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CBIZ CPAs readjusts after Marcum acquisition

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CBIZ and Mayer Hoffman McCann had been operating under an alternative practice structure long before many other firms began adopting one, but the acquisition last year of Marcum LLP prompted a name change and a number of adjustments.

Last July, Cleveland-based CBIZ announced it would be acquiring New York-based Marcum in a $2.3 billion megadeal between two Top 25 Firms. CBIZ is a publicly traded company, but has been affiliated with the CPA firm Mayer Hoffman McCann in an alternative practice structure since 1998. MHM spun off its tax and consulting practice that year and merged it with Century Business Services Inc., which became known as CBIZ Inc., while the audit practice retained the Mayer Hoffman McCann name and was often referred to as CBIZ MHM. Last August, after acquiring Marcum, Mayer Hoffman McCann P.C. announced it was changing its name to CBIZ CPAs P.C. In part, the change was made to reflect the practice of other firms that have more recently begun to operate in an alternative practice structure after receiving investments from private equity firms. EisnerAmper, for example, split its attest and non-attest sides in 2021 after receiving an investment from TowerBrook Capital Partners and called the non-attest side Eisner Advisory Group.

“Obviously the alternative practice structure has had a greater visibility with the private equity acquisitions of firms,” said Andrew Gragnani, president of CBIZ CPAs P.C. “We had been in an alternative practice structure with CBIZ now for about 25 years, and there were not many players in this arena. And now there are a number of players, so the alternative practice structure has received a fair amount of commentary from the SEC.”

CBIZ MHM decided to change the name of the auditing firm in the wake of the Marcum acquisition. “The reason why we made the change was in conjunction with the Marcum transaction,” said Gragnani. “As we looked at the landscape of firms that were in an alternative practice structure, and there was some confusion in the marketplace regarding the naming convention of Mayer Hoffman McCann, which had been in place for 25 years, we felt to better align ourselves with CBIZ that a name change was necessary. We had to execute those name changes in the 51 jurisdictions in the United States. And then upon closing the Marcum transaction, this was even more of a significant decision for us, to further reduce confusion in the marketplace with Marcum. It’s been very well received internally and externally. We’re excited about the alignment that we have, and we can be very clear in terms of how we continue to be an alternative practice structure, and how we are aligned or affiliated or work together with CBIZ to service clients together.”

The move may also help ensure compliance with the Public Company Accounting Oversight Board’s new quality control standard, QC 1000, which the Securities and Exchange Commission approved last year.

“As it relates to the QC 1000 standard, in an attest-only firm like ourselves, that puts an even greater emphasis on the APS structure, and ensuring that not only do we comply with all those state licensing requirements, but that we meet the requirements of QC 1000,” said Gragnani. “We have, since the Marcum transaction, changed our organizational structure to what we believe meet the requirements. We have already engaged in discussions with the PCAOB regarding what it is we are doing with respect to QC 1000. That’s part of their outreach program. We are trying to ready ourselves for this, as now with our Marcum transaction, we will have over 200 issuer clients, so this is a significant initiative on our part. We have dedicated individuals that are charged with the execution of this so that we could be ready by the implementation date.”

The SEC has independence requirements for auditors, and state licensing boards generally require independence of a CPA firm from a publicly traded company. There are also rules for alternative practice structures from the American Institute of CPAs, which the AICPA is considering revising in light of the increase of private equity investment in recent years. Earlier this month, the AICPA announced that its Professional Ethics Executive Committee has set up a group known as the Alternative Practice Structures Task Force that has already reached some preliminary conclusions about revisions to the independence rules.

CBIZ has been informally providing advice to other firms that have more recently begun operating in an alternative practice structure. “We’ve been doing this for such a long time, and we have a lot of experience,” said Gragnani. “One of the takeaways is there’s uncertainty with respect to what happens with private equity-owned firms, in terms of the exit strategy of the PE firm. CBIZ has been in this for 25 years. We know what we’re going to be doing for the next 25-plus years. We’re not going to be changing. At least, I don’t believe CBIZ will be changing its structure. We have been engaging with other firms to kind of ‘information share,’ if you will. I think the biggest areas are independence and legal that would be applicable to the other firms to ensure that there is appropriate personnel on the CPA firm side to provide the necessary support and guidance that a CPA firm needs.”

The Marcum deal brought with it some separate issues with the SEC and the PCAOB, which had fined Marcum a total of $13 million in 2023 for its audits of special purpose acquisition companies, while requiring it to make functional changes to its supervisory structure related to the firm’s quality control system. 

“Obviously they had done some SPAC work before,” said Gragnani. “There were a handful of clients there.”

CBIZ is working to improve on the audit work that had been done for Marcum’s SPAC clients, even though it had previously exited that business. “We’re going through the process of completing all those year-end audits,” said Gragnani. “And this is a space that we had previously decided to exit from because we did not have the appropriate scale to operate, in our view, in a manner that you could justify the risk and the reward, but obviously, with Marcum having a considerable and sizable practice, we’re committed to the practice, and we’re going through that process of working with the Marcum engagement teams to not only complete those engagements, but then to go forward with those with clients.”

Some new clients are in two other risky industries, cannabis and cryptocurrency, which will be new niches for CBIZ. “Prior to the Marcum transaction, we had not been in those spaces,” said Gragnani. “But with this transaction, there is some traction in certain of those markets.”

However, CBIZ won’t be inheriting any of the clients from Asia that Marcum had been building since its merger with Bernstein & Pinchuk in 2010, which a decade later led to trouble for Marcum with the PCAOB. Marcum Asia was not included in the acquisition by CBIZ, Gragnani pointed out. “Marcum Asia was not part of our transaction, so anything that related to that, we do not need to consider or have any type of responsibility for,” he said.

While it won’t be taking on Marcum’s clients in Asia, CBIZ does have a unit in India known as BINDZ that does offshoring and outsourcing and is expanding to South Africa and the Philippines as well. CBIZ sees offshoring as a necessity given the dwindling supply of accountants in  the U.S. 

“We have seen a declining number of individuals taking the CPA exam, coming into our profession,” said Gragnani. “And with the growing aging of our profession as well, there’s a need to find alternative sources to service our clients. This is an initiative that CBIZ has encountered, and as part of our relationship with them, in our alternative practice structure, we would be utilizing those resources to perform and conduct attest work.”

He anticipates the offshoring group will provide support for other functions in the organization as well. CBIZ is also evaluating the use of artificial intelligence, but probably not for audits. 

“It’s difficult to utilize it to support audit conclusions,” said Gragnani. “We’re evaluating a number of different matters. It’s not been fully embraced in our methodology that we could say that it’s generating significant efficiencies in the audit process, but that’s obviously something that we’re all looking at.”

He’s unsure what other acquisitions and mergers might be in the future for CBIZ CPAs and CBIZ Inc., but more deals are likely to happen in the future. 

“We work with CBIZ on these transactions,” said Gragnani. “As the attest-only firm, we acquire the attest assets of any entity, so we continue to work with CBIZ, and to the extent that there is something we would evaluate that from our ability to execute it.”

It’s unclear which industry niches and services might be acquisition targets. “Right now, we’ve got a pretty wide industry expertise, and we’re trying to work with CBIZ to identify national leaders, but we’ve got deep expertise in a number of different ones,” said Gragnani. “We’re trying to work through exactly how that strategy aligns with CBIZ’s strategy so that from a go to market [perspective], we are aligned. Obviously, from an attest standpoint, we have been pretty widely dispersed without significant concentrations in a particular industry. I think, with the Marcum transaction, we now have a whole host of other industries that we can explore and determine once we evaluate market opportunities. We should be able to gain further traction in the ones that we determine make the most sense from a risk/reward standpoint.”

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Accounting

Tariffs collide with taxes in Trump bill

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The tax reconciliation bill making its way through Congress is expected to add trillions of dollars to the national debt, but the Trump administration hopes to offset the cost through income from tariffs. Accountants are helping worried companies deal with the possible fallout.

“Obviously, tariffs create a lot of uncertainty,” said Tom Alongi, a partner and U.S. national manufacturing practice leader at UHY, a Top 50 Firm based in Farmington Hills, Michigan. “But with uncertainty for U.S. manufacturers, it creates a lot of opportunity. And for those that are contract manufacturers that use a lot of offshoring, it creates a tremendous amount of angst, especially among the auto industry that really over the last three decades has turned into a global supply chain as we’ve been in a race to the bottom to reduce costs.”

UHY has been helping CFOs deal with the changing tariff policies coming out of the White House. “A lot of companies don’t even realize how deep some of their supply chain and where some of their raw material and purchased components ultimately originate,” said Alongi. 

That involves quantifying the impact, understanding the origin of components and raw materials, and where that fits in the Harmonized System that’s administered by the International Trade Administration, making sure everything is classified correctly. 

The Trump administration hopes to convince more companies to relocate their manufacturing operations to the U.S. But companies are also looking at changing their sourcing to other countries if they’ve been relying too heavily on Chinese-made supplies amid the ever-changing tariff pronouncements.

“That uncertainty does create challenges within our clients of allocation of capital,” said Alongi. “Do I make big bets to transition if I have a huge amount of risk that is isolated in a certain country? What do we potentially do to mitigate that risk?”

Auto manufacturers need to look at the proposed changes to tax credits in the tax bill, including reductions in electric vehicle tax credits and other tax incentives for renewable energy.

“I always knew that it is a great alternative source that fits certain consumers, but I never believed that it was going to take over the world,” said Alongi, who has been driving an EV for over seven years. “The tax credits create a behavior, and they incentivize people to drive electric.” 

The shortcomings in the national infrastructure for charging EV batteries disincentivize broader takeup, and the disappearance of the tax credits would make the vehicles even less affordable.

CBIZ, a Top 10 Firm based in Cleveland, launched an Integrated Tariff Solutions program earlier this month for its clients nationwide, offering support across finance, operations, supply chain strategy, tax and compliance. 

“Like so many other middle-market companies, certainly the larger companies, in this environment, there’s more demand for advice on mitigating exposure,” said Mark Baran, managing director of CBIZ’s National Tax Office. “Tariffs have been relatively low for a long time, and now the supply chain, pricing, vendor relationships and locations of where goods are manufactured need a fresh look.”

Different industries are looking for help, including manufacturing, construction and import. “They’re really looking at how to mitigate these costs, which don’t appear to be slowing down,” said Baran. “It could be temporary, but it’s not right now. So we have developed a number of different avenues to assist our clients, whether it’s evaluating inventory and how to properly account for inventory, whether it’s seeking to help them find locations in the U.S. if they want to bring their manufacturing back to the U.S. and do that in a tax efficient manner. We’re looking at intercompany transactions and layering transfer pricing concepts onto customs, seeing if we could help with savings in that regard. Depending upon what a client does and their structure, there’s probably a number of ways you can tackle tariffs and get ahead of it. “

Customs valuations are important. “It’s really ensuring that you have an accurate customs valuation, and oftentimes that wasn’t looked at accurately, and there are savings that can result from that,” said Baran. “These are considered an intercompany framework, oftentimes on the businesses that are most impacted by this. Looking at that structure is another way of doing this, not just not just transfer pricing, but location-based analysis. It’s taking what has been decades of international tax knowledge and layering on customs, and that’s providing a framework that’s been tested and works and is valuable.”

Baran has also been keeping a close eye on developments with the overall tax legislation. House Republicans have come under pressure from President Trump to finalize the bill this week, but that won’t be the end of the story. “What’s waiting for them at the Senate tells me that this bill may not look the same because there’s already opposition from the Senate, and the Senate has a lot of rules that they need to follow,” said Baran. “The Senate has concerns, and the Senate instructions in the budget reconciliation concurrent resolution are very different than the House, so you may have a House and a Senate that’s producing two completely different bills. While it’s nice to report and discuss all of the changes that are coming out of the House, I think people should just keep in mind that the Senate is next, and do not assume that they will follow suit. So the ultimate bill that’s eventually produced is going to look a lot different than it does now.”

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Accounting

Fastest-growing accounting firms spend double on marketing

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The fastest-growing accounting firms spend twice as much on their marketing budget than all other firms, according to a new study.

The Association for Accounting Marketing, in collaboration with the Hinge Research Institute, surveyed over 87 firms — representing 1,037 offices and 66,000 employees — about the drivers behind the marketing performance of the fastest-growing firms. 

High-growth firms invest two-thirds more in employer branding and recruiting, and they budget more for conferences and events, the data found. 

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When it comes to marketing budgets, the fastest-growing firms spent 2.1% of their revenue versus low-growth firms, which spent 1%. Some of that money is invested in marketing teams. High-growth firms have a higher ratio of marketing staff to full-time equivalents (1:49) compared to other firms (1:57). However, the average salary of a high-growth firm team member is 27% less than at the slowest-growing firms. 

“When it comes to marketing, the accounting industry tends to be risk averse and invests less than most other professional services industries,” Liz Harr, managing partner at Hinge, said in a statement. “But the data shows that those that spend more on marketing are getting superior results.”

High-growth firms also spend 66% more on recruiting talent and developing their employer brands — the reputation, culture, employee experiences and marketing that entices potential hires to choose their firm over another — than low-growth firms. 

(Read more: “The 2025 Fastest-Growing Firms”)

Finally, the fastest-growing firms spend 21% more of their marketing budget on conferences and other in-person events than their peers, with high-growth firms allocating 30% of their budget versus low-growth firms allocating 25%. 

“Today’s high-performing accounting firms are taking a somewhat more balanced approach to marketing,” AAM president Laura Metz said in a statement. “Digital and content marketing budgets are on the rise, but perhaps more than anything, high-growth firms are focused on nurturing relationships in person, whether at industry conferences or their own client appreciation events. These gatherings aren’t just line items, they’re growth strategies where the strongest connections, best leads and boldest brand moments take shape.”

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Trump says tax bill ‘close’ as holdouts threaten to sink it

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President Donald Trump said his massive tax package is close to being finalized, having notched a deal over the state and local tax deduction, but the White House has yet to win over a faction of conservatives who want more austere spending cuts.

“We’re doing very well. It’s very close,” Trump told reporters Wednesday.

House Speaker Mike Johnson announced Wednesday that he had an agreement with lawmakers from high-tax states to increase the limit on the SALT deduction to $40,000. 

“The members of the SALT caucus negotiated yesterday in good faith,” Representative Mike Lawler, a New York Republican, told Bloomberg Television. “We settled on something that we believe in, we support.”

However, several hardline Republicans said House GOP leaders aren’t honoring concessions the White House promised them and are threatening to tank the bill. 

But the White House says they never made a deal, instead presenting some of the conservative holdouts with a menu of policy options that the Trump administration can live with, a White House official said. 

The White House made clear to conservatives they would have to persuade their moderate colleagues to sign onto those ideas, the official said, a challenging feat given Republicans’ narrow and fractious House majority.

Trump and Johnson plan to meet with some of the ultraconservative lawmakers at the White House at 3 p.m., a person familiar with the plans said. That meeting will be an opportunity to strike a deal, the Trump official said.

Ultraconservative Representative Andy Harris of Maryland cast the conversations with the White House as a “midnight deal” for deeper cuts in Medicaid and faster elimination of Biden-era clean energy tax breaks.

“I’m sorry, but that’s a pay grade above the speaker,” Harris said. 

Harris said the bill doesn’t reflect that agreement and hardliners will block the package if it comes to a vote. Representative Ralph Norman, an ultraconservative from South Carolina, said the bill “doesn’t have the votes. It’s not even close.”

Freedom Caucus members said they aren’t moving the goal posts by asking for more spending cuts than the budget outline they already voted for. They said they want to rearrange the spending cuts to focus on ending “abuse” in Medicaid and immediately ending green energy tax breaks.

House Republicans leaders are also planning to accelerate new Medicaid work requirements to December 2026 from 2029 in a bid to satisfy ultraconservatives, according to a lawmaker familiar with the discussions. 

How deeply to cut safety-net programs such as food assistance and Medicaid health coverage for the poor and disabled has been a sticking point in reaching agreement on Trump’s tax bill, as Johnson attempts to navigate a narrow and fractious majority.

Harris and Norman spoke shortly after Johnson announced the SALT agreement on CNN. 

Johnson said there is “a chance” the package could come to a vote Wednesday.

But several ultraconservatives cast doubt on that. “There’s a long way to go,” said Representative Chip Roy of Texas, another Republican hardliner.

The speaker can only lose a handful of votes and still pass the bill, which is the centerpiece of Trump’s legislative agenda.

The $40,000 SALT limit would phase out for annual incomes greater than $500,000 for the 10-year length of the bill, Lawler said. The income phaseout threshold would grow 1% a year over a decade, a person familiar with the matter said.

The cap is the same for both individual taxpayers and married couples filing jointly, the person added.

Another person described the income phase-out as gradual, so that taxpayers earning more than $500,000 would not be punished.

Several lawmakers —  New York’s Lawler, Nick LaLota, Andrew Garbarino and Elise Stefanik; New Jersey’s Tom Kean, and Young Kim of California — have threatened to reject any tax package that does not raise the SALT cap sufficiently.

The current write-off is capped at $10,000, a limit imposed in Trump’s first-term tax cut bill. Previously, there was no limit on the SALT deduction and the deduction would again be uncapped if Trump’s first-term tax law is allowed to expire at the end of this year.

Johnson’s plan expands upon the $30,000 cap for individuals and couples included in the initial version of the tax bill released last week. That draft called for phasing down the deduction for those earning $400,000 or more. That plan was quickly rejected by several lawmakers from high-tax districts who called the plan insultingly low.

The acceleration of new Medicaid work requirements could become an issue in the midterm elections — which fall just one month earlier — with Democrats eager to criticize Republicans for restricting health benefits for low-income households. 

House leaders’ initial version of legislation pushed back the new requirements until after the next presidential election.

The earlier date for the Medicaid work requirement could alienate several Republicans from swing districts concerned about cuts to the healthcare program. It is also likely to provoke a backlash in the Senate.

It will be very difficult for states to implement the work requirements in a year and a half, said Matt Salo, a consultant who advises health care companies and formerly worked for the National Association of Medicaid Directors.

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