CPAs Serving as Outside Directors—What You Can Offer and How to Find the Opportunities

CPAs Serving as Outside Directors—What You Can Offer and How to Find the Opportunities

Source: Journal of Accountancy

 

Serving on boards can be among the most interesting challenges of your career. Many CPAs are interested but don’t know how to get invited to serve. Here are some suggestions:

 

  • Contact people you know who already serve on boards. Let them know of your interest.
  • Contact executive search firms.
  • Contact organizations such as the AICPA, Financial Executives International, National Association of Corporate Directors, and others, which maintain registries of CPAs interested in serving on boards.
  • Engage in networking activities with investment bankers, lawyers, other professionals, and colleagues. 

When an opportunity presents itself, be sure to:

 

  • Meet with company officers and board members to determine whether they have a genuine interest in you, and whether you will feel comfortable working with them.
  • Meet with the audit firm’s engagement partner to learn about the company’s accounting customs.
  • Determine the adequacy of insurance coverage and indemnification provisions.
  • Determine that you have no conflicts of interest.
  • Learn everything you can about the company. Search the Internet, read the 10-K, proxy statement, and analysts’ reports. 

Consider your strengths and experience to determine how you can contribute:

 

  • Experience in testing for compliance with regulations is an important aspect of corporate governance.
  • The ability to analyze financial effects of significant company transactions and contractual events is important as well.
  • Familiarity with CPA ethical standards is helpful in understanding the importance of ethics in corporate governance.
  • Your training and experience will qualify you to serve or chair the audit committee, which is responsible for overseeing the company’s financial reporting, and for engaging and compensating the audit firm.
  • You should be effective in helping the company with internal controls for financial reports.

Sarbanes-Oxley requires that a financial expert serve on the audit committee. The expert should understand GAAP and internal controls, and should be experienced in dealing with the company’s financial statements and relevant accounting issues.

 

From Journal of Accountancy, October 2005. For the complete article, click on the following link: http://www.aicpa.org/pubs/jofa/oct2005/whatsnext.htm#Take.