In
2007, James S. Turley will complete 30 years in
Ernst & Young (E&Y), a $14.5-billion (Rs 63,800-crore)
firm he joined right after a master's from Rice University. Just
49 today, Turley hasn't done too badly. He became its Global Chairman
in July 2001 and, two years later, its CEO. Among Turley's key
achievements has been the tricky integration of Andersen with
E&Y. Indeed, Turley calls managing the firm's 100,000 employees
in 140 countries his job one-something that forces him to spend
more time on board his private jet than his plush New York office.
Recently in India on his fourth visit (a three-day whirlwind tour
of Delhi, Mumbai and Bangalore), Turley took time off to speak
with BT's Sahad P.V. on life
after Sarbanes-Oxley and the future of accounting. Excerpts:
The past few years have been tough for
accounting professionals, with scandals like Enron and WorldCom
shaking investor confidence. Has the financial world come out
of that shock?
The financial world is focussing on bringing
the confidence back. It's doing everything possible to restore
that confidence. Because there has been so much confidence lost
in companies and in boards. So we all are trying to strengthen
every process to meet market expectations.
How have the audit firms responded to
the challenges?
In multiple ways. The most important thing
is that each of the firms has placed an emphasis and focus on
quality and integrity. I can tell you that at E&Y, when every
one of the hundred thousand employees wakes up every morning,
for him no client-whether it's the biggest in the country or even
the biggest in the world-is more important than any one of our
employees' integrity. That's why I spend quite a bit of my time
travelling. Because you can't infuse that culture by sitting in
an ivory tower. You need to talk to people. This morning I spent
time with hundreds of E&Y employees in India.
There is an interesting trend of "boardroom
activism" globally. Many CEOs like Michael Eisner (Disney),
Nobuyuki Idei (Sony), Harry Stonecipher (Boeing), and Carly Fiorina
(HP) have had to go because of their boards.
What has happened is that investors are in
charge. Investors in the companies are holding both directors
and management accountable. This is because either a company is
not taking the right direction or there are indications that an
executive has not lived up to the very, very high standards of
the post he holds. I think it's positive. It, in many ways, shows
that the system is working. And the directors are doing their
job to enhance benefits of the organisation.
We don't see that kind of activism in
India...
I don't think India is behind in activism
(laughs). It's just that the cultures are different. The more
developed an economy gets, the more we will see owners and shareholders
getting active. I guess some of that will grow over time.
Where do we stand on the global debate
on regulatory and corporate governance standards?
We are seeing a convergence of regulatory
viewpoints around the world. In many ways, the European Union
Auditing Directive, Sarbanes-Oxley (sox) Act, or Clause 49 in
India, all have similar intent (to improve corporate governance
standards). So I think regulatory convergence is possible. But
we are seeing accounting standards converging very rapidly now.
For instance, International Financial Reporting Standards (IFRS)
are being adopted by 100 countries in 2005.
The Sarbanes-Oxley Act came into effect
in the US in 2002. But some say that it has to go a long way before
it can create shareholder value. What are your views on that?
I think it's a difficult job. But I personally
think sox has been more than efficient in terms of overall impact.
Having said that, some of the aspects of sox are only being implemented
now. (For instance) sox Section 404 (it asks for a statement from
the management on the company's internal control over financial
reporting) is under a lot of discussion now. It takes an extended
period of time for any kind of sweeping reforms to have an impact
in a major way. But, on balance, there is a very strong commitment
on the part of companies around the world to enhance standards
of governance and transparency.
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"Clause 49 will help foreign investors
look at India, which is a great place to do business. And
standards of governance are already in place" |
What are your views on Clause 49?
What Clause 49 is trying to do in India is
to bring in more globally accepted standards of governance. It
asks for a more active role of independent directors, requires
CEOs and CFOs certifying accounts and so on. I think it's positive
for the country, though hard on the company to ensure such standards.
It will help foreign direct investors look at India, which is
a stable democracy, a nation of great workforce and a great place
to do business. And standards of governance are already in place.
Clause 49 has borrowed from SOX (which
is based on stringent rules) and also other models based on principles
like voluntary disclosures and transparency. Will this "in-between"
model work?
In many parts of the world, governance standards
are principle-based. Over time, we get to see how they all work.
What is important is to see the intent of Clause 49, the intent
of sox, and the intent of the European directive. All have the
same direction-to provide greater transparency, greater quality,
greater integrity and greater visibility to shareholders. I am
focussing on the outcome and the intent, and Clause 49 helps India
get closer to that objective. Indian companies are focussing globally,
making acquisitions, accessing capital and making expansion plans
overseas. I think it (Clause 49) will help Indian companies become
global leaders.
Indian businesses are more promoter-run
than professional-run. Then how do you ensure corporate governance
practices are followed in letter and spirit? For instance, Clause
49 asks for a certificate from the CEO/CFO, who could be less
important than the actual promoter, say, in a small or a medium-
sized company.
Over time, companies will be not just run
by promoters. My guess is that companies around the world will
end up being professionally-managed. When a company accesses financial
markets, accesses public shareholder money, it will be the responsibility
of the shareholders to ensure that there is governance, and to
maximise shareholder value. So I don't think it's a big issue.
The rules can be followed in letter and
not in spirit. How do we tackle that issue?
Independent directors play a role here. They
will be focussing exactly on that question. They will be focussing
on creativity (where accounting is so creative that it doesn't
comply with rules in spirit, but with the letter of the law).
They (independent directors) should be really drilling into those
questions. It is an important role of the independent directors.
There can also be qualitative differences
in information given by the management to the board. For instance,
the management of company X can give high quality information
to its board, which will not be true for a less efficient company
Y.
In large parts of the world, it's less driven
by what management provides the board, but more by what the board
is seeking from the management. The board again represents shareholders
or the owners of the business. So what is important is whether
the board does the appropriate diligence in terms of the information
it seeks as opposed to the information it's simply given. None
of the governance (initiatives) succeeds without a reasonably
active and independent board. Because they provide the necessary
checks and balances.
Where are we in terms of converging or
unifying accounting standards?
Accounting standards are converging more quickly
than the governing standards. The IFRS are being adopted in 100
countries this year. Just as important is that the IFRS and us
GAAP are converging very rapidly. So you are seeing the standards-making
bodies, such as the International Accounting Standards Board (IASB)
and the Financial Accounting Standards Board (FASB) in the US,
working together. I think it's positive. We have to have the same
rules everywhere. A good analogy is that of an international soccer
tournament...if every country plays with a particular set of rules,
there will be utter chaos.
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"Standards-making bodies such as the IASB
and FASB in the US are working together. I think it's positive.
We have to have the same rules everywhere" |
When do you see the unification (of accounting
standards) to be complete?
The IFRS will be in effect from 2005 in 100
countries. I think in a two-to-four-year period you will see much
more rapid convergence of international standards and the domestic
standards of the US. I don't think we will get to a global GAAP
that fast, but the differences between various standards will
be eliminated very rapidly.
How do you see India converging with global
standards?
The Indian standards are very similar to the
IFRS. That's positive. Whenever a foreign direct investor looks
at a country they would like to know if it is embracing global
standards of accounting and governance. The fact that India is
quite consistent (on that front) is positive.
Yours is one of the first firms to sell
its consulting arm to Cap Gemini in 2000, to focus on the core
accounting practice. What are the major trends in the audit industry?
Most of the accounting firms sold their information
technology consulting businesses. Because we had realised that
we couldn't be world class at that (it consulting) and also the
best in tax advisory, transaction and risk advisory services.
It took too much capital, management attention and other things
to be best at both. E&Y is now very focussed on audit, risk
and transaction advisory services.
You do a lot of transaction advisory businesses
in India.
We do, and in India, we are on top in the
Bloomberg League Tables for the third year in running.
Are you trying to compete with investment
banks?
We typically provide advice on deal size,
which is different from how major investment banks operate. At
one level we compete with them. But on another level, we work
alongside them on various transactions. E&Y is known globally
as a leader in transactions advisory, whether it's an acquisition
or a private equity deal.
What has been your experience in integrating
Andersen with E&Y?
After Andersen dissolved and its 58 offices
joined E&Y (in 2002), the integration has been by and large
very smooth. The integration has been successful because the former
Andersen partners had looked at each of the firms before merger
and those 58 countries that joined us, liked our focus on quality
and our focus on people. Some of the former Andersen partners
are no more with us at E&Y in India. But you should understand
that the integration has been very positive as (still) hundreds
of Andersen partners are with us at E&Y in India as well as
in the rest of the world.
Some Andersen partners left last year
at E&Y India...
There was quite a bit of speculation in the
press about it. I don't want to get into the details. We are market
leaders and have confidence in the leadership here.
Do you think that integration of Andersen
in India was not successful?
I would say that it was very successful. I
spoke this morning to E&Y employees and there were several
former Andersen people. They are part of E&Y. It's true that
some of the former Andersen partners are no longer here. I wish
them all the best in what they are doing. The fact that we have
a very united organisation does not at all talk about the legacy
of Andersen. I think it's a very successful integration.
What are your views on India?
I don't go to every one of the countries
we operate every year. But the fact that I come here every year
says a lot. Because India is incredibly important and I want to
make sure that our global organisation is doing everything we
can to support our practice here in terms of knowledge, industry
strengths, resource and best practices. Also, a lot of great ideas
are born in India, which will help E&Y globally. India and
China are going to be the biggest economies in the world. So we
want to make sure that we are leaders here and keep that position
for the next five, 10, or 20 years.
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