Accounting
Liability insurance for accountants: New times, new risks
CPA firms continue to face unique challenges as they navigate some of the current liability issues and trends facing the profession, including beneficial ownership information filing under the Corporate Transparency Act, artificial intelligence, and cyberthreats.
“We strongly encourage firms to proactively prepare for risk by following some basic best practices,” advised Suzanne Holl, a CPA and executive vice president at insurance company Camico.
These best practices include:
- Set the right “tone from the top.” Encourage and reward a culture of transparency within the firm hierarchy to identify and communicate risk issues to help minimize potential exposures and enable the firm to early report liability concerns to their professional liability carrier and benefit from any proactive risk management guidance and support that may be available.
- Prioritize performing the right services for the right clients, as not every client is a good fit for every firm. Evaluating the firm’s client base has become even more important as firms face staffing constraints.
- Close the expectation gap. Proactively manage and document client expectations to minimize the risks associated with potential gaps between what they expect and what you’re offering.
Corporate Transparency Act risks
The new beneficial ownership reporting requirements under the CTA took effect on Jan. 1, 2024, and months later, the small-business community remains woefully unprepared for compliance with this complex reporting regime. As many small businesses look to their CPA for guidance and assistance, this poses potential added risks to firms.
One of the overarching concerns is whether CTA-BOI advisory services would be deemed the unauthorized practice of law for CPAs and nonattorney tax professionals. Given that each state has its own definitions of what services are considered UPL, this is a complex and nuanced risk requiring firms to stay current on the UPL issue in the states where they are licensed, as well as the states in which clients reside.
John Raspante, director of risk management at McGowanPro, sees the CTA as a source of controversy.
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“It hasn’t caused a claim yet, but we’ve received more than 1,000 calls regarding beneficial ownership reporting requirements,” he said. “The forms have to be filed by the end of the year for existing entities, with FinCEN. The questions revolve around whether CPAs are allowed to do this work, and if they do it, will they be covered under their policy. It’s more than likely that claims will be forthcoming on this issue. Once the form is filed, there has to be continual monitoring since modifications to the form have to be filed as well. If the accounting firm is sold, if the filer or a beneficial owner changes their residence, or the business adds an additional owner, it all has to be reported.”
Camico continues to advise CPAs to be vigilant and prepared to minimize the potential of additional liability exposures by following risk management best practices, which at a minimum should include:
Informing and advising clients in writing regarding the new beneficial ownership reporting requirements under the CTA, and recommending that they seek legal guidance.
Modifying traditional tax and financial statement engagement letters to include language that specifically disclaims the firm’s involvement in assisting clients with CTA compliance under the terms of that agreement.
Using standalone engagement letters if the firm is rendering CTA-related services to clients that specify the limited nature of the services the firm is providing, such as the filing of the initial BOI report or the filing of a corrected or updated BOI report, and that contain appropriate disclaimer language for such limited services.
Preparing your own firm for compliance if you are deemed to be a “reporting company” under current CTA guidance.
Generative AI
“Generative AI is no longer just a buzzword,” said Holl. “The technological advancements that generative AI promises have the potential to reshape how firms provide professional services, communicate with clients, and even how leaders manage their firm.”
Although generative AI solutions can provide benefits for CPA firms, she said, “From a liability perspective, there are critical risks associated with generative AI that should be vetted by firms and mitigation strategies implemented to minimize potential exposures.”
Among those risks are concerns with accuracy and quality control, confidentiality, privacy, security, and ethical issues. Successful integration of generative AI requires a well-crafted implementation plan that should include, among other things, appropriate education and training to ensure responsible use.
“We believe a clear and concise generative AI policy to document a firm’s authorized usage is paramount in minimizing risk and achieving firm goals using AI,” Holl said.
Cyber exposures
Cyber exposures have become increasingly problematic as cyber criminals are targeting CPA firms and tax professionals due to the type of information they gather and store. If the criminals are successful in gaining access to the firm’s information, costly measures may need to be taken including, but not limited to, hiring IT forensic experts to determine the extent of a potential breach, consulting with attorneys specializing in data breach laws and notification obligations, and providing credit monitoring to those impacted by a breach.
A far-too-common scenario is when a fraudster controls the client’s and the firm’s email, commonly referred to as a “man in the middle” attack. In these situations, the fraudulent request may mimic previous legitimate requests, which can make it very difficult for a firm to identify the request as illegitimate. As fraudulent wire transfers frequently cause large dollar losses, firms need to be hypervigilant in their efforts to protect the firm and clients against wire transfer fraud.
Insurance experts strongly recommend that firms have written protocols in place with clients who need such services that outline the protocols to be followed when executing wire transfer requests.
Preparing defenses
It’s important to have a “meeting of the minds” at the outset of a client relationship, according to Sarah Ference, risk control director for the Accountants Professional Liability Program at CNA, the underwriter for the AICPA Professional Liability Insurance Program. An engagement letter is the tool that not only helps achieve this, but is also a first line of defense if a relationship sours.
“An engagement letter helps set the stage for success throughout the engagement. That kind of understanding really aids in mitigating risk and resolving issues that might arise, or may even prevent them from arising. Yet CPAs tend to shy away from using engagement letters,” she said.
“We continue to see areas of practice like tax which lack engagement letters,” Ference noted. “Of the claims asserted in 2023 against CPA firms in the AICPA Professional Liability Insurance Program, about 75% stemmed from tax services. Of those, over 50% didn’t have an engagement letter, which puts the CPA in a difficult position to defend the claim. We have seen similar percentages in prior years. Intuitively, if there was an engagement letter that spelled out what you’ve agreed to do, what a client’s responsibility was, and limitations of your responsibility, a claim may never arise. In that case, a client disagreement wouldn’t appear on our radar because the disagreement would have already been resolved before it turned into a claim.”
Anytime a CPA is delivering a service, they should consider an engagement letter, according to Ference: “Engagement letters are critical when doing any kind of consulting. The more specific, the better. Make sure that the letter is structured in such a way that there is no ambiguity. Ambiguity opens the door to broad interpretations and makes it difficult to align expectations between the CPA and the client.”
“It’s all about relationships,” according to Alvin Fennell, vice president and senior risk advisor at Aon, manager of the AICPA Professional Liability program. “CPAs are extremely customer-sensitive. Where they have a longtime client, they hate to request an engagement letter. I tell them: ‘Blame it on your insurance carrier. They require me to get an engagement letter!'”
“The most prevalent current risk is changes in regulations and accounting standards,” he said.
The lack of talent coming into the profession is a problem. “A lot of individuals are coming out of college and going into industry rather than accounting firms, causing more competition for talent in firms now. Big firms are acquiring smaller firms just to get at the talent they need,” Fennell said.
Finally, Raspante noted that, while accountants may not have handled a lot of Employee Retention Credits, many were confronted with the need to amend the business tax return to include the proceeds of an ERC.
“If the underpinnings of the ERC were incorrect, it can cause issues with us,” he said. “The voluntary disclosure program will create more claims. If an accountant didn’t tell us about the voluntary disclosure, it can cause a lot of damage.”
The Internal Revenue Service plans to send automatic payments later this month to eligible taxpayers who did not claim the
The payments, totaling some $2.4 billion, will vary, but the maximum is $1,400 per individual.
The mailing follows an IRS review of data showing many eligible taxpayers who filed a return did not claim the Recovery Rebate Credit, a refundable credit for individuals who did not receive EIPs.
“Looking at our internal data, we realized that 1 million taxpayers overlooked claiming this complex credit when they were actually eligible,” said IRS Commissioner Danny Werfel, in a statement.
Qualified taxpayers are those who filed a 2021 tax return but left the data field for the Recovery Rebate Credit blank or filled it out as $0 when the taxpayer was actually eligible for the credit.
Taxpayers who haven’t filed 2021 tax returns might also be eligible as well, but they face an April 15, 2025, deadline to file. Eligible taxpayers who did not file must do so to claim a Recovery Rebate Credit even if their income was minimal or nonexistent.
(For questions regarding eligibility and how the payment was calculated, see
These payments will go out automatically in December and should arrive by late January. The payments will be automatically direct deposited or sent by paper check; eligible taxpayers will also receive a separate letter notifying them of the payment.
The payment will be sent to the bank account listed on the taxpayer’s 2023 tax return or to their address of record. If the taxpayer has closed their bank account since filing their 2023 tax return, they do not need to take any action. The bank will return the payment to the IRS and the refund will be reissued to the address of record.
Becoming a Certified Public Accountant is no small feat. The CPA exam is one of the most demanding professional exams in the U.S., with a notoriously
A system rooted in the past
This decades-old rule was first introduced in Florida to raise the standards and credibility of the profession, and the other 49 states followed suit over time. Today, the extra year of education — with its significant time commitment and cost — is turning potential CPAs away, especially when they can pursue alternative careers with just a four-year degree. The
Additionally, researchers from
As fresh talent struggles to break into the industry, seasoned CPA-certified accountants are exiting just as noticeably. According to the
Rethinking the CPA path
It’s time to reevaluate the 150-hour rule and consider whether an additional year of education is necessary to become a CPA. Instead, the industry should consider substituting practical work experience. This approach could combine four years of college education with two years of relevant, hands-on accounting experience. Another consideration: allow anyone with a bachelor’s degree to take the CPA exam, regardless of their field of study. If they can pass one of the most challenging professional exams in the country, their major should not be a barrier to entry.
To further streamline the profession and adapt to modern work practices, we should advocate for automatic mobility of CPA licenses across all states. Just as a driver’s license issued in one state allows you to drive anywhere in the country, a CPA license should grant the ability to practice in any state without additional hurdles.
These alternatives could open the door to a broader range of candidates, including those who cannot afford five years of college or come from different educational backgrounds.
Adapting to modern times
Finally, we must embrace innovation and advancements in technology. As education evolves, so should our approach to CPA licensing. For example, we have coding bootcamps that turn people into software developers in months, so why not have the same for accounting? These fast-track programs could provide focused, practical training and allow people to enter the accounting profession more quickly and conveniently without sacrificing the necessary skills and curriculum needed for success.
We’re already seeing similar programs in action, like Intuit Quickbooks’
While the creation of the 150-hour CPA requirement was well-intentioned, the needs of the accounting industry have evolved. With so many businesses relying on CPAs to manage their finances, it’s time to rethink this requirement to attract and retain the talent needed to drive the economy forward.
Accounting
FinCEN extends beneficial ownership information reporting deadline for Corporate Transparency Act
The Treasury Department’s Financial Crimes Enforcement Network has extended the deadline for beneficial ownership information reporting after an injunction was lifted by a federal appeals court.
On Monday, the U.S. Court of Appeals for the Fifth Circuit granted a stay of a preliminary injunction by a federal district court in Texas that had temporarily paused a requirement for filing BOI reports with FinCEN under the Corporate Transparency Act of 2019 in the case of Texas Top Cop Shop, Inc. v. Garland earlier this month. That means most companies are once again subject to the requirement for reporting their true owners to FinCEN, except for members of the National Small Business Association, which had won an earlier lawsuit over the requirement. The law aims to deter criminals from using shell companies for illicit purposes such as money laundering and terrorism financing.
However, after all the legal back and forth, the Treasury Department
Reporting companies created or registered in the U.S. on or after Sept. 4, 2024 that had a filing deadline between Dec. 3, 2024 and Dec. 23, 2024 have until Jan. 13, 2025 to file their initial beneficial ownership information reports with FinCEN.
Reporting companies created or registered in the U.S. on or after Dec. 3, 2024 and on or before Dec. 23, 2024 have an additional 21 days from their original filing deadline to file their initial beneficial ownership information reports with FinCEN.
Reporting companies that qualify for disaster relief may have extended deadlines that fall beyond Jan. 13, 2025. These companies should abide by whichever deadline falls later.
Reporting companies that are created or registered in the U.S. on or after Jan. 1, 2025 have 30 days to file their initial beneficial ownership information reports with FinCEN after receiving actual or public notice that their creation or registration is effective.
However, there’s an exception for members of the National Small Business Association, FinCEN noted: “As indicated in the alert titled “
FinCEN also provided some background on the lawsuit, pointing out that Tuesday, Dec. 3, 2024, in the case of Texas Top Cop Shop, Inc., et al. v. Garland, et al., No. 4:24-cv-00478 (E.D. Tex.), the U.S. District Court for the Eastern District of Texas, Sherman Division, issued an order granting a nationwide preliminary injunction. On Dec. 23, 2024, the U.S. Court of Appeals for the Fifth Circuit granted a stay of the district court’s preliminary injunction enjoining the Corporate Transparency Act entered in the case of Texas Top Cop Shop, Inc. v. Garland, pending the outcome of the Department of the Treasury’s ongoing appeal of the district court’s order. It pointed out that the Texas Top Cop Shop case is only one of several cases that have challenged the CTA pending before courts around the country. Several district courts have denied requests to enjoin the CTA, ruling in favor of the Treasury Department.
“The government continues to believe—consistent with the conclusions of the U.S. District Courts for the Eastern District of Virginia and the District of Oregon—that the CTA is constitutional,” said FinCEN. “For that reason, the Department of Justice, on behalf of the Department of the Treasury, filed a Notice of Appeal on December 5, 2024 and separately sought a stay of the injunction pending that appeal with the district court and the U.S. Court of Appeals for the Fifth Circuit.”
However, that may change next year when the Trump administration takes office given the deregulation promised on the campaign trail. The American Institute of CPAs has advocated for extending the reporting deadline. A provision for delaying the deadline had been included in one of the continuing resolutions to keep the government open, but the version that ultimately passed in Congress over the weekend omitted it.
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U.S. Beneficial Ownership Information Registry Now Accepting Reports
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