Financial Fraud Prevention and Detection: Governance and Effective Practices

Praise for Financial Fraud Prevention and Detection "This book talks about financial fraud—the corporate environment that causes it, how it spreads, the kind of crises it can create for a company, and the best ways to deal with them. With its fast pace and lively style, it will reward any reader with an interest in the integrity of financial reporting." —Mario M. Cuomo, Former Governor, State of New York "Savvy investors as well as CEOs and directors of both public and private companies should read and keep close to their desks Michael Young's riveting words on how to detect and prevent fraud. This is an important book, which is readable and action oriented." —Arthur Levitt, Former Chairman, Securities and Exchange Commission "Michael Young's new book Financial Fraud Prevention and Detection is a must-read for anyone involved at a senior level in the financial reporting process at public companies, including CEOs and CFOs, audit committee and board members, internal and external auditors, and inside and outside legal counsel. It captures in an understandable, practical, and useful way his accumulated knowledge on preventing, detecting, and dealing with financial fraud. It will serve as an invaluable resource and handbook on this important topic." —Robert H. Herz, Former Chairman, Financial Accounting Standards Board "If you want to understand the why's and wherefore's of fraudulent financial reporting, Michael Young's latest book is the one to read. Whether you are a corporate executive, director, accountant, securities lawyer, investor or just someone who deals regularly with financial statements, this book will walk you through the beginning stages of cooked books, the events that allow cooked books to flourish, and the fallout that occurs when the fraudulent activity is exposed. Mr. Young deals with the problem from a very practical standpoint, which makes his book even more valuable—it's mandatory reading." —James C. Treadway, Chairman, National Commission on Fraudulent Financial Reporting "Financial fraud, unfortunately, will always be with us, but we can arm ourselves to understand how to deter and detect the motivations that lead to fraud and the clues around us. In this book, Michael Young provides an outstanding road map for understanding the players, the regulators, the environments, and the tools available to protect financial assets. I highly recommend this book to anyone with an interest in fraud deterrence and detection." —Michele Hooper, President and CEO, The Directors' Council; board member, National Association of Corporate Directors

Preface ix Acknowledgments xi Table of Exhibits xiii PART I: ORIGIN Chapter 1: The Origin of Financial Fraud 3 Chapter 2: The Path to Corruption 19 PART II: PREVENTION Chapter 3: From Treadway to Sarbanes–Oxley 41 Chapter 4: The Sarbanes–Oxley Act 59 Chapter 5: The Audit Committee 81 Chapter 6: In the Crosshairs: The Chief Executive Of‰ cer 121 PART III: DETECTION Chapter 7: Detection and Its Aftermath 133 Chapter 8: Investigating Financial Fraud: Objectives and Approach 149 Chapter 9: Finding the False Numbers 161 Chapter 10: Getting a New Audit Report on the Financial Statements 175 Chapter 11: The Securities and Exchange Commission 203 Chapter 12: Criminal Investigations 223 Chapter 13: Class Action Lawsuits 245 PART IV: THE FUTURE Chapter 14: The Future of Financial Reporting 265 About the Author 279 Index 281

MICHAEL R. YOUNG is an internationally recognized expert on the causes and prevention of fraudulent financial reporting. He is the author of the Financial Reporting Handbook and Accounting Irregularities and Financial Fraud and has been recognized by Accounting Today as one of the top 100 most influential people in accounting. Young speaks throughout the country on financial reporting issues and has appeared on Fox Business, CNBC, CNN, and BNN (Canada). He lives in New York City and is a partner of Willkie Farr & Gallagher LLP where he chairs the firm's securities litigation and enforcement practice.