Which of the following is the best defense auditors can assert in a suit for common law
fraud based on their unqualified opinion on materially misstated financial statements?
A. Contributory negligence on the part of the client
B. A disclaimer contained in the engagement letter
C. Lack of privity
D. Lack of scienter
While conducting an audit, Larson Associates, CPAs, failed to detect material
misstatements included in its client’s financial statements. Larson’s unqualified opinion
was included with the financial statements in a registration statement and prospectus for
a public offering of securities made by the client. Larson knew that its opinion and the
financial statements would be used for this purpose. Which of the following statements
is correct with regard to a suit against Larson and the client by a purchaser of the
securities under section 11 of the Securities Act of 1933?
A. The purchaser must prove that Larson failed to conduct the audit in accordance with
generally accepted auditing standards.
B. The purchaser must prove that Larson knew of the material misstatements.
C. Larson will not be liable if it had reasonable grounds to believe the financial
statements were accurate.
D. Larson will not be liable if the purchaser did not rely on the financial statements.