Transcription of INTERNAL CONTROL OVER FINANCIAL REPORTING (ICFR)
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INTERNAL CONTROL OVER FINANCIAL REPORTING (ICFR)
A LAY P E R S O N S GUIDE TO INTERNAL CONTROL over FINANCIAL REPORTING (ICFR) Prepared by Kayla J. Gillan, Member of the Public Company Accounting Oversight Board For The Council of Institutional Investors Annual Spring Meeting March 31, 2006 The views expressed in this document are those of the author s, and do not necessarily reflect the position of the PCAOB, its other Board members, or its staff. i TABLE OF CONTENTS Page WHAT IS INTERNAL CONTROL over FINANCIAL REPORTING (ICFR)? 1 WHAT IS A MATERIAL WEAKNESS IN ICFR? 2 WHAT DOES IT MEAN FOR A COMPANY TO HAVE A CLEAN AUDIT OF ITS FINANCIAL STATEMENTS, BUT DISCLOSE ONE OR MORE MATERIAL WEAKNESSES IN ICFR?
own assessment of the effectiveness of these controls. Second, under §302 of the Act, certain corporate officers must (among other things) accept responsibility (as evidenced by individual signatures) for the content of the company’s annual §404(a) report. US-domiciled companies with public float over $75 million (also known
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