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A $500M ETF will be next big launch in tax-busting trend

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A Missouri-based wealth manager is poised to join the small but growing list of firms who have flipped assets into exchange-traded funds to help investors slash their tax bills, prepping one of the largest launches of its kind.

Hill Investment Group is planning a February debut for the Longview Advantage ETF (ticker EBI), which will start trading with an estimated $500 million of assets. Those have been raised mostly from a long list of investors, each of whom is handing securities they already own to the fund in exchange for shares in the new pooled vehicle. 

That mechanism effectively lets them offload appreciated investments without incurring capital-gains tax. It’s a playbook seen a few times in the $10.6 trillion U.S. ETF industry, but EBI is among the first funds open to investors beyond its manager’s existing client base.

The expected size of the launch is a measure of how much demand exists for such an offering, with many American investors itching to rebalance portfolios after years of runaway stock gains.

“Someone who’s had a run-up in some individual security or ETF and they feel trapped — they can’t do anything about it easily without paying a huge tax,” Matt Hall, co-founder of HIG, said from St. Louis, Missouri. “To be able to get diversification and defer the taxes — for us, it’s the best financial planning idea we’re bringing to certain clients in 2025.”

So-called 351 conversions, which are named after the section of the tax code that applies, take advantage of the fact that ETFs can flush out appreciated stocks without triggering a capital gains bill. The process allows an investor to keep cash invested but reorder their portfolio, with a payment to the Internal Revenue Service only due when they finally sell out altogether. 

The tax break bears some resemblance to 1031 exchanges that let investors buy and sell properties without paying taxes, or “exchange funds” that pool together various individuals’ holdings into a partnership. The ETF structure has the benefit of being liquid as soon as it’s listed, though the stocks used to seed it can’t be too concentrated.

HIG, which oversees about $1.1 billion, hails from a cohort of financial advisers that favor investing based on academic research. Under Matt Zenz, a portfolio manager formerly at Dimensional Fund Advisors, EBI will systematically pick stocks with lower valuations and higher profitability — characteristics that have been documented to predict long-term outperformance. 

After a planned February 25 listing, the fund will take about a month to rebalance into its intended portfolio, Hall said. He estimated that HIG clients will account for roughly 40% of the ETF’s seeded assets, with the rest coming from about 15 financial advisors or family offices who are each expected to contribute at least $15 million. 

Cambria Investment Management’s TAX fund is thought to have been the first ETF to execute a 351 conversion for an investor base beyond the manager’s clients. It launched in December with about $27 million. 

While the demand for such conversions is strong, the complexity of the whole process will slow the pipeline, according to Hall. 

“The administrative lift and coordinating the logistics between other firms or even individual investors — that’s going to be the sticking point for other people who go down this path,” he said.

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Andersen plans IPO | Accounting Today

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Andersen Group, the resurrected version of the former accounting giant Arthur Andersen, has made plans to go public, submitting a draft registration statement on Form S-1 with the Securities and Exchange Commission.

The firm said Monday the registration relates to a proposed initial public offering of its common stock. But the number of shares to be offered and price range for the proposed offering have not yet been determined. The IPO is expected to take place after the SEC completes its review process, subject to market and other conditions, according to Andersen.

In February, Andersen announced plans to revive the Andersen Consulting brand that split off from Arthur Andersen in 2000 and eventually became Accenture. The original Arthur Andersen collapsed in the early 2000s amid a wave of accounting scandals involving audit clients like Enron and WorldCom. A group of former Arthur Andersen partners revived the Andersen brand as a tax-only firm in 2014 known as Andersen Tax. The firm quickly expanded with member firms around the world and added legal and valuation services, but has steered clear of auditing. 

It was originally known as WTAS (short for Wealth and Tax Advisory Services USA Inc.), which was founded in 2002 by CEO Mark Vorsatz and 22 former Arthur Andersen partners. Vorsatz renamed the firm Andersen Tax in 2014 after acquiring the trademarks and copyrights from Arthur Andersen LLP and Andersen Worldwide, and has since grown the network worldwide.

Andersen Global now has over 19,000 professionals worldwide and a presence in over 500 locations through its member firms and collaborating firms. In the U.S., Andersen has more than 2,000 people in 24 cities across the country.

Andersen Consulting will be offering services such as human capital management, cybersecurity, business transformation, strategy, technology, artificial intelligence and sustainability. Existing consulting clients include Abbott, BMW, Cisco, Heineken, IKEA, ING, LEGO, Mercedes-Benz, Michelin, Microsoft, Pizza Hut/Sapphire, T-Mobile and Toyota.

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Firm sues BDO Alliance after ouster

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Semple, Marchal & Cooper LLP, a Phoenix-based firm that took over the audits of Trump Media & Technology Group last year, has filed suit against the BDO Alliance and its chairman after it was ejected from the alliance following an angry phone call.

The firm’s lawsuit alleges it was kicked out of the alliance because it took on Trump Media as a client, a contention the BDO Alliance denies.

Trump Media, the parent company of the Truth Social network founded by Donald Trump, replaced its auditor last May after the Securities and Exchange Commission shut down its former auditing firm, BF Borgers, accusing it of massive fraud and fining it $14 million. Trump Media named Semple, Marchal & Cooper as its new auditing firm, even though the firm was relatively small, only had seven people listed on its website and did just a handful of public audits.

SM&C has been a member of the BDO Alliance for 30-plus years and was a founding member in 1994, according to a lawsuit it filed in March in an Arizona court, and over that time has paid more than $2 million in fees. There was only a brief hiatus in the firm’s membership in the alliance during that time due to a conflict of interest that the firm says has since been resolved. One of its founding partners, Robert Semple, has also been a member of the Alliance Partners’ Advisory Council for approximately 10 years. The firm has remained in good standing, at least until June of last year.

The firm’s lawsuit claims that after news reports began to circulate last May that Semple, Marchal & Cooper was Trump Media’s new auditing firm, the firm’s director of assurance services, senior partner Steven Marchal, received a phone call from Michael Horwitz, executive director of the BDO Alliance, in which Horwitz questioned the firm’s decision to take on Trump Media as a client, and asked why it didn’t alert the alliance in advance.

The suit further alleges that Horwitz threatened to kick SM&C out of the alliance if it didn’t resign from the audit, and claims that after the firm refused, it received a letter from the alliance dated May 31, 2024, with an effective date of June 30, 2024, that terminated the firm’s membership.

The BDO Alliance strongly disputes the allegation.

“The allegations in the complaint are frivolous and lack any foundation in the reality of why BDO Alliance USA chose to exercise its right to sever its relationship with the plaintiff,” it wrote in a statement to Accounting Today. “While members are independent firms charged with their own professional decision-making, BDO Alliance USA has the rarely used right to sever that relationship when quality and other issues are present. Plaintiff’s effort to distort the decision to sever the relationship will be vigorously defended in the judicial process.”

SM&C’s suit claims that the termination of the firm’s membership in the alliance has created the false and misleading implication that it happened either because somehow its independence as an auditor had been compromised by its political affiliation or because of some other supposed misconduct. But the firm asserts it has not compromised its independence nor engaged in any misconduct. Instead it says the alliance wanted it to compromise its independence by allowing political views to “infect” its role as an auditor of a publicly traded company.

Semple, Marchal & Cooper declined further comment beyond the lawsuit.

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PCAOB posts inspection report datasets

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The Public Company Accounting Oversight Board posted new downloadable datasets related to PCAOB inspection reports.

The datasets contain multiple years of information related to PCAOB inspections findings. This information was previously only available in the individual PDF versions of firm inspection reports. 

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“PCAOB inspection reports have always been a data-rich resource for investors and others,” PCAOB chair Erica Williams said in a statement. “With the release of these downloadable datasets, we are continuing our efforts to drive audit quality by increasing transparency.”

The two new datasets contain information from Part I.A and Part I.B of inspection reports for use in different applications, platforms or systems. Year-by-year information included goes back to 2018 for annually-inspected firms and 2019 for triennially-inspected firms and will be updated on a quarterly basis in the future. 

Part I.A of inspection reports discusses deficiencies where the PCAOB deemed a firm had not obtained appropriate audit evidence to support its opinion. The Part I.A dataset provides the entire description of each deficiency as well as relevant attributes. 

Part I.B of inspection reports discusses instances of noncompliance with PCAOB standards or rules that do not relate directly to the sufficiency or appropriateness of the evidence, such as critical audit matters and Form AP. The Part I.B dataset provides the entire description of each deficiency and the auditing standard related to the deficiency.

The PCAOB also enhanced the downloadable dataset that is focused on firm-level information for over 4,000 published inspection reports, first released in July 2023. 

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