C. may only be indemnified upon the approval of an independent legal counsel.
D. cannot be indemnified under any circumstances.
Answer:
Winslow Manufacturing sought a loan from National Lending Corporation. In
connection with the loan application, National required that Winslow submit certain
audited financial statements. Winslow had an audit performed by an independent CPA,
who submitted his report to Winslow under the presumption that his report was to be
used solely for the purpose of negotiating a loan from National. After National rejected
Winslow’s loan application, Winslow submitted the CPA’s report to other lenders in
connection with its loan applications with them. It was subsequently learned that the
CPA, despite the exercise of reasonable care, had failed to discover a sophisticated
embezzlement scheme by Winslow’s chief accountant. Under these circumstances, the
CPA is:
A. liable to any creditor who extended a loan to Winslow.
B. liable to Winslow to return the audit fee because credit was not extended by
National.
C. liable to Winslow for any losses Winslow suffered as a result of the CPA’s failure to
discover the embezzlement.
D. not liable to any of the parties.
Answer: