commission disclosure requirements, rests with the Commission. Any description, in
this report, of financial statement misstatements or failures to comply with Commission
disclosure requirements should not be understood as an indication that the Commission
has considered or made any determination regarding these issues unless otherwise
expressly stated.
PCAOB Release No. 104-2011-145
INSPECTION OF ERNST & YOUNG HAN YOUNG
The Public Company Accounting Oversight Board ("PCAOB" or "the Board") has
conducted an inspection of the registered public accounting firm Ernst & Young Han
Young ("the Firm"). The Board is issuing this report of that inspection in accordance
with the requirements of the Sarbanes-Oxley Act of 2002 ("the Act").
The Act restricts the Board from publicly disclosing portions of an inspection
report that discuss certain types of deficiencies or certain other nonpublic information.1/
Because the inspection did not identify instances of such deficiencies, and because the
report does not otherwise disclose protected information, the Board is making the entire
report available to the public.
1/ The Board has elsewhere described in detail its approach to making
inspection-related information publicly available consistent with legal restrictions. See
Statement Concerning the Issuance of Inspection Reports, PCAOB Release No. 104-2004-001 (August 26, 2004).
PCAOB Release No. 104-2011-145
Inspection of Ernst & Young Han Young
April 29, 2011
Page 2
PART I
INSPECTION PROCEDURES AND CERTAIN OBSERVATIONS
Members of the Board's inspection staff ("the inspection team") conducted
primary procedures for the inspection from July 7, 2009 to July 17, 2009.2/ These
procedures were tailored to the nature of the Firm, certain aspects of which the
inspection team understood at the outset of the inspection to be as follows:
Number of offices
Ownership structure
Number of partners
Number of professional staff3/
Number of issuer audit clients4/
2 (Busan and Seoul, Republic of Korea)
Limited liability company
61
704
None
Number of
other issuer audits in 28
5/
which the Firm plays a role
2/ The Board's inspection was conducted in cooperation with the Financial
Supervisory Service of Korea.
"Professional staff" includes all personnel of the Firm, except partners or
shareholders and administrative support personnel. The number of partners and
professional staff is provided here as an indication of the size of the Firm, and does not
necessarily represent the number of the Firm's professionals who participate in audits of
issuers or are "associated persons" (as defined in the Act) of the Firm.
3/ The number of issuer audit clients shown here is based on the Firm's self-reporting and the inspection team's review of certain information for inspection planning
purposes. It does not reflect any Board determination concerning which, or how many,
of the Firm's audit clients are "issuers" as defined in the Act. In some circumstances, a
Board inspection may include a review of a firm's audit of financial statements of an
issuer that ceased to be an audit client before the inspection, and any such former
clients are not included in the number shown here.
4/The number of other issuer audits encompasses audit work performed by
the Firm in engagements for which the Firm was not the principal auditor, including
5/
PCAOB Release No. 104-2011-145
Inspection of Ernst & Young Han Young
April 29, 2011
Page 3
Board inspections are designed to identify and address weaknesses and
deficiencies related to how a firm conducts audit work.6/ To achieve that goal, Board
inspections include reviews of certain aspects of selected audit work performed by the
firm and reviews of other matters related to the firm's quality control system.
In the course of reviewing aspects of selected audit work, an inspection may
identify ways in which particular audit work is deficient, including failures by the firm to
identify, or to address appropriately, departures from U.S. Generally Accepted
Accounting Principles ("GAAP"), or, as applicable, International Financial Reporting
Standards as issued by the International Accounting Standards Board ("IFRS").7/ It is
not the purpose of an inspection, however, to review all of a firm's audit work or to
identify every respect in which an audit performed by the firm, or in which the firm
played a role, is deficient. Accordingly, a Board inspection report should not be
understood to provide any assurance that the firm's audit work, or the relevant issuer
financial statements, are free of any deficiencies not specifically described in an
inspection report.
A. Review of Audit Engagements
The inspection procedures included a review of aspects of the Firm's audit work
on two issuer audit engagements in which it played a role but was not the principal
auditor. The scope of this review was determined according to the Board's criteria, and
the Firm was not allowed an opportunity to limit or influence the scope. This review did
not identify any audit performance issues that, in the inspection team's view, resulted in
audits, if any, in which the Firm plays a substantial role as defined in PCAOB Rule
1001(p)(ii).
6/ This focus necessarily carries through to reports on inspections and,
accordingly, Board inspection reports are not intended to serve as balanced report
cards or overall rating tools.
7/ When it comes to the Board's attention that an issuer's financial
statements appear not to present fairly, in a material respect, the financial position,
results of operations, or cash flows of the issuer in conformity with GAAP or IFRS, the
Board's practice is to report that information to the SEC, which has jurisdiction to
determine proper accounting in issuers' financial statements.
PCAOB Release No. 104-2011-145
Inspection of Ernst & Young Han Young
April 29, 2011
Page 4
the Firm failing to obtain sufficient competent evidential matter to fulfill the objectives of
its role in the engagements.
B. Review of Quality Control System
In addition to evaluating the quality of the audit work performed, the inspection
included review of certain of the Firm's practices, policies, and procedures related to
audit quality. This review addressed practices, policies, and procedures concerning
audit performance and the following eight functional areas (1) tone at the top; (2)
practices for partner evaluation, compensation, admission, assignment of
responsibilities, and disciplinary actions; (3) independence implications of non-audit
services; business ventures, alliances, and arrangements; personal financial interests;
and commissions and contingent fees; (4) practices for client acceptance and retention;
(5) practices for consultations on accounting, auditing, and SEC matters; (6) the Firm's
internal inspection program; (7) practices for establishment and communication of audit
policies, procedures, and methodologies, including training; and (8) the supervision by
the Firm's audit engagement teams of the work performed by foreign affiliates. The
inspection team did not identify anything that it considered to be a quality control defect
that warrants discussion in a Board inspection report.
END OF PART I
PCAOB Release No. 104-2011-145
Inspection of Ernst & Young Han Young
April 29, 2011
Page 5
PART II
RESPONSE OF THE FIRM TO DRAFT INSPECTION REPORT
Pursuant to section 104(f) of the Act, 15 U.S.C. § 7214(f), and PCAOB Rule
4007(a), the Firm provided a written response to a draft of this report. Pursuant to
section 104(f) of the Act and PCAOB Rule 4007(b), the Firm's response, minus any
portion granted confidential treatment, is attached hereto and made part of this final
inspection report.
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