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Statutory Auditor Rotation Extensions

Introduction

The European Union (Statutory Audits) (Directive 2006/43/EC, as amended by Directive 2014/56/EU, and Regulation (EU) No 537/2014) Regulations 2016 (SI 312 of 2016) (“2016 Regulations”) and Regulation (EU) No 537/2014 set the maximum tenure of a statutory auditor or audit firm as auditor of a public-interest entity. Neither the initial engagement of a particular statutory auditor or audit firm, nor this in combination with any renewed engagements therewith shall exceed a maximum duration of 10 years. However, Regulation 104(1) of the 2016 Regulations permits a public-interest entity (‘PIE’), under exceptional circumstances, to request an extension to reappoint a statutory audit firm for a period of up to 2 years.

 

Form and manner

The 2016 Regulations state that a request shall be made in such form and manner as IAASA specifies. Given that the circumstances which may give rise to such extensions will vary by PIE it is difficult to be prescriptive and each application will be assessed on a case-by-case basis.

 

PIEs making a request for an extension should submit to IAASA (by post or email: [email protected])a letter from the Chair of the Audit Committee containing the following information:

 

  1. Confirm which category of the PIE falls into (i.e. listed on a regulated market, a credit institution or an insurance undertaking);
  2. Confirm the name of the statutory auditor or audit firm the PIE wishes to re-appoint;
  3. Confirm the original date of appointment of said statutory auditor or audit firm;
  4. Set out the exceptional circumstances relevant to the request for extension; and
  5. Confirm how long the PIE requests the extension for (maximum permitted request being two years) and the reason(s) for that period.

 

Any commercially sensitive information should be clearly indicated.

 

The letter from the Chair of the Audit Committee should be accompanied by a letter from the existing statutory auditor or audit firm confirming that:

 

  1.  the applicant is a  PIE within the meaning of Regulation 4(1) of the 2016 Regulations; and
  2. the exceptional circumstances as set out in the letter from the Chair of the Audit Committee exist as at the time of the making of the application.

 

Additional guidance

Regulation 104(2) of the 2016 Regulations sets out examples of what may be considered to be “exceptional circumstances”, including mergers, acquisitions and special investigations. This list is not exhaustive; PIEs should submit any circumstances which they deem to be exceptional. Additionally, not all mergers, acquisitions and special investigations will be deemed to be exceptional.

In extension requests, PIEs should set out clearly how the particular circumstances will impact on audit quality should the extension request not be approved.

The decision as to whether or not an extension will be granted rests with the Board of IAASA and no indicative views will be provided by IAASA prior to their consideration.

 

Applications will be considered at the earliest possible Board meeting, after receipt of a fully complete extension request (Board meetings are normally scheduled bi monthly). PIEs should note that this may result in applications taking up to 10 weeks to be considered. If there is a particular urgency with an extension request, please contact the Head of IAASA’s Audit Inspection Unit to discuss.

 

 In accordance with the 2016 Regulations:

  • where  IAASA , it grants an extension,  it will publish its decision on its website, in the format set out below: and
  • where it does not grant an extension, it shall provide the reasons for not doing so to the PIE.

 

 

 

 

 

Table: Regulation 104 of SI 312 Rotation of statutory auditor and audit firms in case of Public Interest Entities - Extension

 

Public Interest Entity

Statutory Auditor

10th Annual Audit: audit of financial statements for year ended

Length of approved extension

XL Re Europe SE PwC 31 December 2016 2 years

Bank of Ireland Mortgage Bank

PwC

31 December 2016

1 year

MetLife Europe d.a.c.

Deloitte

31 December 2016

2 years

Wells Fargo Bank International KPMG 31 December 2016 2 years
Old Mutual International Ireland d.a.c. KPMG 31 December 2016 2 years
Greencore Group plc KPMG 30 September 2017 1 year
Canada Life International Re dac Deloitte 31 December 2016 2 years
Canada Life Assurance Europe plc Deloitte 31 December 2016 2 years
Crown Asia-Pacific Private Equity plc PwC 31 December 2017 2 years