看过来：ACCA薪资待遇及就业前景如何？

正确答案：
(c) Insider dealing
Explanation of term
Insider dealing means using ‘inside information’ (i.e. price-sensitive information relating to the issuer of securities) to gain
advantage when ‘dealing’ (i.e. acquiring or disposing) in securities.
Ethical risks
Insider dealing is a potential area of conflict and contention for accountants in industry and commerce (i.e. employed
professional accountants) in particular (because of their exposure to price-sensitive information).
Acts of insider dealing contravene the fundamental principles of integrity and confidentiality:
■ integrity – a professional accountant should be honest;
■ confidentiality – a professional accountant should respect the confidentiality of information acquired during the course
of performing professional services and should not use or disclose it without proper and specific authority.
Professional accountants in public practice who become privy to price-sensitive information will similarly be in breach of their
duties of integrity and confidentiality if they get involved in insider dealing. Also, the reputation of individual practitioners and
their firms may be put at risk by allegations of insider dealing even though they have no involvement with the practice. For
example, if an auditor does not detect when an entity’s management is involved in insider dealing.
Sufficiency of current ethical guidance
Relevant current ethical guidance, that is covered by the principles of integrity and confidentiality, is sufficient to explain the
ethical risks of insider dealing but cannot prevent its practice. Even where there are laws to prosecute insider dealing,
penalties (such as seven years in jail and/or unlimited fines) have been ineffective in combating insider dealing.

正确答案：
(c) Software Supply Co
Here it seems that Smith & Co has referred the provision of bespoke accounting software to an external provider – Software
Supply Co, and that a commission is being paid to Smith & Co for these referrals. It is common for audit firms to recommend
other providers to their audit clients.
This could be perceived as an objectivity and self-interest threat, as the audit firm is benefiting financially through
recommending clients to a particular provider of goods and services. However, if appropriate safeguards are in place, the
referrals and receipt of commissions can continue.
Action to be taken:
– Verification from all personnel involved with the audit of clients to whom Software Supply Co has provided a service that
they have no financial or personal interest in Software Supply Co.
– Smith & Co must ensure that:
For each client where a referral is made, full disclosure has been made to the client regarding the arrangement
Written acknowledgement that Smith & Co is to receive a referral fee should be obtained from the client.
– Procedures must be put into place to monitor the quality of goods and services provided by Software Supply Co to audit
clients.

正确答案：D

正确答案：
(c) Non-executive directors
Roles of NEDs
Non-executive directors have four principal roles.
The strategy role recognises that NEDs are full members of the board and thus have the right and responsibility to contribute
to the strategic success of the organisation for the benefit of shareholders. The enterprise must have a clear strategic direction
and NEDs should be able to bring considerable experience from their lives and business experience to bear on ensuring that
chosen strategies are sound. In this role they may challenge any aspect of strategy they see fit and offer advice or input to
help to develop successful strategy.
In the scrutinising or performance role, NEDs are required to hold executive colleagues to account for decisions taken and
company performance. In this respect they are required to represent the shareholders’ interests against the possibility that
agency issues arise to reduce shareholder value.
The risk role involves NEDs ensuring the company has an adequate system of internal controls and systems of risk
management in place. This is often informed by prescribed codes (such as Turnbull in the UK) but some industries, such as
chemicals, have other systems in place, some of which fall under ISO standards. In this role, NEDs should satisfy themselves
on the integrity of financial information and that financial controls and systems of risk management are robust and defensible.
Finally, the ‘people’ role involves NEDs overseeing a range of responsibilities with regard to the management of the executive
members of the board. This typically involves issues on appointments and remuneration, but might also involve contractual
or disciplinary issues and succession planning.
Tutorial note: these four roles are as described in the UK Higgs Report and are also contained in the Combined Code 2003.
Tensions in NED roles in the case
This refers to a potential tension in the loyalties of the NEDs. Although the NED is accountable, through the chairman to the
shareholders and thus must always act in the economic best interests of the shareholders, he or she is also a part of the board
of the company and they may, in some situations, advise discretion. Withholding information might be judged correct because
of strategic considerations or longer-term shareholder interests. In most situations, NEDs will argue for greater transparency,
less concealment and more clarity of how and why a given action will be in the interests of shareholders.
The case of mallerite overestimation places the WM NEDs in a position of some tension. Any instinct to conceal the full extent
of the overestimate of the reserve for the possible protection of the company’s short-term value must be balanced against the
duty to serve longer-term strategic interests and the public interest. Whilst concealment would protect the company’s
reputation and share price in the short term, it would be a duty of the NEDs to point out that WM should observe transparency
as far as possible in its dealing with the shareholders and other capital market participants.