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Professional Organization Cooper Brothers & Co. to PwC Some History of Cooper Brothers & Co. from the early days of Coopers and of Lybrand until the modern PwC
Burgess COMMENTARY Peter Burgess
------------------------------------------------------------ https://en.wikipedia.org/wiki/William_Cooper_(accountant) William Cooper (accountant) From Wikipedia, the free encyclopedia Jump to navigationJump to search William Cooper (1826–1871) was an English accountant. He is best known for having founded the accountancy practice of Cooper Brothers that now forms part of PricewaterhouseCoopers.[1] He was the son of Emmanuel Cooper, an important figure in the City of London and Deputy Chairman of London & County Bank.[1] He first started his professional career as a clerk in the firm of Quilter, Ball & Co. In 1854 he left that firm to work on his own at 13 George Street in London. In 1858 he changed the name of the firm to W. & A. Cooper when his brother, Arthur, joined his practice and in 1860 to Cooper Brothers - a name that is now famous.[1] References A History of Cooper Brothers & Co., 1854-1954. New York: Garland Pub. 1986. ISBN 978-0824078812. ------------------------------------------------------------ http://www.accountingin.com/accounting-historians-journal/volume-16-number-1/a-history-of-cooper-brothers-co-1854-to-1954/ A History of Cooper Brothers & Co.: 1854 To 1954 Reviewed by Jan R. Heier Auburn University at Montgomery, Montgomery, Alabama In 1854, William Cooper left the London firm Quilter Ball and Company where he had apprenticed as an accounting clerk. He rented two rooms at 13 George Street in a building called Mansion House and opened his own practice which he simply called “William Cooper.” This seemingly insignificant moment of history marked the beginnings of the international accounting firm of Coopers and Lybrand. This volume, A History of Cooper Brothers & Co.: 1854 to 1954, represents a chronicle of events of the English accounting firm of Cooper Brothers and Co. before its merger with the American accounting firm of Lybrand Ross Brothers and Montgomery. The history of the American side of the firm was presented in a book entitled The Early History of Coopers and Lybrand published by Garland Press in 1984. From the beginning, Cooper Brothers was a family opera-tion with William as the managing partner, and brothers Arthur, Francis, and Ernest acting in a partnership capacity during the first fifty years of the firm’s existence. William’s six other brothers and sisters also worked for the firm but were never made partners. It was not until 1872 that a nonfamily member, Edward Fletcher, was admitted to partnership in the firm. The firm’s accounting activities during these early years were concentrated in the area of bankruptcy and the liquidation of joint-stock companies. The experience gained and contacts made by the firm proved to be invaluable when the British Parliament passed laws that mandated annual audits of joint stock companies. Two of England’s most prominent companies, Unilever and the British South African Company (DeBeers), became clients of the firm at this time. The firm grew rapidly to meet the demand for their services by merging with local firms in virtually every part of the British Commonwealth. The book’s short histories of the firms that Cooper Brothers had merged with provide some very interesting insights into the development of the accounting profession throughout the world. Of particular interest are the histories of accounting firms on the African continent. The development of the accounting profession in Africa is a subject which had not been researched to any extent and about which this book provides an excellent base of information. Finally, Cooper Brothers opened its first office in the United States in 1926, and became affiliated with the firm of Scovil, Wellington and Co. in 1948, or about nine years before it merged with Lybrand, Ross Brothers and Montgomery in January 1957. The book pointed with great pride to the firm’s involvement in the development of the accounting profession in England through its chartered membership and leadership in the British Institute of Chartered Accountants. In addition, it pointed with even greater pride to the leadership that the firm took to help the British war effort in both world wars. Again, very little research has been focused on the effect of the world wars on the accounting profession. This short history also furnished the reader a unique view of an accounting firm at the turn of the 20th century. The biblical writer of the Book of Ecclesiastes was correct when he wrote that “there is nothing new under the sun,” especially when it pertained to the staffing problems of an accounting firm. For example, the book noted that many young accountants came to Cooper Brothers to clerk, learn the profession, and gain experience toward their certification before they moved on; very few became partners. The problem of turnover still plagues the modern accounting firm. It was noted that long hours and high standards were required of the staff; however, for those who worked overtime, a lunch of bread and tea was provided. According to the book, it was customary for the accounting staff to wear high stiff collars, black coats, and striped trousers; no doubt the forerunner of the grey pinstriped suit that is so common among modern accountants. The division between staff and partners was quite apparent, with the book presenting a short discussion about the younger staff members enjoying “smoke concerts” at local stock companies. Two of England’s most prominent companies, Unilever and the British South African Company (DeBeers), became clients of the firm at this time. The firm grew rapidly to meet the demand for their services by merging with local firms in virtually every part of the British Commonwealth. The book’s short histories of the firms that Cooper Brothers had merged with provide some very interesting insights into the development of the accounting profession throughout the world. Of particular interest are the histories of accounting firms on the African continent. The development of the accounting profession in Africa is a subject which had not been researched to any extent and about which this book provides an excellent base of information. Finally, Cooper Brothers opened its first office in the United States in 1926, and became affiliated with the firm of Scovil, Wellington and Co. in 1948, or about nine years before it merged with Lybrand, Ross Brothers and Montgomery in January 1957. The book pointed with great pride to the firm’s involvement in the development of the accounting profession in England through its chartered membership and leadership in the British Institute of Chartered Accountants. In addition, it pointed with even greater pride to the leadership that the firm took to help the British war effort in both world wars. Again, very little research has been focused on the effect of the world wars on the accounting profession. This short history also furnished the reader a unique view of an accounting firm at the turn of the 20th century. The biblical writer of the Book of Ecclesiastes was correct when he wrote that “there is nothing new under the sun,” especially when it pertained to the staffing problems of an accounting firm. For example, the book noted that many young accountants came to Cooper Brothers to clerk, learn the profession, and gain experience toward their certification before they moved on; very few became partners. The problem of turnover still plagues the modern accounting firm. It was noted that long hours and high standards were required of the staff; however, for those who worked overtime, a lunch of bread and tea was provided. According to the book, it was customary for the accounting staff to wear high stiff collars, black coats, and striped trousers; no doubt the forerunner of the grey pinstriped suit that is so common among modern accountants. The division between staff and partners was quite apparent, with the book presenting a short discussion about the younger staff members enjoying “smoke concerts” at local taverns after work with the entertainment centered on the singing of comic songs about work and the partners. As a final note on staffing, it was not until the manpower shortages caused by the First World War that women began to work as staff accountants and auditors with any regularity. At first glance, this history of Cooper Brothers and Company was a very traditional review of the development of an international accounting firm, which discusses the firm’s early clientele, its growth through mergers and the lists of partners, both in England and abroad, that made up the firm. However, a further reading provides a fascinating tale of how the accounting houses of England evolved from the practice of overseeing bankruptcies into a very respectable profession during the late 19th and early 20th centuries. In addition, the book provided interesting anecdotes about the life in a “turn of the century” accounting firm. Finally, the book provided excellent base information in areas of accounting development and history that have not been researched extensively, such as the development of the profession in Africa and the effect of the two world wars on the accounting profession. ------------------------------------------------------------ https://www.encyclopedia.com/books/politics-and-business-magazines/coopers-lybrand Coopers & Lybrand International Directory of Company Histories COPYRIGHT 2006 Thomson Gale Coopers & Lybrand 1251 Avenue of the Americas New York, New York 10020 U.S.A. (212) 536-2000 Fax: (212) 536-3035 Private Company Incorporated: 1898 as Lybrand, Ross Bros. & Montgomery Sales: $5 billion Employees: 65,000 SICs: 8721 Accounting Auditing & Bookkeeping Services; 4110 Accountants; 8305 Professional Services Nec Towbook Motor Clubs Receive calls from major motor clubs automatically towbook.com \| Sponsored▼ Coopers & Lybrand, one of the oldest accounting firms in the United States, offers a wide range of professional financial and consulting services to thousands of prominent companies and financial institutions in more than 120 countries around the world. Unlike many other accounting firms, Coopers & Lybrand emerged from the 1990s recession unscathed and has retained its position among the top American accounting firms. Accounting practices were necessitated by the increasingly complex and sophisticated needs of businesses during the early nineteenth-century Industrial Revolution. Accounting as a profession emerged over several decades in the United States, and by 1898, the year in which Coopers & Lybrand was founded, there was not yet a single school of accounting. Furthermore, the only texts available were British and these often failed to address American problems and practices. Faster Systems, LLC Probate Accounting Services and Software. fastersystems.com \| Sponsored▼ Report Advertisement Accountants therefore received their training on the job, initially as bookkeepers, the most able and talented ones trained by their supervisor in accounting practices and procedures. This was the route taken by the four American founders of Coopers & Lybrand: William M. Lybrand, brothers T. Edward Ross and Adam A. Ross, and Robert H. Montgomery. All had worked in the same firm of Heins, Lybrand & Co. in Philadelphia and had received the same training; all four would be active in establishing accounting as a profession. The Ross brothers, Adam and Edward, were pioneer members in 1897 of the Pennsylvania Association of Public Accountants, one of the few professional associations for accountants in the country. During this time, a British accounting firm known as Cooper Bros. & Co., founded by William Cooper, was celebrating its 44th anniversary. Nearly sixty years later, the American and the British firms would merge into Coopers & Lybrand International. The four American employees of the Heins office pooled their resources, and on January 1, 1898 they opened a two-room, two-desk business in Philadelphia. Until 1973, the company would be known as Lybrand, Ross Bros. & Montgomery. Hours were extremely long, almost always beyond the official nine hours per day, Monday through Friday. For many years, young men hired by the firm would receive $7 a day and were expected to work evenings and be on call during weekends. From the start, the firm had a reputation for high professional standards, which the four partners attributed to the example of their former chief, John Heins. Also from the start, clients were plentiful. Outside of his regular accounting duties, Adam A. Ross, who as an apprentice in Heins’ office had taken part in the first regular audit of a bank by a public accountant in Philadelphia’s history, lobbied for state legislation mandating certification for public accountants, a cause that his brother and partner, T. Edward Ross, would also espouse. Partners in the firm also gave lectures in accountancy in the evenings and were hard at work persuading the University of Pennsylvania to establish a night school in accountancy, which finally happened in 1902. Robert Montgomery undertook the first American textbook on accountancy, published in 1905, while also that year Lybrand contributed several articles to the new Journal of Accountancy, establishing the principles of the accounting profession. That was just the beginning of the many contributions the four partners would make over the years to the professionalization of their field. Report Advertisement Barely two years after the firm of Lybrand, Ross Bros. & Montgomery was founded, it was already necessary to move into larger facilities in Philadelphia. By 1902, the firm’s first brand office in New York City was established, followed by another in Pittsburgh in 1908. In its first forays into tax consulting, the company assisted in the drafting of the first federal income tax law in 1913, and a member of the firm, Walter Staub, wrote a seminal essay, Income Tax Guide, explaining the pending tax legislation. In 1917 Mongtgomery published the classic (and continuously updated until 1929) Income Tax Procedure 1917. When the author established a tax practice in the New York office in 1918, he was immediately besieged by anxious customers. In 1919, Lybrand, Ross Bros. & Montgomery decided to expand their company into the District of Columbia. During the year and a half in which the United States participated in World War I, Montgomery served on Bernard Baruch’s War Industries Board in Washington and also on the Board of Appraisers of the War Department; other firm members served on the Liberty Loan committee and engaged in other war efforts. By the end of the war, the professionalization of accountancy and its indispensability to the country’s economic structure, were established. The greatly expanded firm of Lybrand, Ross Bros. & Montgomery, pacesetters in the accounting profession, were demanding college degrees of their job applicants. Because of the paucity of accounting schools at universities and colleges, the firm was willing to take on college graduates with little or no background in accounting, subjecting them, once hired, to a rigorous two-year night school program of training. Accounting being an exclusively male profession during this time, the company hired only men. Report Advertisement During the 1920s, the firm experienced rapid expansion. Branches were established in the center of the vital automobile industry, Detroit, in 1920, and as far away as Seattle. In 1924, when the firm merged with the accounting company of Klink, Bean & Co., offices opened in Los Angeles and San Francisco. Also that year, an office was established in Berlin, Germany, followed by a Paris office in 1926 and a London office in 1929, the year of the stock market crash. This would mark the beginning of the firm’s globalization that would eventually result in branches in over 120 countries worldwide. The Great Depression was both bane and blessing to the accounting firm of Lybrand, Ross Bros. & Montgomery. The greatly expanded firm, employing hundreds of staff, was faced with shrinking business opportunities as financial institutions and corporations collapsed and went bankrupt. On the other hand, throughout the country and more importantly, on Capitol Hill, the crash was blamed on the lack of independent auditing of the stock exchange. With a new president installed in 1933, Congress established the Securities and Exchange Commission, the regulatory agency for public corporations and the stock exchange, which resulted in a plethora of auditing activities for the firm. The company also became involved in New Deal projects, serving, for instance, as independent auditors for the Tennessee Valley Authority after 1944. Throughout the Depression years, expansion of the company continued, with branch offices opening up in Illinois, Texas, and Kentucky. In 1935, Robert Montgomery became the president of the prestigious American Institute of Accountants. During World War II over four hundred employees of Lybrand, Ross Bros. & Montgomery served in the armed forces. These accountants in uniform, along with 18 administrative assistants, received entertaining newsletters from the company wherever they were stationed; in the end, six members of the firm lost their lives in the conflict. Remarkably, the London and Paris branches of the firm stayed open for business throughout the war, with only the Berlin office having closed down in 1938. Report Advertisement By its fiftieth anniversary in 1948, the company employed nearly 1,200 staff members and 56 partners. The professionalization of accountancy by then was complete; the role of accountants in business and government unquestioned. The company’s evolution in the postwar years therefore would be marked by an enormous expansion in the company’s array of services and the continued internationalization of the firm. Lybrand, Ross Bros. & Montgomery emerged from the war one of the largest accounting firms in the United States. Times were changing, however, and no accounting firm could afford to restrict itself to traditional auditing and accounting services. In 1952, the firm entered a new arena when it started a management consulting service for its clients in the banking and big business world. This was the first of what would become a wide array of consulting services as well as information services and special software packages with the advent of personal computers. While these services by no means supplanted traditional auditing and accounting, they had a significant impact on the firm. By 1974, the firm was the first to establish a career track in accounting for those with computer expertise. The year 1957 marked the establishment of the European Common Market. Soon thereafter, a merger resulted in Coopers & Lybrand International, consisting initially of the firm’s Canadian and British branch firms. While all foreign branches of the firm would bear the name Coopers & Lybrand, the company in the United States retained its original name, Lybrand, Ross Bros. & Montgomery, until 1973. That year, the firm’s management decided in favor of adopting a single name for the entire global network of branch companies, which by then were located on all five continents. While the firms, in over 120 countries, remained autonomous, they shared common goals and policies. Report Advertisement Since 1971, Coopers & Lybrand headquarters have remained in the hub of the financial and business world, New York City, with an important office and political action committee located in Washington, D.C. By 1977, Coopers & Lybrand was ranked the third largest accounting company in the United States and was still among the “Big Six” accounting firms by 1993. In 1981, Coopers & Lybrand became the first American accounting firm to establish a foothold in China. The following year, the company played an important role in the breakup of the $115 billion telephone monopoly, AT&T. Despite the severity of the 1990s recession, Coopers & Lybrand did well—with a 2.5 percent growth in revenue in 1991, the worst year of the recession—partly due to its rapid adaptation to the changing needs of business and a lack of dependency on the domestic marketplace. With the fall of communism in eastern Europe, Coopers & Lybrand opened offices in Hungary, Poland, Czechoslovakia, Berlin, and Russia, and remains one of the few American firms to do business in eastern Europe. Consequently, the company secured a foothold in an area of the world that is likely to become profitable in the next century. Further Reading Bedrosian, Line, “The Art of Accounting: CPAs Move Beyond Bean Counting to Assume Greater Roles,” BusinessWest, March, 1993, p. 13. Boys, Peter, “What’s in a Name: Update (Names of Accounting Firms),” Accountancy, March 1990, p. 132. Cassidy, Tina, “Brain Drain at Coopers,” Boston Business Journal, February 8, 1993, p. 1. “Coopers & Lybrand: Foundation for Tomorrow,” Coopers & Lybrand, 1991. “Coopers & Lybrand International,” The New York Times, January 14, 1993, p. C6. “Coopers in TV Land,” CPA Journal, March 1993, p. 8. The Early History of Coopers & Lybrand, 1898–1948, New York: Garland, 1984 reprint. Elliott, Stuart, “Coopers & Lybrand (Accounts),” The New York Times, November 25, 1992, p. C17, D18. Felsenthal, Edward, “Coopers Wins Suit,” The Wall Street Journal, March 2, 1993, pp. B10–11. Lawyer, Gail, “Largest Accounting Firms in the Metro Area (Metropolitan Washington Area),” Washington Business Journal, March 19, 1993, p. 30. Woo, Junda, “Big Six Accounting Firms Join Forces for Legal Change (Firms Want Protection From Shareholders of Client Companies),” The Wall Street Journal, September 1, 1992, p. B7. —Sina Dubovoj ------------------------------------------------------------ https://www.researchgate.net/publication/270707589_Organizational_evolution_at_Lybrand_Ross_Bros_and_Montgomery_in_the_twentieth_century Download full-text PDF ... See all › 1 Citations See all › 76 References Download citation Share Download full-text PDF Organizational evolution at Lybrand, Ross Bros. and Montgomery in the twentieth century Article (PDF Available) in Accounting History 19(1-2):53-76 · February 2014 with 611 Reads DOI: 10.1177/1032373213514815 Cite this publication Nandini Chandar 11.81Rider University Deirdre Collier 5.22Fairleigh Dickinson University Paul J. Miranti 19.77Rutgers, The State University of New Jersey Abstract This article examines the evolution of practice strategy and organizational structure at the US accounting firm Lybrand, Ross Bros. & Montgomery from its inception in 1898 through to its merger with Price Waterhouse in 1998. We focus on the interaction between the firm and its broader economic, social and political contexts as we analyze key drivers of organizational change. The accounting enterprise developed a dual strategy involving both horizontal integration and service diversification for adapting successfully to changes in markets, professional knowledge, technology and regulation. Organizational learning was fundamental to its successful evolution in scale and scope as it enabled the firm to develop strategies and structures that responded effectively to changing external challenges and opportunities. Discover the world's research 15+ million members 118+ million publications 700k+ research projects Join for free ------------------------------------------------------------ See discussions, stats, and author profiles for this publication at: https://www.researchgate.net/publication/270707589 Organizational evolution at Lybrand, Ross Bros. and Montgomery in the twentieth century Article in Accounting History · February 2014 DOI: 10.1177/1032373213514815 CITATION 1 READS 613 3 authors: Some of the authors of this publication are also working on these related projects: Historical Importance of Bell Systems on Business Development View project Nandini Chandar Rider University 20 PUBLICATIONS 218 CITATIONS SEE PROFILE Deirdre Collier Fairleigh Dickinson University 8 PUBLICATIONS 15 CITATIONS SEE PROFILE Paul J. Miranti Rutgers, The State University of New Jersey 55 PUBLICATIONS 396 CITATIONS SEE PROFILE All content following this page was uploaded by Deirdre Collier on 27 October 2015. The user has requested enhancement of the downloaded file. http://ach.sagepub.com/ Accounting History http://ach.sagepub.com/content/19/1-2/53 The online version of this article can be found at: DOI: 10.1177/1032373213514815 Accounting History 2014 19: 53 originally published online 7 January 2014 Nandini Chandar, Deirdre Collier and Paul Miranti century Organizational evolution at Lybrand, Ross Bros. and Montgomery in the twentieth Published by: http://www.sagepublications.com On behalf of: New Zealand The Accounting History Special Interest Group of the Accounting and Finance Association of Australia and Additional services and information for Accounting History can be found at: Email Alerts: http://ach.sagepub.com/cgi/alerts Subscriptions: http://ach.sagepub.com/subscriptions Reprints: http://www.sagepub.com/journalsReprints.nav Permissions: http://www.sagepub.com/journalsPermissions.nav What is This? OnlineFirst Version of Record - Jan 7, 2014 >> Version of Record - Feb 14, 2014 Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Accounting History 2014, Vol. 19(1-2) 53– 76 © The Author(s) 2014 Reprints and permissions: sagepub.co.uk/journalsPermissions.nav DOI: 10.1177/1032373213514815 ach.sagepub.com Accounting History Organizational evolution at Lybrand, Ross Bros. and Montgomery in the twentieth century Nandini Chandar Rider University, USA Deirdre Collier Farleigh Dickinson University, USA Paul Miranti Rutgers, The State University of New Jersey, USA Abstract This article examines the evolution of practice strategy and organizational structure at the US accounting firm Lybrand, Ross Bros. & Montgomery from its inception in 1898 through to its merger with Price Waterhouse in 1998. We focus on the interaction between the firm and its broader economic, social and political contexts as we analyze key drivers of organizational change. The accounting enterprise developed a dual strategy involving both horizontal integration and service diversification for adapting successfully to changes in markets, professional knowledge, technology and regulation. Organizational learning was fundamental to its successful evolution in scale and scope as it enabled the firm to develop strategies and structures that responded effectively to changing external challenges and opportunities. Keywords Coopers & Lybrand, historical case study, horizontal integration, organizational learning, service diversification, theory of the firm 1. Introduction The historiography of accounting, unlike its first cousin business history, has not addressed the problems of a theory of the firm. Scholars have failed to explain the evolutionary factors leading to the market concentration that characterizes the modern profession. This is surprising given both the Corresponding author: Deirdre Collier, Silberman College of Business, Farleigh Dickinson University, 285 Madison Ave, Madison, NJ 07940, USA. Email: dcollier@fdu.edu 514815ACH0010.1177/1032373213514815Accounting HistoryChandar et al. research-article2014 Article Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 54 Accounting History 19(1-2) business and professional literature on the shaping of modern society, surprising also because the historical development of major accounting firms provides insight into the development of accounting itself. Multinational firms are where “accounting practices emerge, become standardized and regulated, where accounting rules and standards are translated into practice, and where professional identities are mediated, formed, and transformed” (Cooper and Robson, 2006: 416). Our study examines the evolution of the venerable US firm of Lybrand, Ross Bros. and Montgomery through to the twentieth century. In identifying the key drivers of organizational change, we focus on the interaction between the firm and its broader contexts. In the first half of the firm’s life this context was primarily American, and so generalizations made about this timeframe may not reflect the experience of the international accountancy profession. However, as the twentieth century progressed, business in general became globalized, and members of the accounting profession who served international clients faced similar challenges. Without addressing the problems which confront firms operating under multiple regulatory bodies, we nevertheless argue that success in the formation of a practice of great scale and scope depended on the firm establishing responsive organizational structures and on professional strategies to confront changes in markets, regulation, technology and professional knowledge. Beginning with its founding in Philadelphia in 1898, we trace the firm’s history until its merger with Price Waterhouse & Company in 1998 and consider briefly the impact on practice organization of subsequent environmental changes. The remainder of the article is in six sections. Section 2 discusses the principal schools of thought about organizational change that informs our analysis. Section 3 focuses on the founding of the firm in 1898 through the passing of the last of the original partners in the 1950s. Growth resulted from horizontal integration across a national market and from service diversification based on accounting and information systems. Increases in the size, scope and complexity of major clients in a dynamic economy provided strong incentives for strengthening practice competitiveness through the expansion of internal knowledge capabilities. This trend was reinforced by the expansion of the federal government’s role in regulating national economic affairs through the advent of such policies as income taxation in 1913 and securities market oversight in 1933. Growth in the range of requisite knowledge from these and other developments created pressures for practice expansion to spread the burden of these overheads over a larger operating base. This led ultimately to greater market concentration as the leading professional units grew either through new local office openings or the acquisition of established firms. Section 4 analyzes the second era, spanning the years from 1957 to1980 during which period accountants’ services responded to the new forces of global competition. Foremost in this regard was the union with Cooper Brothers, a leading British practice, which vastly increased the firm’s international service capabilities. The period was also marked by continued concentration in domestic markets and by enhanced diversification into management consulting. Section 5 examines the third era, 1980–1998, during which the firm pursued new opportunities in consulting that arose in part from advances in information technology (IT). However, new crises that broadly affected the entire profession of public accountancy led to regulatory intervention in order to maintain auditor independence and to assure engagement effectiveness. This led to the curtailment of diversification and reinforced the firm’s position in traditional attestation and assurance markets through a merger with Price Waterhouse & Company. Section 6, the concluding section, places our analysis within a brief historical model of large accounting firm growth. 2. The framework of organizational analysis Our study draws on scholars whose work has materially advanced organizational theory including Alfred D Chandler, Louis Galambos, Douglass C North, Richard R Nelson and Sydney Winter. Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 55 Their contributions examine large-scale organizations’ role in transforming American polity from rural-agricultural to urban and industrial. New entities of great scale and scope coordinated and controlled many interdependent elements to assure the smooth integration of a complex socioeconomic environment. Our analytical framework is linked directly to business history, a specialization that came to new prominence in the 1960s when Chandler began to extend the understanding of the role of giant enterprise in US industry. Chandler’s contribution has three aspects. The first (or Chandler I), focuses on the dynamics of oligopolistic competition in the US and Europe. In his classics, Strategy and Structure (1963) and again in Scale and Scope (1980), Chandler’s synthesis is at variance with the then regnant neoclassic model, that is, an economy composed of many small, price-taking units with very limited market power. Chandler, instead, emphasizes the role of the few center firms that accounted for the research and development and capital investing which were the primary sources of wealth enhancement in advanced economies. Special advantage also accrued to first movers who could dominate a market by exploiting economies of scale and scope, thus creating barriers to entry for later entrants. Unlike traditional price-taking firms, center firms exercised market power and competed on the basis of product or service differentiation. The advantages of these firms stemmed from their ability to exploit economies of scale and scope. Chandler II extends understanding of organizational sociology through the rise of a class of business managers in the Pulitzer Prize winning The Visible Hand (Chandler, 1977). The findings of this work stands in contrast to that of the earlier school of Progressive History of Beard, Parrington and Turner who, while admitting big businesses’ contribution to material improvement and higher living standards, worried that such a concentration of economic power might prove corrosive to the cherished democratic values on which the nation had been founded (Hofstadter, 1968). Chandler presents an alternative view of business professionals as economic rationalists intent on new modes of management and technology in the quest for industrial leadership and stability and the efficient allocation of scarce economic resources (Chandler, 2001: chap. 1). Chandler III (2001, 2005) becomes increasingly sensitive to the literature on organizational learning emphasized by Nobel Prize winning scholar, Douglass C North, who perceives the learning process as a major driver of business change (North, 1990). His nexus is institutions, which are the rules that guide human agents working in economic units. The lessons learned in the enterprise’s recent history shape future actions when they become institutional practices that order firm activities. Defining what succeeded in the past and should be perpetuated and what failed and should be avoided helped to define best practices in confronting business risk and optimizing resource utilization. North argues that the firm’s capacity to absorb and adapt useful knowledge functions is a major determinant of competitiveness. Chandler’s later work also increasingly responds to the scholarly agenda of the rising field of evolutionary economics pioneered by Richard R Nelson and Sidney G Winter (1982). The evolutionists stress the importance of firm-specific learning and innovation in understanding what competitive factors in individuation explained the long-term industrial leadership, especially in high-growth sectors. In Chandler III, the traditional organizational emphasis is broadened by new linkages to learning that strengthened corporate competitiveness over time. Focusing on the firm-specific factors that conditioned the long-term global leadership in two high-tech industries (electronics and chemicals and pharmaceuticals), Chandler argues that market leadership is not solely a function of scientific discovery, but also requires organizational changes to support the requirements of new markets and products. This involves integrating: (1) technical knowledge (product creation); (2) functional knowledge (marketing and production); and (3) high-level managerial knowledge to coordinate and control corporate resources and operations by forming strategies, defining broad policies and evaluating performance. Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 56 Accounting History 19(1-2) Recent years have seen challenges to the Chandlerian models I and II (but not III) that emphasize the role of large, vertically and horizontally organized firms in transforming the American economy. In particular, Lamoreaux, Raff and Temin (2003) have criticized this model for its purported “Whigishness”, the sense that the rise of these center firms was an inevitable step on the road of business evolution. Instead, these researchers have pointed out alternative structures that succeeded as carriers of economic progress, such as the Chicago Board of Trade that facilitated the growth of the wheat trade, or the formation of “industrial districts” where many small-scale manufacturers operated in close physical proximity. They are especially dismissive of the contemporary importance of such large, vertically integrated firms, stating that “during the 1990s, as giant managerial enterprises (especially in the U.S.) gave way to more specialized, less vertically integrated competitors, the Chandlerian paradigm lost much of its luster” (Lamoreaux et al., 2006: 20). Though Lamoreaux and her co-authors note that other coordinating structures have arisen to handle the costs of information asymmetry in complex transactions, nevertheless the dominant form of organization for accounting professionals, over the twentieth century and into the twenty-first, appears to conform to the Chandlerian model: the industry has become dominated by large international firms offering clients a multitude of services. In addition to organizational learning, factors that have shaped the evolution of professional and industrial entities are derived from their complex socio-political environments that influence the development options they pursue. These factors have been blended in two models advanced by Louis Galambos, known respectively as, the “organizational synthesis” and “triocracy” (Galambos, 1970, 1983, 2005). Defined in three essays, the most critical component of organizational synthesis from the perspective of our article identifies elements affecting a society dominated by large organizations: technology, the political economy and professionalization. These forces are significant not only to understanding the evolution of large-scale industrial enterprises but also in explaining the dynamics of giant knowledge-based businesses that came to dominate the service sector. In the latest iteration of this model, Galambos (2005) also includes globalization as a major factor in organization design. Within the accounting profession itself, some practitioners have suggested that globalization may become the most important factor influencing the accounting profession in the future.1 Galambos’s notion of triocracy, on the other hand, looks to the New Institutionalism in political science as analyzed by Stephen Skowronek (1982) to illuminate government relations with giant business enterprises in a mass society. The triocratic model analyzes interactions among professional and business groups, governmental bureaucratic agencies and representative bodies, such as the US Congress, in establishing public policy. Triocracy, thus, serves as a construct for evaluating the public opinion on the oversight of business and professional groups. It predicts, for example, that during normal times professional and business groups enjoy a high degree of autonomy over their affairs because of deference to agents responsible for maintaining stability and protecting the public interest. However, socioeconomic flux leads to intervention on the part of government bureaucracies as the public turns to their political representatives for relief. Thus far, accounting history has not utilized Chandler, Galambos, North or evolutionary economists to explain the significance of the rise of giant, global practices. Instead, historians have focused on a wide range of themes such as the evolution of methodology (Wootton and Kemmerer, 2007; Yamey, 1978), the impact of measurement practices on decision processes (Brief, 1966; Johnson and Kaplan, 1987), the rise of professionalism (Cooper and Robson, 2006; Previts and Merino, 1998; Walker, 1988; Zeff, 1966) and the role of accounting in socio-cultural evolution (Fleischman and Tyson, 1998; Neu and Graham, 2004; Saravanamuthu and Tinker, 2003). Moreover, the early practice-sponsored historical chronicles neither sought to amplify the theory of the firm nor explain how their experience provides useful insight into epochal developments. Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 57 Instead, they focused narrowly on high points in organizational change (Arthur Young and Company, 1948; DeMond, 1951; Ernst and Ernst, 1960; Haskins and Sells, 1935, 1947, 1970; Wise, 1982). Other works were essentially biographies of key leaders (Higgins, 1965; Jordan, 1923; May, 1936; Montgomery, 1939). However, later studies began to appear in the 1980s that provided deeper insight into the dynamics of firm growth. Studies by historians such as Edgar Jones (1981) and David Grayson Allen and Kathleen McDermott (1993) have raised the quality of practice analysis. They provided a much richer contextual analysis that stressed how practice growth became closely integrated with changing patterns of economic development and corporate governance. The evolution of Lybrand, Ross Bros. & Montgomery stresses organizational learning in firm growth; however, the models, particularly of Chandler and the evolutionary economists, require some modification. Unlike high-tech manufacturers, accounting firms could not expropriate legal rights to competitive knowledge through patents. Innovation in public practice did not create legal barriers to block the market entry of competitors. Instead, innovation took the form of applying common bodies of knowledge for a complementary core of services including auditing, tax and management consulting, to serve informational needs. This differentiated a practice by enhancing its reputation for technical proficiency. Second, innovation helped advance particular firms when their members were perceived as leaders in determining how professional knowledge should be standardized for practice. The firm’s image of authority benefited from defining how knowledge should be applied. Third, the cost structure of large professional practices differed in significant ways from large industrial businesses. Because of the heavier dependence on the work of human agents rather than on machinery and other capital assets, accounting practices were characterized by a high variable cost structure. Consequently, the ability to achieve economies of scale through increases in throughput was very limited. However, the establishment of large networks of local offices afforded the opportunity for accounting practices to benefit from economies of scope. Large office networks facilitated the ability of firms to serve the giant enterprises that were transforming the global economies. Broader scope was also advantageous for forming connections with potential clients, regional economies and industries. Fourth, bigness enabled leading firms to bear the high overhead costs that helped to distinguish their practice, especially the costs of engaging and training high-quality personnel. It also spread the burden of high overheads associated with participation in associational and governmental affairs and supporting publications that underlined the organization’s special competencies. 3. Horizontal expansion in a continental market, 1898–1957 The late 1800s and early 1900s saw the beginning of the accountancy profession in the US; early accounting firms frequently relied on the skills of expatriate British accountants to establish themselves (Miranti, 1990). The firm of Lybrand, Ross Bros. & Montgomery, however, was an exception in that all of its founding partners were native-born Americans. The formation of the partnership in Philadelphia in 1898 occurred amidst the expansion of a new urban-industrial economy and the rise of the profession of certified public accountancy. Accountants in New York, for example, had successfully militated for the passage of the first CPA licensing law in 1896. Five years later, the House of Morgan launched the United States Steel Company, the nation’s first billion-dollar business. The corporate and professional transformations created significant asymmetries and the need for more comprehensive and standardized business information to inform managers, investors and other stakeholders. The establishment of a national income tax and central bank, the expansion of the national defense establishment, and the formation of administrative agencies to monitor Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 58 Accounting History 19(1-2) activities in a host of industries created new opportunities for accounting-based compliance and planning services. Investor concerns about informational reliability and objectivity fostered the growth of audit and assurance services, initiatives that became deeply entwined in the fabric of corporate governance under the requirements first of individual securities markets and later of the Securities Acts of 1933 and 1934. During this era of expanding opportunity, forward-looking public accounting practices including the Lybrand firm grew through diversification related to the application of accounting knowledge. First, auditing used accounting knowledge in examinations to assess the fairness of client financial reporting. Second, taxation involved the use of accounting knowledge to allow corporations and individuals to comply with federal, state and local imposts. Third, management advisory services primarily helped clients develop more effective accounting systems. The latter service, however, was recognized early as a potential conflict of interest in auditing if system advice trailed off to controllership. In fact James O McKinsey, who originally practiced public accountancy along with his teaching duties at the University of Chicago, may have eventually decided to focus exclusively on consulting in part to avoid any such conflicts. The Lybrand firm developed early a local office network to serve clients. Very few contemporary rivals sought growth through horizontal integration to the same degree as that experienced by the Philadelphia practice. Table 1 details the firm’s domestic expansion through the 1960s.2 In some cases, local office expansion was achieved by the acquisition of established practices such as the firms of Peter and Moss in Dallas or Klink, Bein & Company in Los Angeles (L.R.B. & M. Journal, 1925, 1934). Serving as a correspondent in distant markets for local firms also created opportunities for growth through merger. In this latter case, a second office in New York Table 1. Expansion in US cities, 1902–1962. Year opened City 1902 New York 1908 Pittsburgh 1909 Chicago 1915 Boston 1919 Washington, DC 1920 Detroit 1923 Cleveland, Cincinnati 1924 Baltimore, Los Angeles, San Francisco 1926 Newark 1929 Rockford (IL) 1930 Atlanta, Dallas, St Louis 1931 Louisville 1932 Houston 1948 Seattle 1952 Tulsa 1953 Birmingham 1958 Hartford 1959 Portland (OR) 1960 Phoenix 1961 Columbus (OH) 1962 Fort Wayne, New Haven, Niles (IL), Oakland (CA), Portland (ME), Salt Lake City, Springfield (MA) Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 59 eventually resulted from the absorption of Hilditch & Company that maintained a midtown office on Madison Avenue (L.R.B. & M. Journal, 1928). In addition, Lybrand maintained small representative offices in London, Paris and Berlin (until 1938). All of this merger activity, however, was dwarfed by the impact of the union with Coopers Brothers in 1957 that vastly increased the firm’s international practice. The increased geographic scope that resulted from the creation of the nationwide network created several advantages for the firm. The first was the reduction in overall practice risk due to diversification across major regional economies and industries. Exposure to risk resulting from local downturns or recessions in specific industries was offset through the business vibrancy of other segments of the national client portfolio. The opening of a New York office in 1902, for example, was propitious because it drew the Philadelphia firm closer to the leading practices in the profession that were largely New York based. Besides being the fastest growing of the East Coast cities during the first three decades of the twentieth century, New York’s financial service and retail industries provided great demand for accountants’ services. The cities of Detroit, Pittsburgh and Cleveland served the requirements of the fast-growing automobile market in which Ford Motor Company was a major client. The economic fate of Dallas reacted to developments in the oil industry. Los Angeles brought the firm close to developments in the movie industry. Moreover, broad geographic scope made it possible for the firm to serve giant clients whose operations were spread across the nation, thus eliminating the need to negotiate with correspondent accounting firms to do part of a professional engagement. Maintaining complete control over an engagement helped reduce risk by providing assurance that the fieldwork and reporting services conformed to the firm’s high standards. The best example of this was the relationship with the American Telephone and Telegraph Company (AT&T) and its regional operating subsidiaries. Although the parent company was based in New York, its “Long Lines” operation provided longdistance service throughout the country. Its research arm, the Bell Telephone Laboratories, also operated as a separate subsidiary. AT&T operated through a host of regional subsidiaries spanning the country. In addition to consolidated statements, the Bell System companies frequently issued their own financial reports.3 The office network also helped reduce information costs through internal communications between offices. This form of business intelligence could be very useful to the accounting firm’s partners and clients. Such connections served as informal channels of knowledge about regional and national economic industrial trends. In addition, the local office structure increased the leverage of the firms in professional governance and associational activities. Local office members increased the influence of the firm by pursuing positions of leadership in state associations and professional oversight boards. Successful activism on the state level also often translated to leadership in national associational affairs. In a period when advertising was prohibited, the existence of many local offices indirectly served to promote the firm’s image and prestige in the eyes of the public. Although Lybrand, Ross Brothers & Montgomery did not become a brand recognized in every household as was the case with such consumer giants as General Motors or Philip Morris, it was well known by the end of World War I to leaders in business, education and government. The establishment of a network of local offices provided an opportunity for the firm to leverage competencies developed in a single market area to a broader national or regional market for professional services. An early example of this was the Lybrand firm’s development of deep industry expertise in retailing. The initial nexus came through the acquisition of the giant Wanamaker’s Department Store in Philadelphia as a client. This connection was partially the result of Robert Montgomery’s personal contact made through military service in the unit commanded by John Wanamaker’s nephew, Barclay Warburton, during the Spanish-American War (Montgomery, 1939: Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 60 Accounting History 19(1-2) chaps 1–4). The internal service capabilities developed through this client linkage provided a knowledge base for the further expansion among the emergent, large store organizations primarily in cities on the East Coast. In future decades Lybrand included within its clientele such prime names as Associated Dry Goods, the Hecht Department Stores, Stern Brothers, Lord and Taylor, Lane Bryant, Coward Shoe Company and the specialist delivery enterprise, the United Parcel Service (Bell, 1959: 68–70, 72–76, 93–97, 122–156). Retailing further strengthened the firm because it encouraged greater internal diversity that facilitated its ability to attract clients from a broad range of social backgrounds. Most significant in this early period was the positive relationship that the firm established with Jewish entrepreneurs who played a leading role in the transformation of mercantile endeavor. The connections with these clients were made firmer by engaging staff to serve them that shared a like cultural heritage. Partly because of this, by the 1930s men of Jewish faith would rise to partnership status. This differentiated Lybrand from most of the other leading national practices of this era whose leaders predominantly shared a White-Anglo-Saxon-Protestant background. This early model of practice growth through greater inclusiveness continued in the future. It would serve the firm well as its mix both of staff and clients became more reflective of the cultural and gender diversity of the local, regional, national and ultimately global markets that it served. Larger clients also benefited from scope economies made possible through the local office network. Large, multi-location clients benefited from lower contracting and coordination costs associated with the provision of major services such as auditing. Clients could also derive useful business intelligence because of the practice’s broad knowledge of industries and regions. Since size became equated with professional excellence in the public mind, client reputation also benefited from association with a highly respected, leading accounting firm. Also, large practices serving national markets incorporated a broader range of expert skills in accounting and allied fields for resolving the complex reporting problems that often confronted clients operating on the cutting edge of developments in technology or management. Finally, broad scope facilitated the development of specialized industry knowledge. Local offices subsidized the national office which supported publications bolstering the firm’s reputation as a source of authority and training that helped to assure practice excellence. These initiatives responded both to changes in markets and regulation. In the earliest of these ventures Robert H. Montgomery published the first American text on auditing and, after World War I, annual compendia on many aspects of federal income and estate taxation, the latter volumes continued by his partner, Walter Staub.4 The firm scored another triumph in launching partner Louis H Rappaport’s SEC Accounting Practice and Procedure (1956). Many partners contributed technical articles to professional journals. As early as 1916, the firm began to consolidate training by holding summer staff training programs for junior accountants. In 1920, publication began of the L.R.B. & M. Journal which provided news of the firm, discussions of technical accounting matters and economic trends for the edification of staff and clients. The costs of senior partner participation in associational affairs – involvements that gave the firm voice in debates about the direction of accounting professionalism – could also be subsidized in part by the local offices. Robert Montgomery, for example, twice served as president of the national representative association. His leadership was also critical in reuniting a profession in the 1930s which had polarized because of the competing ideas about the nature of accounting professionalism during the previous decade (Miranti, 1990). The firm’s image as a bastion of technical leadership was further augmented by senior partner service on committees responsible for defining accounting and auditing standards. The contribution of local offices similarly facilitated the participation of senior managers in government service, which not only strengthened the firm’s reputation but also gave rise to Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 61 tangible benefits in the form of new client acquisition. Again Robert Montgomery was a prime exemplar. Through his service on the War Industries Board in World War I, Montgomery developed a close relationship with, among others, financier Bernard Baruch and Walter S. Gifford, later president of AT&T, a firm that after the war became a major client. Montgomery later played a leading role at the National Recovery Administration during the New Deal. The strategy, based on extensive horizontal integration and a moderate degree of service diversification, served the firm well into the 1950s. With the passing of the last of the original partners, Montgomery in 1953, a new generation of leaders continued to build on the strong foundations created in the past, while also confronting new challenges associated with the steady trend toward economic deregulation and globalization. 4. Globalization, competition, and practice concentration, 1957–1980 After World War II, American businesses expanded both domestically and internationally. Lybrand management recognized that audit firms needed to mirror this growth, or their clients would go elsewhere. Growth could occur either organically, through greater hiring and in-house development of staff, or through mergers, and Lybrand pursued both. In the 15 years beginning in 1954, the firm expanded into 40 additional cities and tripled its personnel (Jennings, 1998: 26). In a 1997 interview, former Coopers and Lybrand (C&L) managing partner Eugene Freedman (1991–1994) was asked what were the three main factors that transformed the profession of public accounting over the span of his career in the post World War II era. He identified increased competition, international growth, and the advent of computer technology (Freedman, 1998: 2–5). These factors, moderated by regulatory adjustments, influenced the changing face of the Lybrand firm in the 1950s through the 1970s. In the US, the desire of the senior partners of many successful regional firms to liquidate the equity that had built up over the course of a half-century of growth provided an opportunity for Lybrand to round out its national presence and industry exposure. This perspective was demanded by clients who were growing nationally. As an example, one client, the paper manufacturer Crown-Zellerbach, started as a West Coast firm, then expanded east. In response, merger partners were sought in order to provide a regional presence – for instance, the 1958 acquisition of King, Mahony & Arner which brought Lybrand into Florida, and the Baker & Gillette merger in 1965 which brought Lybrand to the Hawaiian Islands (Warner, 1998: 6). Mergers with other accounting firms also brought in personnel with sought-after skills. The Thomas and Moore merger (1957), for example, brought in expertise in supermarkets and the metals industry (Warner, 1998: 5); metals expertise was consolidated when Lybrand merged with Loomis, Suffern & Fernald the following year. Similarly, the 1962 merger with Scovell, Wellington & Co. not only made Lybrand 20 percent larger (New York Times, 1962), but it increased the firm’s consulting base, especially in engineering.5 Even more striking was the firm’s international growth, which responded to the increasing globalization of business. While companies throughout the world were expanding internationally, American investments abroad outpaced all others, doubling from 1950 to 1957 (L.R.B. & M. Journal, 1957). This pushed Lybrand to provide global services; sometimes the overseas work could be done by local associates, sometimes not. Ford, for example, demanded that all locations, whether in America, Europe or Asia, be served by the same audit personnel. Even without such stringent staff continuity requirements, overseas clients meant overseas travel. Lybrand personnel headed off to Hong Kong and Sumatra to audit Bechtel; work for Aramco required travel to Saudi Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 62 Accounting History 19(1-2) Arabia; the Morrison, Knudson audit required staff go to Morocco; and for Sun Oil the firm audited operations in Mexico, Germany, Austria and Greece (Cranz, 1998: 21). One way to cut down on costly travel and achieve a local presence was by establishing offices overseas; indeed, Lybrand already operated offices in London and Paris.6 However, this approach had its own set of problems. It required high outlays of capital and demanded facility in local languages. Culturally, there was often resistance to “American style management” overseas (Scanlon, 1998: 8). These problems were addressed by entering into partnership with an existing firm abroad. On both sides of the Atlantic, accounting firms recognized the need to develop partnerships with their overseas counterparts.7 As part of an effort to aid such cooperation, the American Institute of Accountants’ (AIA’s) membership voted in 1947 to recognize parallel regulatory bodies in other nations as “international associates” of the association. This allowed members to rely upon the credentials of overseas professionals with training equivalent to that of a CPA (Carey, 1970). While this was a valuable step forward, it still left to the individual practitioner or firm the problem of identifying and developing relationships with suitable overseas professionals. Lybrand’s managing partner, Alvin Jennings (1953–1962), wondered if there was a more efficient way to handle such relationships, and in 1955 Jennings approached Greville Gidley-Kitchin, the partner in charge of the New York office of the British firm Cooper Bros., about possible collaboration. Two years later, their talks led to the formation of the international firm, Coopers & Lybrand. Cooper Bros. had begun its existence as an accounting partnership in 1854. A UK firm, Cooper Bros. had offices in several European and African countries8 and working relationships with firms in Canada, Australia and New Zealand. In Canada, the relationship was with the McDonald, Currie9 partnership. This latter firm became the third partner in the 1957 merger that created the global accounting firm Coopers & Lybrand (C&L). Prior to the merger, Cooper Bros and Lybrand had not had routine working relationships with each other, but the firms did share similarities that enhanced the likelihood of successful collaboration. Both firms had long traditions of contributing to the development of the profession by the production and dissemination of professional literature. They shared a strategic vision – the need to develop global accounting services–as well as an interest in developing consulting services. The British firm’s Management Consulting Services (MCS), begun in 1954,10 had a heavy emphasis on data processing, which was also an area of interest for the Lybrand partners. After the merger, US-based personnel traveled regularly to the Cooper Bros. offices in Britain to learn about their consulting and actuarial practices (Holland, 1998: 31). Early on, the merger created shared knowledge and relationships rather than a blended enterprise. As the merger’s architect stated, “It was not intended that the international firm should itself practice accounting. Its function was to serve as the agency to coordinate the standards of the practice of the participating firms” (Jennings, 1998: 27). The name “Coopers & Lybrand”11 was initially reserved to indicate work referred from one of the three founding firms to another. Three distinct identities remained until 1973, when Coopers & Lybrand was adopted as a single firm name.12 Each part of the triumvirate oversaw activities in different geographic regions: Lybrand & Ross in the US, Latin America and Japan; Cooper Bros in Europe, Africa and the Middle and Far East; McDonald, Currie in Canada and the Caribbean (Hobson, 1979: 30). The existing Lybrand & Ross operations in both London and Paris were essentially shut down, with responsibility for these clients transferred to Cooper Bros.’ partners. Meanwhile, the work of Cooper Bros. in New York shifted to the Lybrand office. At the time of its initial formation, the international firm operated in 19 countries with 89 offices. By 1979, the numbers had increased to 89 countries with 360 offices (Hobson, 1979: 34). The expansions represented both mergers – initiated by all three of the founding firms – and newly established offices. Two prominent international mergers also occurred in 1957, the year the Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 63 international firm was formed: Despacho Robert Casa Alatriste in Mexico and Treuhand Vereinigung in Germany. In the following year, an Australian merger was effected with Buckley & Hughes.13 In addition to global expansion, the post World War II period also saw a marked increase in scope of services, particularly the provision of consulting services. This trend responded largely to a growing client interest in accounting automation through electronic data processing. In the US, Lybrand had entered the 1950s officially providing only audit and tax services; unofficially, it had provided its clients with consulting services for years. Indeed, Vincent O’Reilly, one-time Chief Operating Officer and vice-chairman (1994–1997), declared that “the first services that audit firms rendered were consulting services…” (O’Reilly, 1998: 21). Whether or not one accepts this statement at face value, it shows how the accounting profession was attempting to legitimize its practice of management consulting. As Cooper et al. (1994) have noted, when moving into new product areas, accountants establish the legitimacy of the expansion by defining the new service as being within the domain of the existing profession. The Lybrand partners accomplished this by claiming that the new services were actually just a repackaging or leveraging of work already performed by the profession. In 1951, Lybrand established a management advisory services organization (MAS), under the direction of Herman Heiser, an audit partner based in Philadelphia. Consulting services were to be available to any audit client; consultants would work on projects in response to the requests of audit partners throughout the firm. The early consulting groups were scattered throughout the firm, organizationally reporting to the regional auditing partners. Formal organization of a separate national consulting practice did not occur until 1960 (Kaufman, 1998: 40). Philadelphia became the lead consulting office, and it guided the practice towards Electronic Data Processing (EDP) work.14 This was initially attempted by educating existing personnel in computer sciences, in effect trying to turn auditors into computer professionals. This practice was never fully abandoned, although its deficiencies were recognized, and Heiser soon began trying to bring in computer experts. The first highlevel professional IT hire was Felix Kaufman, who entered as director of EDP services in 1957. Kaufman and many others that followed him were well regarded EDP professionals, but they were not accountants.15 While some early consulting personnel did have the necessary audit background and so could be admitted to the partnership,16 without an accounting background most could not. The firm was facing the possibility that these valuable assets could be lost, and potentially become competitors. To avoid this, there needed to be changes in the firm’s structure, and the result was the creation of the position of principal. First used to recognize the contribution of Frank Smith,17 director of personnel and training, the principal position was soon routinely awarded to non-accounting personnel deemed otherwise worthy of a partnership position.18 Whereas the provision of tax services raised few questions of independence,19 forays into consulting services brought this issue to the front and center. In auditing, the profession’s ultimate client was the public. In contrast, in consulting services, the public interest was absent, and the firm worked solely to maximize the client’s interests. The potential infringements on independence varied with the services offered: selection and oversight of an EDP system installation was much less problematic than conducting an analysis in support of management decisions such as business acquisitions or closures. The question of independence was regularly debated, both within the profession and externally.20 Within the firm, resistance to consulting was clothed in terms of independence concerns, but in reality often reflected animus towards consulting. There was a strong sense that auditing came first, formalized in firm policy bulletin E-20 that stated that the audit partner was to be the senior partner in all client relationships (Kaufman, 1998: 33). Unlike auditing, with its clearly defined deliverable (the audit opinion), consulting was a much riskier enterprise: the project could fail to deliver a product. These problems were exacerbated by the fact that Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 64 Accounting History 19(1-2) until the late 1970s, consultants were entirely dependent upon the auditing partners for marketing their services. The Federal Trade Commission, concerned with anticompetitive practices among firms, began to push the AICPA to allow firms to advertise in the late 1970s. By 1990, virtually all restrictions on firm advertising had been lifted. Institutional changes (the ability to advertise, the ability to enter into partnerships with non-accountants) and organizational changes (the creation of the position of principal, the formation of a national consulting division separate from the auditing division, a rewording of firm policy to increase the role of consulting partners in defining client relationships) helped lay the groundwork for an era of tremendous growth in consulting that would begin in the 1970s and then accelerate in the 1980s and 1990s. Computer consulting was the largest, but not the sole non-accounting product C&L developed. The firm developed a specialty in industrial engineering consulting which eventually led to an operations research practice. The engineering expertise was strengthened by another merger, the purchase of the industrial engineering firm, Joseph Cook and Company, in the 1960s. Lybrand also began to provide actuarial benefit services (called ABC – Actuarial Benefit Consulting, later known as Human Resources Consulting). Entry into this field was largely a client-driven move as prior to the creation of ABC clients requesting actuarial services had to be referred to practitioners outside of Lybrand. For example, the San Francisco partners disliked having to refer such clients to Peat- Marwick (Schroeder, 1998: 24). The international merger was also instrumental in alerting the US offices to the potential benefits of pursuing actuarial work. Actuaries were already a regular part of the British accounting profession and were integrated into their practice, with actuarial topics included in the accountant’s certification exams (Jones, 1981). Jennings, the partner who engineered the international merger with Coopers, was aware that Coopers provided actuarial services to their clients, and he felt that Lybrand should do the same. The US firm’s commitment to this business was signaled by the acquisition in 1961 of the TerryBerry Company (Martin, 1998: 7), an established provider of actuarial services. By the 1960s, though auditing and tax services were still the primary products offered by C&L, the step towards broadening its scope of services had been irrevocably taken and the firm was no longer solely a professional accounting firm. Though not yet an integrated professional organization, it could and did provide worldwide services to its clients. It also had begun to hybridize, beginning its transformation from an accounting firm to a professional services firm which offered audit, tax, EDP, consulting, and pension and benefits services. 5. Technology, consulting and consolidation, 1980–1998 Although the third era began with a strong drive to diversify into new opportunities in a rapidly expanding knowledge economy, it ended with the imposition on the profession of limits on the scope of services. This induced a reversion among some leading firms, including C&L, to reduce practice risk by pursuing a strategy of horizontal integration. During the 1980s and 1990s, large accounting firms in the US and Europe worried about the slow growth and marginal profitability of audit services (Elliott, 1998; Previts, 1985). Many believed auditing had become a mature industry whose growth would be limited to the rate of expansion of the economy. Beate Morrow, one of the first women to achieve partner status, noted, “the emphasis has been, in the last few years, somewhat away from the audit, which is a commodity, to rendering more specialized services to clients – in the consulting area and out-sourcing and other areas” (Morrow, 1998: 13). In addition, the profitability of audit practice among the larger firms was further eroded because of the rising incidence of malpractice litigation.21 The big accounting firms paid out $1 billion in litigation payouts and settlements in the early 1990s, prompting Coopers and Lybrand to set aside approximately $130 per share in practice protection costs for the 1994 fiscal year (Moore, 1998). Profit margins Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 65 were further squeezed by sharp price competition in winning engagements and the costs of engaging high quality professional labor. Ultimately, these high costs would encourage C&L to look for a merger partner. Changes in the nature of IT also affected the economic environment in which C&L operated. During the 1950s and 1960s data processing had been revolutionized by the introduction of highly efficient mainframe computers that reduced the costs of accounting record keeping, particularly among firms that could afford to invest in the costly new equipment and to hire specialized personnel. By the 1980s and 1990s, however, the development of new generations of mini and micro computers made possible the design and implementation of both local and wide area networks for enhancing the efficiency of communication and information processes. In addition, the maturation of the Internet (the founding of which dated back to the 1960s) with its integration of computer and telecommunication capabilities, provided a strong technological basis for the expansion of an information-based economy. These changes attracted Wall Street’s interest and led to a boom in venture capital financing and initial public offering (IPO) to support the so-called “dot com revolution”. Stock market expansion accompanied by the telecommunications deregulation in 1996 and the anticipation of the Year 2000 (Y2K) problem led firms to significantly increase IT investments. The impact was so great that in May 1996, the Securities Exchange Commission began requiring public companies to file financial statements and other reports electronically via its Electronic Data Gathering and Retrieval (EDGAR) system. The collapse of the Equity Funding Corporation in 1970 helped to focus accounting firms on changes to auditing practice which could limit auditors’ liability exposure. Though the AICPA committee investigating the fraud did not find Generally Accepted Auditing Standards (GAAS) deficiency, members did highlight the need to adequately test internal controls, especially with regard to the IT environment of clients. In response to this report many firms developed specialist audit teams to assess such risk; at C&L, this resulted in the Computer Audit Assistance Group (Donald Warren, 2012, personal communication). Additionally, the committee highlighted the hidden independence problems inherent when small accounting firms were absorbed by the Big 8; acquired clients, though a relatively small fraction of a total Big 8 firm’s revenue, could still be significant as a proportion of the fees contributed by the merging partners. This placed more importance on the need for upstream oversight of work performed by subsidiary auditors (Stone et al., 1975). The rapid growth of IT had two major effects on strategic development at C&L. First, it could increase the efficiency of the traditional core service of auditing and tax compliance work. Second, it opened new opportunities to enhance practice growth through the development of new services that capitalized on the firm’s basic competency in data evaluation and the measurement of business performance. Technology held out the promise of cutting costs by reducing costs for the highly labor-intensive service of auditing. Specialized computer software made possible the rapid recovery and testing of accounting data, capacities which shortened significantly the time required to complete audit field work. Audit software facilitated data gathering and evaluation for both compliance and substantive testing. For larger clients with strong internal control and extensive electronically stored business data, it allowed greater reliance to be placed on analytical review in planning and fieldwork. In the view of Nicholas G Moore (2004: 5), global vice chairman, savings would accrue from “a continuous learning cycle, stronger linkages with our CAS [computer auditing specialists], and a leveraging of available technology”. The firm also experimented with new technology to develop more standardized ways to bolster audit efficiency for smaller, less profitable clients. Audit practice contributed to new capabilities for the management of business risk. During the 1980s the auditing profession came under public scrutiny because of the incidence of examination failures and malpractice. In response to this, Coopers & Lybrand broke with its tradition of Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 66 Accounting History 19(1-2) internally assessing the business risk associated with audits, turning instead to outside consultants. Reflecting the multi-dimensional nature of the audit business, these consultants came from diverse specialties – a consulting psychiatrist, as this was a “people business”; an actuarial consultant specializing in insurance pricing; and a former statistician for NASA who had experience in “calculating probabilities of moon shots” (O’Reilly, 1998: 1–17). The consultants worked with a multi-line business team to recommend a risk management program. This audit-derived concern with risk led to the development of capacities for providing consultancy to clients for addressing the problems of business uncertainty. Access to client data facilitated the development of a high degree of specialized industry knowledge that enhanced C&L’s competitiveness. Such data provided deep insights into the relationships that bound the client to other elements in its business infrastructure – what economists would term the “industrial sector”. This knowledge provided the lead for C&L to expand its practice by addressing the attestation service needs of financiers, customers and suppliers of existing clients. This knowledge improved firm competency in providing audit services to business entities within an industrial community. It created opportunities for rendering assurance services that certified the quality of information transfers for contract and regulatory compliance. It also laid the groundwork for the establishment of information assurance services between firms operating within e-commerce networks that became vital to global business at the beginning of the twenty-first century. Although management consulting had long been important in the US profession from its late nineteenth-century beginnings, this dimension began to explode during the 1970s. In 1975, on average, management consulting services comprised 11 percent of the Big 8’s total revenues; by 1998, revenues from management consulting increased to an average of 45 percent, ranging from 34 to 70 percent of the Big 5’s revenues for that year (GAO, 2003).22 The search for new market outlets began in the 1980s under the leadership of managing partner Peter Scanlon and his successor Eugene Freedman. Consistent with industry trends, firm leadership decided to take “a fresh look at the business, a fresh look at the industry, at our competition, at ourselves” (Freedman, 1998: 2–12), with the desire to become more service diverse and profitable. One early dimension of this was a new division to outsource professional and communication services for clients. Particularly strong in this regard was the provision of internal audit capabilities for clients, reflecting the increasing sensitivity among large international clients for the maintenance of adequate systems of internal controls mandated by the Foreign Corrupt Practices Act of 1977. Management argued that by engaging a public accounting firm for internal audit the firm could be assured of high-quality talent. This arrangement could also minimize the potential conflicts that could undermine the effectiveness of internal audit teams responsible to top financial management in client enterprises. These arguments were a bit disingenuous, as cost concerns played a prominent role in the decision to outsource. A second use of C&L’s information networks and global IT was in supplying advisory services to a client’s marketing call centers, particularly outside the boundaries of the United States. Outsourcing in the global era made corporate supply chains more complex and softened the boundaries between corporations. In this context, the firm found itself less consultative and observing, and one where we’ll really be part of the problem or part of the solution … We’ll be expected to do some of the things that drive value, that service customers, that service employees, or that help produce and distribute and sell their product. (Martin, 1998: 27) Diversification also enabled the firm to focus on providing assurance rather than auditing services through the consolidation of fragmented service capabilities scattered through the firm. One example of this was a new practice unit that provided specialized financial and litigation services Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 67 for companies in bankruptcy. Accountants had vast experience in compiling data for winding up liquidating businesses and in preparing special reports about these matters for bankers and lawyers. Because of this counter-cyclical service, demand for C&L workouts and bankruptcies remained strong during the recession of 1989–1990 brought about in part by the Savings & Loan crisis. Troubled situations also provided knowledge and experience that spilled over and reinforced mergers, acquisitions and consulting. This provided the firm’s practice with business in both economic boom and bust periods, making it virtually recession proof. Scanlon and Freedman also gave partner Seymour Jones the task of organizing a wide array of services required by entrepreneurs – including personal estate and financial planning, budgeting, cash management, financing and auditing (Jones, 1998: 2–5). Success in this area gave C&L exposure to the lucrative IPO market as an increasing number of start-up clients went public. By the 1990s, the firm built a large and thriving practice in entrepreneurial business services, which provided a valuable learning base for the development of its consulting practice. Building on the learning base developed from the entrepreneurial business services, Jones later extended its scope through the formation of “Financial Advisory Services” to serve a full range of clients. Diversification also created impediments for the execution of client-focused knowledge-based services. Gene Freedman (1998: 13) grew worried that the firm, “had become a bureaucracy, like many big businesses”. Internal competition between regions and lines of business served neither clients nor the overall firm. There was also a mismatch between the firm and the markets it served. As Freedman (1998: 15) said, “…the market knew what it wanted. It wanted technology. It wanted knowledge. It wanted responsiveness. It wanted an international network”. Structure followed strategy. The firm became more responsive to client needs during the mid- 1990s by eliminating two layers of management and reducing the number of profit centers from 120 to about 20. The new organizational structure established lines of business in the areas of: (1) consulting (largely systems advisory services); (2) human resources (primarily actuarial services); (3) tax; (4) audit; and (5) financial advisory services.23 In addition, the firm established core competencies – for example technology, knowledge and international expertise – that would both distinguish the firm and be foundational to all the industries and functions. In this process, the firm transformed its traditional business as well, from a predominantly audit focus to an assurance business which had “a much broader focus … in terms of pieces of the business, of procedures, of aspects beyond the narrow … focus of an audit and the financial statements” (Freedman, 1998: 19). The new strategic direction under Freedman revolutionized the firm’s consulting operations. Previously, consulting units were diffused as they were organized into six regions and a national operation. They competed with one another and were essentially appendages to the audit business. Recognizing new opportunities in the changing marketplace, the firm reorganized its consulting into a national business, Coopers & Lybrand Consulting. The new structure eliminated regional competition, improved client focus by shifting personnel and resources where they were needed, and helped strengthen industry proficiency. A central element in this new structure was the creation of hub centers to coordinate multiple lines of service. These hubs served as pockets around the country for the allocation of nationally managed and focused resources. Continued global expansion increased the pressure for further organizational modifications that would allow for seamless global integration, for the firm “to really act bigger and act as really a collection of … 20,000 people in the U.S. and 70,000 people worldwide, as opposed to just acting … as the actuarial group in Chicago” (Martin, 1998: 12). This required moving from thinking about firm resources geographically to accessing resources efficiently throughout the firm in an effort to satisfy increasingly complex and multidimensional client needs. To do this, the firm not only relied on newly developed communication tools, but also pursued a systematic approach to solving client problems that encompassed technology, personnel and organizational structure. Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 68 Accounting History 19(1-2) Thus, while organizing along five product lines, the firm also employed a matrix structure that emphasized industry knowledge. The depth of knowledge represented by industry specialization took years to develop, but once acquired the matrix organization allowed for the expertise to be shared across regions and product lines. The emphasis on industry specialization was not new to the firm; indeed, one partner estimated that by the late 1970s people were expected to spend half of their time working in only one industry (Morrow, 1998: 9). But, firm leadership reorganized the firm in the 1990s in a way that formally entrenched industry specialization, going so far as to create multi-disciplinary industry teams (that is, teams with members from across the five product lines) (Moore, 1998: 4). In this way, specialized knowledge was accessible to line consultants and partners throughout the firm, ensuring that the firm’s sizeable investment in expertise could be efficiently utilized. This would enable partners to focus on a client needs – globally and across product lines – as opposed to employing a more parochial perspective. At the same time, the firm attempted to disseminate standardized approaches to problem solving, a “Coopers & Lybrand way of doing things” (Martin, 1998: 15). Such standardization would be critical to effectively leveraging distributed knowledge. Learning how to integrate diverse sources of knowledge to solve complex problems encountered by clients became central in the drive to establish a responsive organizational structure during the closing years of the twentieth century. Practice diversification, did not, however, go uncontested. The failure of the AICPA’s “Cognitor” initiative was an early signal of changing attitudes about the wisdom of practice diversification. In 2000, the AICPA had proposed an international business credential named Cognitor, which was designed to certify competency in financial-oriented knowledge on a global level and could be used by professionals from a number of disciplines including accounting, law, and even engineering. The Cognitor designation met with so much resistance from its membership, which largely saw it as a dilution of the CPA franchise built up over the course of over a century, that the AICPA abandoned the scheme in 2001.24 Efforts to find a global professional designation that blends knowledge both of financial and managerial accounting and information systems still continue. The profession has increasingly looked to the provision of attestation services – such as the continuous auditing of online transactions – as a way to expand businesses while reaffirming their core competencies. This reflects the changing landscape of the profession clearly evident since the last quarter of the twentieth century. More problematic were criticisms claiming that service diversification undermined auditor independence. SEC Chairman Arthur Levitt (2000) and others argued that the large fees generated by non-audit services would undermine the accountants’ ability to protect the public interest. Such fee leverage, he reasoned, would make it difficult for auditors to take strong positions if they disagreed with their clients about the application of accounting principles. Practice risk also increased throughout the profession because of the collapse of the technology boom at the turn of the twenty-first century and the subsequent intensification of investor malpractice litigation. Anticipating a major reform of financial market governance (which eventually emerged with the passage of the Sarbanes-Oxley legislation in 2002), the leaders of Coopers & Lybrand charted a new course just as the firm was celebrating its centenary in 1998. Their initiative focused on stabilizing the firm’s market position through a merger with another global public accounting practice (Coopers & Lybrand, 1997). The reversion to horizontal integration in a global context took place through the merger with Price Waterhouse & Company to form PricewaterhouseCoopers (PwC). This move better enabled the two former rivals to steer through the new crises confronting the profession. Larger size helped to reduce adverse litigation, and consolidation enabled the successor firm to reduce risk by eliminating connections with clients deemed marginal. By July 2003, Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 69 after several rounds of downsizing to reduce duplicated locations resulting from the merger, PwC operated offices in 768 cities in 139 countries (PricewaterhouseCoopers, 2003: 9). After the merger, governmental impediments to a diversification strategy became more acute. In 2000, the SEC adopted a new rule, the Auditor Independence Rule (Securities Act Release No. 33-7919) prohibiting audit firms from providing certain types of consulting services to clients. In addition, proxy disclosures for audit and non-audit fees paid to the company’s independent auditors were required. Mounting public pressure during a period of economic recession, which included the failure of the Enron Corporation, induced two of the Big 5 firms to sell or spin off their consulting arms, the sole exception being Deloitte & Touche. In the aftermath of the spectacular accounting scandals following the stock market crash of 2001, the professional firms once again were targets of public ire. Enron was blamed for how “greed helped sink the respectability of accounting” (Dugan, 2002). The Sarbanes-Oxley Act of 2002 (SOX), enacted in response to these and other accounting irregularities, further limited the scope of services auditors could provide. In response, PricewaterhouseCoopers Consulting was sold to IBM in October 2002. Moreover, Sarbanes-Oxley authorized the formation of the Public Company Accounting Oversight Board (PCAOB) to exercise oversight over public accounting firms with public clients, and specifically prohibited the involvement of registered accounting firms in 11 lines of business, including outsourcing of internal auditing and actuarial benefit advisory services. The revenue loss from prohibited services was somewhat offset by the increased stringency of fieldwork and internal control reporting requirements mandated by the new legislation. While the auditing of financial statements remained a commodity (Palmer, 1989), SOX turned provision of assurance services for client internal control evaluation into a growth area. Moreover, with the expansion of e-commerce, auditors saw the possibility to exploit the trend in assurance services by special engagements for assessing the reliability of economic information transmitted through the Internet (known as continuous auditing). 6. Conclusion What then does the history of Lybrand, Ross Bros. & Montgomery tell us about the nature of large practice evolution during the twentieth century? To a large extent, the course pursued by C&L follows the Chandlerian model: size facilitated large customers and allowed the firm to develop knowledge specialization. A network of local offices made possible the economies of scope to serve the giant organizations that emerged to dominate many business sectors. Their organizational capabilities facilitated services to these enterprises of great scale, scope and complexity. In effect, the office units were expert networks capable of deploying knowledge to satisfy clients within the context of local, regional and national markets and then, later, within a global business environment. Size facilitated the concentration of knowledge to serve the complex needs of diversified clients. The large size of the Lybrand firm allowed offices to develop specialized knowledge, as exemplified early on by the Philadelphia office’s venture into management consulting. Firmspecific capabilities served as barriers that impeded competition from later market entrants. C&L pursued this successfully in both EDP consulting and actuarial services. The firm could then attract outstanding personnel whose skills could be further sharpened through in-house training and from experience gained in helping to resolve the challenges of a varied clientele. Size made feasible the achievement of efficiency through the division of labor. Besides their activities around auditing, tax and systems work, the firm also developed special industry knowledge. Moreover, large entities had sufficient resources to acquire new knowledge about resolving practice Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 70 Accounting History 19(1-2) problems. This range of experience also qualified members of large firms to advance learning by participating in the process of defining standards for financial accounting, auditing and other practice dimensions. The special acumen developed in giant enterprises qualified firms like Lybrand to participate in professional, business and governmental affairs to influence the direction of socioeconomic change. This enabled the firm to shape initiatives that influenced the interest of the firm, its clients and the profession. Such linkages also provided feedback about developments vital to practice leaders in strategizing how best to prepare for an uncertain future. Size and scope also reduced the overall risk and assured practice continuity. It provided a buffer to counter losses incurred from adverse practice litigation. It also minimized risk through the diversification of practice over multiple markets, companies and industries. Large firms generally had sufficient resources to avoid the possibility of liquidation or merger at the end of the careers of key principals. Size enhanced practice quality and reduced risk by providing leverage in dealing with problematic clients. The economic disruption of the loss of a single client was less difficult to bear for a firm serving a large clientele. This was especially important in disputes on accounting principles or matters dealing with tax and business law. For knowledge-intensive firms, unlike industrial enterprises, scale economies were difficult to exploit because of a dependence on the variable costs of expert labor and a limited investment in fixed capital. In industry, average unit costs could be dramatically reduced by increasing production through-put in a high fixed cost environment. In public practice, however, increases in service demand led to a proportional increase in labor costs, thus, negating realization of efficiencies from higher activity levels. Efficiencies could result to some extent from the integration of data processing capabilities within the practice, but it was still a labor-intensive business. Efficiencies were attained, however, from leveraging the knowledge base of a specialized cadre of professionals. Costs associated with lower level employees, proportional to increase in service, might be substantial, but these costs could be managed as long as the firm was able to develop in-house specialized knowledge pools. Building up a base of professional knowledge reduced costly learning curves and enabled the firm to respond to the service needs of clients operating in diverse businesses. This is one reason why C&L aggressively pursued merger partners with industry expertise. Developing a deep knowledge base in a variety of industries also placed firm personnel in a good position to assimilate new knowledge as it evolved. When a new technology came on the scene, C&L personnel were in a prime position to understand the challenges and opportunities it represented. Minimizing the learning curve could therefore give C&L first mover advantage in emerging industries. This may explain why the evolutionary path followed by accounting firms more closely followed the Chandlerian model of large-scale industry rather than the more specialized, niche-focused models identified by Lamoreaux and her co-authors as predominating among today’s manufacturers. The application of computer technology increased the labor productivity of accounting firms such as C&L. But, in general, technology’s impact on accounting practice differed from the circumstances contemplated by evolutionary economists in their analysis of high-tech competition. Accounting firms specialized in the application of general-purpose technologies particularly relating to computing and data processing. For the most part, they did not try to compete by acquiring exclusive property rights through patents and other contracts from research and developmental activities. The large accounting firm’s advantage in knowledge derived largely from its range of experience in serving the needs of large clients as well as the technical proficiency of its staff. The primary exception to this generalization was internally generated proprietary software for auditing and other services.25 Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 71 The strategic conception of the firm had an important bearing on practice in the local office network. Historically, two models affected how knowledge was ordered to serve client needs. For most of the firm’s history its leaders conceived it as a CPA practice. By the close of the twentieth century, however, the leadership viewed the organization as a diversified provider of knowledgebased services. Under the CPA conception of the firm, local office practice was organized around auditing, the activity to which professional licensing directly pertained. Each office had separate pyramidal hierarchies headed by a senior partner supported by a staff of managers and accountants. Each pyramidal group was assigned a particular mix of clients. In this context tax and management consulting were ancillary to auditing. The timing and scope of tax and consulting services were a function of the basic audit plan. Under the knowledge-based system, however, the increase in the degree of diversification made the CPA organization unwieldy. Many of the new information services employed managerial protocols more appropriate to regional than local markets. Local office demand was often insufficient to support full-time personnel. In addition, the number of services grew to such an extent that the firm required new structures that went beyond the bounds of the organizational arrangements previously established to accommodate the industry specialization and the three basic functions of audit, tax and management advisory services. This increased the degree of administrative complexity. Under these circumstances, the formation of hub offices to coordinate the growing lines of practice specializations on a regional basis proved most effective. This also shifted power away from the traditional leadership based in auditing. The planning of service promotion was no longer primarily dependent on satisfying the priorities of audit practice. Under the new structure, the firm was able to pursue opportunities in fast-growing, more lucrative non-audit services. Eventually, both professional and regulatory requirements in audit practice imposed limits on the scope of practice. Leaving aside the inherent difficulties associated with managing the numerous regulatory bodies encountered when operating globally, the very purpose of the accounting profession had evolved. The profession’s services were broadened beyond the auditing of financial statements to include the provision of new attestation services (IT reviews, valuation services, etc.). At the same time, other services were deemed incompatible with the attestation role. The central constraint derived from the need for independence and objectivity in providing assurance to those who relied on auditor attestations about the reliability of client financial statements. Although firms historically had shown some sensitivity to the possibility that certain services were incompatible to maintaining auditor independence, these proscribed activities were clearly specified under the Sarbanes-Oxley Act. Concurrently, this lessened formal concern about whether professional fees for non-audit services could grow so significantly as to undermine perceptions about firm independence. Acknowledgements We gratefully acknowledge access to the PricewaterhouseCoopers archives at Columbia University. Our article has benefited from the helpful comments of seminar participants at the 2012 World Congress of Accounting Historians, Newcastle, UK, and the 2012 American Accounting Association annual meeting in Washington, DC. We also acknowledge the journal editors who managed the refereeing process for this article and particularly thank the three anonymous referees for providing comments and suggestions that greatly improved it. Funding This research received no specific grant from any funding agency in the public, commercial, or not-for-profit sectors. Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 72 Accounting History 19(1-2) Notes 1. See, for example, a speech presented by KPMG partner, Robert Elliot (1998). 2. L.R.B. & M. Announcements (1909–1930); L.R.B. & M. Announcements and Ads (1931–1993; 1947–60); L.R.B. & M. to C&L Scrapbook (1924–58); L.R.B. & M. Scrapbook (1924–1960); Scovell, Wellington and Co. (1923–1961). 3. Lybrand provided auditing services to all segments of AT&T except for its internal manufacturing arm, Western Electric, which was served by Arthur Young and Company. 4. Examples of the firm’s competency and source of authority in several fields of practice include publications such as Robert H. Montgomery’s Financial Handbook (1925) and Income Tax Practice (1918). 5. Scovell, Wellington & Co. had been formed in 1939 when Wellington, a senior partner with an engineering practice, left the consulting firm of McKinsey, Wellington, & Co. 6. A third office was opened in Berlin, but this was shut down in the days before World War II. 7. Since the early twentieth century, CPAs had felt that the increasingly international nature of business required an international accounting perspective. As a partial step towards such a perspective, from 1904 the American Institute of Accountants had begun sponsoring international accounting conferences. These Congresses were slow to take off; after the first one was held in St Louis, no further congresses were held until 1926 in Amsterdam. The pace then increased: the 3rd Congress, in 1929, was held in New York (with over 2,500 delegates representing 14 countries), followed by the 4th in London in 1933, and the 5th in Berlin in 1938. World War II disrupted the meetings, but in 1952 they resumed in London. From this point on, the conferences would be held every five years, with the first US event occurring in New York in 1962. Lybrand personnel were active in the pre World War II Congresses, indicating their interest in establishing a more global perspective early on. 8. At the time of the merger, Cooper Bros. also had offices in New York and Montreal. 9. The association of Cooper Bros. with McDonald Currie began in 1948, at which time the Montreal branch of Cooper Bros. was shut down. 10. In 1946, in an early consulting foray, the Organisation Department was created at Coopers, but this effort was short-lived, disappearing by the early 1950s (Hobson, 1979: 30). 11. Partners familiar with the circumstances of the merger stated that in selecting a firm name, Cooper Bros. insinuated to the Lybrand partners that “you really need us more than we need you”, hence the decision to place Cooper first (Cranz,1998: 19). 12. Sir Henry Benson, the managing partner of Cooper Bros. proposed the name change as a way to increase recognition of the firm globally as a unified, integrated practice (O’Reilly, 1998: 28). 13. A chronological list of countries into which C&L entered through to 1996, is included as Appendix 1. 14. Most of the EDP work in this era involved electromechanical data processing system development. This changed in the late 1960s with the advent of the first IBM system 369 and the beginning of the electronic computer. 15. Kaufman actually became a CPA in order to join the partnership. 16. For example, Holland, from MAS, was made a partner in 1963. 17. Smith was also a CPA, but with an academic rather than professional career. 18. In 1964, the AICPA allowed CPAs to form partnerships with non-accounting professionals (in a vehicle separate from the accounting partnership), thus obviating some of the need for the principal position (Carey, 1970). 19. However, the question of independence had earlier been aggressively raised by lawyers who opposed allowing CPAs to represent clients in tax cases (Carey, 1970). 20. Independence was one of the subjects in the 1976 “Metcalf Report” which investigated US accounting practices. 21. Litigation settlements included $200 million in punitive damages related to MiniScribe’s 1989 collapse (LA Times, 1992) and an undisclosed 1995 settlement in the Phar-Mor bankruptcy where defendants sought $950 million (Knight Ridder, 1995). 22. The Big 5 were Arthur Andersen, Deloitte & Touche, Ernst & Young, KPMG, and PricewaterhouseCoopers. 23. Outsourcing was also originally proposed as a sixth business line. Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 Chandar et al. 73 24. The Cognitor debate was extensively covered in contemporary professional media. For an overview, see Wyhe (2007). 25. C&L did have an in-house Computer Assisted Auditing Group (CAAG) that developed software which was also sold to clients. References Primary sources Coopers & Lybrand (1997) Merger proposal with Price Waterhouse. November 3, 1997. Box 11, folder 11. Cranz, Russell (1998) Business History Group Interviews. Box 7, folder 4. 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Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 76 Accounting History 19(1-2) Appendix 1 Countries Year C&L became active United Kingdom 1854 United States 1898 Canada 1910 Belgium 1921 South Africa 1931 Kenya, Tanzania, Uganda, Zimbabwe 1947 Australia, New Zealand 1948 The Netherlands 1949 Zambia 1952 Nigeria, The Congo 1953 Singapore 1956 Germany, Malaysia, Mexico 1957 Ghana, Iran 1959 Switzerland 1960 Bermuda, Sweden 1961 Bahamas, Denmark, Jamaica, Liberia, Papua New Guinea 1962 Norway, Puerto Rico, Spain, Venezuela 1964 Hong Kong, Ireland 1965 Japan, Nicaragua, Swaziland, Uruguay 1966 Austria, Brazil, Grand Cayman, Malawi 1967 Honduras, India, Korea 1968 Barbados, Botswana, British Virgin Islands, Italy, Lebanon, Turks & Caicos 1969 Angola, Brunei, Dominica, Fiji, Greece, Grenada, Malta, Portugal, St Lucia, St Vincent 1970 Argentina, Bolivia, Cyprus, El Salvador, Mauritius, Paraguay, Vanuatu, Zaire 1971 Afghanistan, Indonesia, Mozambique 1972 Finland, Trinidad 1973 Chile, Columbia, Costa Rica, Ecuador, Egypt, Kuwait, Laos, Luxembourg, Panama, Peru, Saudi Arabia, Sultanate of Oman, Thailand 1974 Dominican Republic 1975 Iceland 1976 Philippines, Qatar, Senegal, Solomon Islands 1979 China, Sri Lanka, Tahiti 1981 Netherlands Antilles, Tunisia, Turkey, Western Samoa 1982 Gabon, Monaco 1983 Morocco 1985 Cameroun, Gibraltar, Lesotho 1986 Taiwan 1987 Bahrain 1988 Hungary, Somalia 1989 Antigua, Aruba, Czechoslovakia, Guinea, Liechtenstein, Namibia, Nepal, Poland, Russia 1990 Romania, Pakistan 1991 Estonia, Jordan, Macedonia 1992 Burundi, Ethiopia, Latvia, Lithuania, Slovakia, Slovenia, Ukraine 1993 Bulgaria, Israel, Kazakhstan, Myanmar, Palestine, Surinam, Vietnam 1994 Bangladesh, Cambodia, Maldives, Uzbekistan 1995 Croatia, Yugoslavia 1996 Downloaded from ach.sagepub.com at FAIRLEIGH DICKINSON UNIV on March 24, 2014 View publication stats ------------------------------------------------------------ Home About us History and milestones My account My Lists History and milestones We have a long history of delivering value-added professional services to our clients. Formed in 1998 from a merger between Price Waterhouse and Coopers & Lybrand, PwC has a history in client services that dates back to the nineteenth century. Both accounting firms originated in London during the mid-1800s. Today, PwC serves 26 industries. Our industry-focused services in the fields of assurance, tax, human resources, transactions, performance improvement and crisis management have helped resolve complex client and stakeholder issues worldwide. We also apply our expertise and talents to help educational institutions, the federal government, non-profits and international relief agencies address their unique business issues. Below are some key milestones in the history of both firms: 1849 - Samuel Lowell Price sets up in business in London. 1854 - William Cooper establishes his own practice in London, which seven years later becomes Cooper Brothers. 1865 - Price, Holyland and Waterhouse join forces in partnership. 1874 - Partners change name to Price, Waterhouse & Co. 1898 - Robert H. Montgomery, William M. Lybrand, Adam A. Ross Jr. and his brother T. Edward Ross form Lybrand, Ross Brothers and Montgomery. 1957 - Cooper Brothers & Co (UK), McDonald, Currie and Co (Canada) and Lybrand, Ross Bros & Montgomery (US) merge to form Coopers & Lybrand. 1982 - Price Waterhouse World Firm forms. 1990 - Coopers & Lybrand merges with Deloitte Haskins & Sells in a number of countries around the world. 1998 - Price Waterhouse and Coopers & Lybrand merge to create PricewaterhouseCoopers. 2002 - PricewaterhouseCoopers' partners approve sale of PricewaterhouseCoopers Consulting to IBM. 2004 - PricewaterhouseCoopers implements the Connected Thinking methodology. 2010 - PricewaterhouseCoopers formally shortens its brand name to PwC but legally remains PricewaterhouseCoopers. Download the 365 app Connect with us and our ideas everyday Follow us ------------------------------------------------------------ © 2017 - Tue Jun 11 12:28:44 UTC 2019 PwC. All rights reserved. PwC refers to the US member firm or one of its subsidiaries or affiliates, and may sometimes refer to the PwC network. Each member firm is a separate legal entity. Please see www.pwc.com/structure for further details. ----------------------------------------------- https://www.pwc.com/gx/en/about/corporate-governance/network-structure.html How we are structured What is 'PwC'? PwC is the brand under which the member firms of PricewaterhouseCoopers International Limited (PwCIL) operate and provide professional services. Together, these firms form the PwC network. ‘PwC’ is often used to refer either to individual firms within the PwC network or to several or all of them collectively. In many parts of the world, accounting firms are required by law to be locally owned and independent. Although regulatory attitudes on this issue are changing, PwC member firms do not and cannot currently operate as a corporate multinational. The PwC network is not a global partnership, a single firm, or a multinational corporation. For these reasons, the PwC network consists of firms which are separate legal entities. The firms that make up the network are committed to working together to provide quality service offerings for clients throughout the world. Firms in the PwC network are members in, or have other connections to, PricewaterhouseCoopers International Limited (PwCIL), an English private company limited by guarantee. PwCIL does not practise accountancy or provide services to clients. Rather its purpose is to act as a coordinating entity for member firms in the PwC network. Focusing on key areas such as strategy, brand, and risk and quality, the Network Leadership Team and Board of PwCIL develop and implement policies and initiatives to achieve a common and coordinated approach among individual firms where appropriate. Member firms of PwCIL can use the PwC name and draw on the resources and methodologies of the PwC network. In addition, member firms may draw upon the resources of other member firms and/or secure the provision of professional services by other member firms and/or other entities. In return, member firms are bound to abide by certain common policies and to maintain the standards of the PwC network as put forward by PwCIL. The PwC network is not one international partnership and PwC member firms are not otherwise legal partners with each other. Many of the member firms have legally registered names which contain “PricewaterhouseCoopers”, however there is no ownership by PwCIL. A member firm cannot act as agent of PwCIL or any other member firm, cannot obligate PwCIL or any other member firm, and is liable only for its own acts or omissions and not those of PwCIL or any other member firm. Similarly, PwCIL cannot act as an agent of any member firm, cannot obligate any member firm, and is liable only for its own acts or omissions. ------------------------------------------------------------ https://www.pwc.com/gx/en/about/corporate-governance/legal-entities.html PwC \| Global PwC Global About us Network governance EU directive legal entity listing EU directive legal entity listing Listed below are active client facing entities within the PwC network PricewaterhouseCoopers Audit sh.p.k. Twin Towers, Tower 1, Blvd. Dëshmorët e Kombit, 10th floor, Tirana, Albania PricewaterhouseCoopers Algerie 1, rue Ammar Mahasri , Hydra - Alger, 16035, Algeria PricewaterhouseCoopers Serveis Professionals Andorra S.L.U. Manuel Cerqueda i Escaler 4-6 Street, de Escaldes-Engordany, Andorra la Vella, AD 700, Andorra PricewaterhouseCoopers (Angola) Limitada Presidente Business Center, Largo 17 de Setembro, n.º 3 – 1º Andar, Sala 137, Luanda, República de Angola, Presidente Business Center, Largo 17 de Setembro, n.º 3 – 1º Andar, Sala 137, Luanda, República de Angola, Luanda, Angola Harteneck, Lopez y Cia. Sociedad Civil Edificio Bouchard Plaza, Bouchard 557, Buenos Aires, CABG Ciudad de, 1106, Argentina Price Waterhouse & Co. Asesores de Empresas S.R.L. Edificio Bouchard Plaza, Bouchard 557, Buenos Aires, CABG Ciudad de, 1106, Argentina Price Waterhouse & Co. S.R.L. Edificio Bouchard Plaza, Bouchard 557, Buenos Aires, CABG Ciudad de, 1106, Argentina PwC Legal S.R.L. Edificio Bouchard Plaza, Bouchard 557, Buenos Aires, CABG Ciudad de, 1106, Argentina PwC Strategy& (Argentina) SRL Bouchard 557, 8 piso, Buenos Aires, 1106, Argentina PricewaterhouseCoopers Armenia LLC # 2 Vazgen Sargsyan Str., KAMAR Business Center, 8th floor, Yerevan, 0010, Armenia InnoWell Pty. Ltd. Level 14, 114 William Street, Melbourne, Victoria, 3000, Australia PricewaterhouseCoopers Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, New South Wales, 2000, Australia PricewaterhouseCoopers Actuarial Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia PricewaterhouseCoopers Advisory Australia Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue , Barangaroo , NSW, 2000, Australia PricewaterhouseCoopers Advisory Services Australia Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo , NSW, 2000, Australia PricewaterhouseCoopers Advisory Services Pty Ltd Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia PricewaterhouseCoopers Australia Services Trust Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, New South Wales, 2000, Australia PricewaterhouseCoopers Business Advisory Services (US) Pty Ltd. 2 Riverside Quay, Southbank, Victoria, 3006, Australia PricewaterhouseCoopers Compliance Services Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia PricewaterhouseCoopers Consulting (Australia) Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia PricewaterhouseCoopers Data and Analytics Services Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia PricewaterhouseCoopers Digital Technology Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia PricewaterhouseCoopers Indigenous Consulting Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia PricewaterhouseCoopers Information Technology Services (Australia) Pty Ltd Darling Park, 201 Sussex Street, Sydney, NSW, 2000, Australia PricewaterhouseCoopers Public Sector Services Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, New South Wales, 2000, Australia PricewaterhouseCoopers Securities Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, New South Wales, 2000, Australia PricewaterhouseCoopers Superannuation Pty Ltd Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo , NSW, 2000, Australia PricewaterhouseCoopers Tax & Legal Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo , NSW, 2000, Australia PwC Strategy& (Australia) Pty Ltd. Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia Securities (Sydney) Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia Securities Pty Limited Tower One International Towers Sydney, Level 17, 100 Barangaroo Avenue, Barangaroo, NSW, 2000, Australia oehner & partner rechtsanwaelte gmbh Donau-City-Strasse 7, Vienna, 1220, Austria PwC Advisory Services GmbH Donau-City-Strasse 7, Vienna, 1220, Austria PwC Beteiligungsgesellschaft mbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft Donau-City-Strasse 7, Vienna, 1220, Austria PwC Kärnten Wirtschaftsprüfung und Steuerberatung GmbH Neuer Platz 5, Klagenfurt am Wörthersee, Carinthia, 9020, Austria PwC Oberösterreich Wirtschaftsprüfung und Steuerberatung GmbH Hafenstraße 2a, Linz, Upper Austria, 4020, Austria PwC Österreich GmbH Wirtschaftsprüfungsgesellschaft Donau-City-Strasse 7, Vienna, 1220, Austria PwC PricewaterhouseCoopers Wirtschaftsprüfung und Steuerberatung GmbH Donau-City-Strasse 7, Vienna, 1220, Austria PwC Salzburg Wirtschaftsprüfung und Steuerberatung GmbH Wilhelm-Spazier-Strasse 2a, Salzburg, 5020, Austria PwC Steiermark Wirtschaftsprüfung und Steuerberatung GmbH Gadollaplatz 1/7. Stock, Graz, Styria, 8010, Austria PwC Strategy& (Austria) GmbH Kärtner Ring 5-7, Wien, 1010, Austria PwC Transaction Services Wirtschaftsprüfung GmbH Donau-City-Strasse 7, Vienna, 1220, Austria PwC Wirtschaftsprüfung GmbH Donau-City-Strasse 7, Vienna, 1220, Austria PricewaterhouseCoopers Audit Azerbaijan LLC The Landmark Office Plaza III, 12th floor, 96 Nizami Street, Baku, AZ1010, Azerbaijan PricewaterhouseCoopers #2 Bayside Executive Park, , West Bay St. & Blake Road, P.O. Box N-3910, Nassau, Bahamas PricewaterhouseCoopers (Bahamas) Limited #2 Bayside Executive Park, West Bay St. & Blake Road, P.O. Box N-3910, Nassau, Bahamas PricewaterhouseCoopers Advisory (Bahamas) Limited #2 Bayside Executive Park, West Bay St. & Blake Road, P.O. Box N-3910, Nassau, Bahamas PricewaterhouseCoopers Bangladesh Private Limited BTMC Bhaban, 8th Level, 7-9 Kawran Bazar Commercial Area, Dhaka, 1215, Bangladesh PricewaterhouseCoopers East Caribbean Financial Services Centre, Bishop's Court Hill, St Michael, Saint Michael, 14004, Barbados PricewaterhouseCoopers EC Inc. The Financial Services Centre, Bishop's Court Hill, Bridgetown, Saint Michael, 14004, Barbados PricewaterhouseCoopers Services Inc. The Financial Services Centre, Bishop's Court Hill, Bridgetown, Saint Michael, Barbados PricewaterhouseCoopers SRL The Financial Services Centre, Bishop's Court Hill, Bridgetown, Saint Michael, 14004, Barbados PwC Corporate Services Limited The Financial Services Centre, Bishop's Court Hill, St. Michael, Barbados PricewaterhouseCoopers Assurance Unitary Enterprise 40 Orlovskaya Street, Office 39, Minsk, 220053, Belarus PricewaterhouseCoopers Foreign Limited Liability Company 40 Orlovskaya Street, Office 39, Minsk, 220053, Belarus PricewaterhouseCoopers Business Advisory Services BCVBA Woluwe Garden, Woluwedal 18, Sint-Stevens-Woluwe, 1932, Belgium PricewaterhouseCoopers Business Services CVBA Prins Boudewijnlaan 12B, Kontich, 2550, Belgium PricewaterhouseCoopers Digital Services Belgium CVBA Woluwedal 18, 1932 Sint-Stevens-Woluwe , Belgium PricewaterhouseCoopers Enterprise Advisory cvba Woluwe Garden, Woluwedal 18, Sint-Stevens-Woluwe, 1932, Belgium PricewaterhouseCoopers EU Services Woluwe Garden, Woluwedal 18, Sint-Stevens-Woluwe, B 1932, Belgium PricewaterhouseCoopers Reviseurs d'Entreprises sccrl /PricewaterhouseCoopers Bedrijfsrevisoren bcvba Woluwe Garden, Woluwedal 18, Sint-Stevens-Woluwe, 1932, Belgium PwC Legal Woluwedal 20, Sint-Stevens-Woluwe, BE-1932, Belgium Abacus Trust Limited Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers Seven Reid Street, PO Box HM 1624, Hamilton, HM GX, Bermuda PricewaterhouseCoopers Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers Actuarial Services Ltd. Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers Advisory Limited Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers Financial Services Limited Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers Human Capital Consulting Ltd. Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers Ltd. Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers Tax Services Limited Washington House, 16 Church Street, 4th Floor, Hamilton, HM 11, Bermuda PricewaterhouseCoopers S.R.L. Av. Mariscal Santa Cruz con Yanacocha, Edificio Hansa Piso 19, La Paz, Bolivia PricewaterhouseCoopers DOO Sarajevo Fra Andela Zvizdovica 1, Tower B, 13th floor, Sarajevo, 71000, Bosnia and Herzegovina PricewaterhouseCoopers Tax and Advisory d.o.o. Sarajevo Fra Andjela Zvizdovica 1; Tower B, 13th Floor, Sarajevo, 71000, Bosnia and Herzegovina PricewaterhouseCoopers Advisory Services (Proprietary) Limited Plot 50371, Fairground Office Park, PO Box 294, Gaborone, Gaborone, Botswana PricewaterhouseCoopers (Botswana Firm) Plot 50371, Fairground Office Park, Gaborone, P.O. Box 1453, Botswana PricewaterhouseCoopers (Proprietary) Limited Plot 50371, Fairground Office Park, Gaborone, Botswana Loeser, Blanchet e Hadad Advogados Av. Francisco Matarazzo, 1400, Milano Tower, 15 floor, Água Branca, Sao Paulo, SP, CEP 05001-100, Brazil PricewaterhouseCoopers Assessoria Empresarial Ltda. Centro Empresarial Agua Branca, Av. Franc. Matarazzo 1400, 8º andar, parte, Torre Torino, Água Branca, Sao Paolo, SP, CEP 05001-100, Brazil PricewaterhouseCoopers Auditores Independentes Av. Francisco Matarazzo 1400, 9º, 10º, 13º ao 17º andares, Torre Torino, Água Branca, Sao Paulo, SP, 05001-100, Brazil PricewaterhouseCoopers Consultores Empresariais Ltda. Alameda Mamoré, 989, Conjunto 2201, parte, 22º andar, Edifício Crystal Tower, Bairro Alphaville Industrial, Barueri, SP, CEP 06454-901, Brazil PricewaterhouseCoopers Contadores Publicos Ltda. Av. Francisco Matarazzo 1400, 14º andar, Torre Torino Água Branca, Sao Paulo, SP, 05001-100, Brazil PricewaterhouseCoopers Corporate Finance & Recovery Ltda. Av. Francisco Matarazzo 1400, 1º andar, lado ímpar, parte, Torre Torino, Água Branca, Sao Paulo, SP, 05001-100, Brazil PricewaterhouseCoopers EAQ Ltda. Alameda Mamore, 989, cj. 2202, 22 andar do Edificio Crystal Tower, Bairro Alphaville Industrial, Barueri, SP, CEP 06454-901, Brazil PricewaterhouseCoopers Serviços Profissionais Ltda. Av. Francisco Matarazzo 1400, 6º andar, lado ímpar, parte, Torre Torino, Bairro Água Branca, Sao Paulo, SP, 05001-100, Brazil PricewaterhouseCoopers Softwares Ltda. Av. Francisco Matarazzo 1400, 6º andar, lado ímpar, parte, Torre Torino, Bairro Água Branca, Sao Paolo, SP, CEP 05001-100, Brazil PricewaterhouseCoopers Tecnologia da Informação Ltda. Alameda Mamoré, 989, cj. 2101, 21° andar do Edifício Crystal Tower, Bairro Alphaville Industrial, Barueri, SP, 06454-901, Brazil PwC Corporate Services Ltda. Alameda Mamore, 989, cjs. 2002 e 2003, 20º andar, cj. 2102, 21º andar, Edificio Crystal Tower, Bairro Alphaville Industrial, Barueri, SP, CEP 06454-901, Brazil PwC Strategy& do Brazil Consultores Limitada Av. Francisco Matarazzo 1400, 6º andar, Torre Torino, Bairro Água Branca, Sao Paolo, SP, CEP 05001-100, Brazil CFAS (Overseas) Limited Portcullis Chambers, 4th Floor, Ellen Skelton Building, 3076 Sir Francis Drake Highway, Road Town, Tortola, VG1110, British Virgin Islands PricewaterhouseCoopers (BVI) Limited Level 2, 139 Main Street, Road Town, PO Box 4654, Tortola, VG 1110, British Virgin Islands PricewaterhouseCoopers Advisory Services Sdn Bhd No. 1, 4th Floor, Wisma Setia, Jalan Pemancha, Bandar Seri Begawan, BS8811, Brunei PricewaterhouseCoopers Services Units 14 & 15, 10th Floor, PGGMB Building, Jalan Kianggeh, Bandar Seri Begawan, BS8111, Brunei PricewaterhouseCoopers Audit OOD 9-11 Maria Louisa Blvd., 8th Floor, Sofia, 1000, Bulgaria PricewaterhouseCoopers Bulgaria EOOD 9-11 Maria Louisa Blvd., 8th Floor, Sofia, 1000, Bulgaria PricewaterhouseCoopers (Cambodia) Ltd. Tonle Bassac, 35 Sihanouk Boulevard, Chamkarmon, Phnom Penh, Cambodia PricewaterhouseCoopers SARL Immeuble Bel Air, Rue du Maréchal Joffre, Akwa, Douala, BP 5689, Cameroon PricewaterhouseCoopers Tax & Legal SARL Immeuble Bel Air, Rue du Maréchal Joffre, Akwa, Douala, BP 5689, Cameroon Karabus Management Inc. PwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, M5J 0B2, Canada PricewaterhouseCoopers Advisory Inc. / PricewaterhouseCoopers Conseils Inc. PwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, M5J 0B2, Canada PricewaterhouseCoopers Canada Foundation PwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, M5J 0B2, Canada PricewaterhouseCoopers Corporate Finance Inc. PwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, M5J 0B2, Canada PricewaterhouseCoopers Inc. PwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, M5J 0B2, Canada PricewaterhouseCoopers LLP PwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, M5J 0B2, Canada PricewaterhouseCoopers Real Estate Inc. PwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, M5J 0B2, Canada Prowis Inc. c/o Osler, Hoskin & Harcourt LLP, 100 King Street West, 1 First Canadian Place, Suite 6600, Toronto, Ontario, M5X 1B8, Canada PwC Business Services Canada P.C. Inc. Brunswick House, 44 Chipman Hill, Suite 300, Saint John, New Brunswick, E2L 4B9, Canada PwC Law LLP 18 York Street, Suite 2500, Toronto, Ontario, M5J 0B2, Canada PwC Professional Services Canada LLP Brunswick House, 44 Chipman Hill, Suite 300, Saint John, New Brunswick, E2L 4B9, Canada PricewaterhouseCoopers 18 Forum Lane, Camana Bay, George Town, Grand Cayman, KY1-1104, Cayman Islands PricewaterhouseCoopers Services (Cayman Islands) Limited 18 Forum Lane, Camana Bay, Grand Cayman, Cayman Islands, KY1-1104, Cayman Islands PwC Corporate Finance & Recovery (Cayman) Limited 18 Forum Lane, Camana Bay, George Town, Grand Cayman, KY1-1104, Cayman Islands Strategy& (Middle East) Ltd. Maples Corporate Services Limited, Ugland House, PO Box 309, George Town, Grand Cayman, KY1-1104, Cayman Islands PricewaterhouseCoopers Professional Services Limited 37 Esplanade, St. Helier, Jersey, JE1 4XA, Channel Islands PricewaterhouseCoopers Services (Guernsey) Limited PO Box 321, 1st Floor, Royal Bank Place, , 1 Glategny Esplanade, St Peter Port, Guernsey, GY1 4ND, Channel Islands PricewaterhouseCoopers Services (Jersey) Limited 37 Esplanade, St. Helier, Jersey, JE1 4XA, Channels Islands PricewaterhouseCoopers Capacitacion y Desarrollo Profesional Limitada Pisos 3, 4 y 5, Torre de la Costanera Avenida Andrés Bello N° 2711, Las Condes, Santiago, 8320000, Chile PricewaterhouseCoopers Consultores Auditores SpA Av. Andres Bello 2711, 5th floor, Santiago, Las Condes, Chile PricewaterhouseCoopers Servicios Profesionales Ltda. Pisos 3, 4 y 5, Torre de la Costanera Avenida Andrés Bello N° 2711, Las Condes, Santiago, 8320000, Chile PwC Strategy& (Chile) Ltda. Burgos 80, oficina 501, comuna de Las Condes, Santiago, Chile PwC Strategy& Services (Chile) Limitada Avenida Andres Bello #2711, Piso 1, Las Condes, Chile Beijing Rui Bai Law Firm Units 601-603, 6/F Fortune Financial Center, 5 Dongsanhuan Zhong Road, Chaoyang District, Beijing, 100020, China CFAS Secretarial Services Limited 21/F Edinburgh Tower, 15 Queen's Road Central, Hong Kong, China Management Engineers China Co. Ltd. Suite 614, 6/F, 3 Corporate Avenue, 168 Hu Bin Road, Huangpu District, Shanghai, 200021, China PricewaterhouseCoopers (Shanghai) Appraisal Firm 8/F, 202 Hu Bin Road, Shanghai, China PricewaterhouseCoopers Advisory (Guizhou) Co., Ltd Room 12, 12/F, Building 10, Central Business District of Guizhou Jim Rong Cheng, No. 55 Changling North Road, Guanshanhu District, Guiyang, Guizhou Province, China PricewaterhouseCoopers Business Consulting (Shanghai) Co., Limited Room 501, 5th Floor, DBS Bank Tower, 1318 Lu Jia Zui Ring Road, Shanghai, Pudong New Area, 200021, China PricewaterhouseCoopers Business Services (Chengdu) Co. Ltd. 13/F & 14/F, E1, Tianfu Software Park, 1268 Tianfu Avenue (Middle), Hi-tech Development Zone, Chengdu, 610041, China PricewaterhouseCoopers Business Services (Shanghai) Co., Ltd. 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Ltd Room 503, 5/F., DBS Bank Tower, 1318 Lu Jia Zui Ring Road, Shanghai, Pilot Free Trade Zone, 200120, China PricewaterhouseCoopers WMS Asia Pacific Limited 21st Floor, Edinburgh Tower, The Landmark, 15 Queen's Road Centra, Hong Kong, Hong Kong, Hong Kong, China PricewaterhouseCoopers Zhong Tian LLP 6th Floor, DBS Bank Tower, 1318 Lu Jia Zui Ring Road, Pudong New Area, Shanghai, Shanghai, 200021, China PwC Advisory Services (Hainan) Company Ltd. No. 42, Binhai Avenue, Longhua District, Haikou, Hainan Province, China PwC International Assignment Services (Shanghai) Limited Unit 1011 & 1012, No. 2, 202 Hu Bin Road, Shanghai, 200021, China PwC Strategy& (Shanghai) Ltd. 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Plaza de Euskadi 5, Torre Iberdrola, plantas 10 -11, Bilbao, Bilbao, 48009, Spain PricewaterhouseCoopers 100 Braybrooke Place, Colombo, Western Province, 2, Sri Lanka PricewaterhouseCoopers (Private) Limited 102 Braybrooke Place, Colombo, Western Province, 2, Sri Lanka PricewaterhouseCoopers Academy (Private) Limited 100 Braybrooke Place, Colombo, Western Province, 00200, Sri Lanka PricewaterhouseCoopers Foundation 100 Braybrooke Place, Colombo, 00200, Sri Lanka PricewaterhouseCoopers Lanka (Private) Limited 101 Braybrooke Place, Colombo, Western Province, 2, Sri Lanka PricewaterhouseCoopers (Swaziland Firm) Karl Grant Street, Mbabane, 8100, Swaziland PricewaterhouseCoopers Services (Proprietary) Limited Karl Grant Street, Mbabane, 8100, Swaziland Ohrlings PricewaterhouseCoopers AB Torsgatan 21, Stockholm, 113 97, Sweden PricewaterhouseCoopers AB Torsgatan 21, Stockholm, 113 97, Sweden PricewaterhouseCoopers Consulting Services AB Torsgatan 21, Stockholm, 113 97, Sweden PricewaterhouseCoopers Information Technology Services Sweden AB Torsgatan 21, Stockholm, 113 97, Sweden PricewaterhouseCoopers AG Birchstrasse 160, Zurich, Zurich, 8050, Switzerland PwC Services GmbH Birchstrasse 160, Zurich, Zurich, CH-8050, Switzerland PwC Strategyand (Switzerland) GmbH Birchstrasse 160, Zurich, Zurich, 8050, Switzerland PricewaterhouseCoopers Business Consulting Services Taiwan Ltd. 27F, 333 Keelung Road, Section 1, Taipei, 11012, Taiwan PricewaterhouseCoopers Business Services Taiwan Ltd. 27F, 333 Keelung Rd., Sec.1, Taipei, Taiwan PricewaterhouseCoopers Consulting Services Taiwan Co., Ltd. International Trade Building, 27F, 333 Keelung Road, Section 1, Taipei, 110, Taiwan PricewaterhouseCoopers Financial Advisory Services Company, Ltd. International Trade Building, 27F, 333 Keelung Road, Section 1, Taipei, 110, Taiwan PricewaterhouseCoopers Financial Advisory Taiwan Ltd. 26F, 333 Keelung Road, Section 1, Taipei, 11012, Taiwan PricewaterhouseCoopers Legal International Trade Building, 27F, 333 Keelung Road, Section 1, Taipei, 110, Taiwan PricewaterhouseCoopers Management Consulting Company, Ltd. International Trade Building, 27F, 333 Keelung Road, Section 1, Taipei, 110, Taiwan PricewaterhouseCoopers Professional Services Taiwan Ltd. 27F, 333 Keelung Road, Section 1, Taipei, 11012, Taiwan PricewaterhouseCoopers Risk Consulting Taiwan Ltd. 27F, 333 Keelung Rd., Sec.1, Taipei, Taiwan PricewaterhouseCoopers Sustainability Services Company Ltd. 27F, 333 Keelung Rd., Sec.1, Taipei, 11012, Taiwan PricewaterhouseCoopers Tax Consulting Company, Ltd. International Trade Building, 27F, 333 Keelung Road, Section 1, Taipei, 110, Taiwan PricewaterhouseCoopers, Taiwan International Trade Building, 27F, 333 Keelung Road, Section 1, Taipei, 110, Taiwan PricewaterhouseCoopers Pemba House, 369 Toure Drive, Oysterbay, P O Box 45, Dar-es-Salaam, Tanzania PricewaterhouseCoopers Limited Pemba House, 369 Tour Drive, Oysterbay, PO Box 45, Dar-es-Salaam, Tanzania Queensway Trustees (1998) Limited Pemba House, 369 Toure Drive, Oysterbay, PO Box 45, Dar-es-Salaam, Tanzania PricewaterhouseCoopers ABAS Limited Bangkok City Tower, 15th Floor, 179/74-80 South Sathorn Road, Bangkok, 10120, Thailand PricewaterhouseCoopers Actuarial Services (Thailand) Limited 179/74-80 Bangkok City Tower, 15th Floor, South Sathorn Road, Thungmahamek Sub-district, Sathorn District, Bangkok, Thailand PricewaterhouseCoopers Consulting (Thailand) Limited 15th Floor Bangkok City Tower, 179 South Sathorn Road, Bangkok, 10120, Thailand PricewaterhouseCoopers FAS Limited Bangkok City Tower, 15th Floor, 179/74-80 South Sathorn Road, Bangkok, 10120, Thailand PricewaterhouseCoopers Legal & Tax Consultants Limited Bangkok City Tower, 15th Floor, 179/74-80 South Sathorn Road, Bangkok, 10120, Thailand PricewaterhouseCoopers WMS Bangkok Limited 179/74-80 Bangkok City Tower, 15th Floor, South Sathorn Road, Tungmahamek Sub-district, Bangkok, Sathorn District, Thailand PwC International Assignment Services (Thailand) Limited 16th Floor Bangkok City Tower, 179/74-80 South Sathorn Road, Bangkok, 10120, Thailand PricewaterhouseCoopers Advisory Services Limited The Price Waterhouse Building, 11-13 Victoria Avenue, Port of Spain, Trinidad & Tobago PricewaterhouseCoopers Limited The Price Waterhouse Building, 11-13 Victoria Avenue, Port of Spain, Trinidad & Tobago PricewaterhouseCoopers Advisory Services Limited 11-13 Victoria Avenue, Port of Spain, Trinidad, Trinidad & Tobago PricewaterhouseCoopers The Price Waterhouse Building, 11-13 Victoria Ave., Port of Spain, Trinidad and Tobago CAF Fiscal Passage du Lac Van, Les Berges du Lac, Tunis, 1053, Tunisia Conseil Audit Formation International SARL Passage du Lac Van, Les Berges du Lac, Tunis, 1053, Tunisia Conseil Audit Formation SARL Passage du Lac Van, Les Berges du Lac, Tunis, 1053, Tunisia Les Commissaires aux Comptes Associés MTBF SARL Passage du Lac Van, Les Berges du Lac, Tunis, 1053, Tunisia Gündüz Şimşek Gago Avukatlık Ortaklığı BJK Plaza, Süleyman Seba Cad. No:48 B Blok Kat 4, Akaretler Besiktas, Istanbul, 34357, Turkey PwC Bagimsiz Denetim ve Serbest Muhasebeci Mali Musavirlik A.S. Suleyman Seba Caddesi No:48 BJK Plaza, B Blok Kat:9 Akaretler Besiktas, Istanbul, 34357, Turkey PwC Danışmanlık Hizmetleri AS BJK Plaza, Suleyman Seba Caddesi, No:48 B Blok Kat 10,Akaretler Besiktas, Istanbul, 34357, Turkey PwC İş Danışmalığı AŞ Süleyman Seba Cad. Bjk Plaza B Blok Kat:4 , Besiktas, Istanbul, 34357, Turkey PwC Yeminli Mali Musavirlik A.S. BJK Plaza, Suleyman Seba Caddesi, No:48 B Blok Kat 12,Akaretler Besiktas, Istanbul, 34357, Turkey PwC Yönetim Danışmanlığı AS BJK Plaza, Suleyman Seba Cad., No: 48 B Blok K:4, Akaretler-Besiktas, Istanbul, 34357, Turkey PricewaterhouseCoopers Ltd. PO Box 63, Abacus House, Leeward Highway, Providenciales, BWI, N/A, Turks & Caicos Islands PricewaterhouseCoopers Certified Public Accountants Communications House, 1 Colville Street, Kampala, x, 8053, Uganda PricewaterhouseCoopers Limited Communications House, 1 Colville Street, Kampala, 8053, Uganda Attorneys Association 'PricewaterhouseCoopers Legal' Eurasia Business Centre, 10th Floor, 75 Zhylyanska Street, Kyiv, 01032, Ukraine LLC 'PricewaterhouseCoopers Advisory' 75 Zhylyanska Street, Kyiv, 01032, Ukraine LLC 'PricewaterhouseCoopers Assurance' 75 Zhylyanska Street, Kyiv, 01032, Ukraine LLC AF 'PricewaterhouseCoopers (Audit)' 75 Zhylyanska Street, Floor 9-10, Kyiv, 01032, Ukraine LLC PricewaterhouseCoopers 75 Zhylyanska Street, Floor 9-10, Kyiv, 01032, Ukraine HLP International Consulting LLC Level 17, Al Sila Towers, ADGM Square, Abu Dhabi, United Arab Emirates PricewaterhouseCoopers Limited Gate Precinct Building 5, Level 4; DIFC; PO Box 11987, Dubai, United Arab Emirates PwC Academy LLC Emaat Square, Bldg 4, Level 8, Dubai, Dubai, United Arab Emirates PwC Commercial Brokers LLC 21st Floor, Office 2102, Burlington Tower, Business Bay, Dubai, United Arab Emirates Strategy& (M.E.) Ltd. Al Fattan Currency House, Tower 1, Level 8, Dubai International Financial Centre, Dubai, DUBAI, 11987, United Arab Emirates Beyond Food Community Interest Company PO Box 67238, 10-18, Union Street, London, SE1P 4DL, United Kingdom PricewaterhouseCoopers 1 Embankment Place, London, WC2N 6DX, United Kingdom PricewaterhouseCoopers Advisory Services Limited 1 Embankment Place , London, WC2N 6RH , United Kingdom PricewaterhouseCoopers Assurance UK Limited Atria One, 144 Morrison Street, Edinburgh, Scotland, EH3 8EX, United Kingdom PricewaterhouseCoopers CI LLP 1 Embankment Place, London, London, WC2N 6DX, United Kingdom PricewaterhouseCoopers Consulting Services UK Limited 1 Embankment Place, London, WC2N 6RH, United Kingdom PricewaterhouseCoopers Development Associates Limited 12 Plum Tree Court, London, EC4A 4HT, United Kingdom PricewaterhouseCoopers Legal Middle East LLP 12 Plum Tree Court, London, EC4A 4HT, United Kingdom PricewaterhouseCoopers LLP 1 Embankment Place, London, WC2N 6RH, United Kingdom PricewaterhouseCoopers Overseas Limited 10-18 Union Street , London, SE1 1SZ , United Kingdom PricewaterhouseCoopers Services Limited 1 Embankment Place , London, WC2N 6RH, United Kingdom PricewaterhouseCoopers United Kingdom Partnership 1 Embankment Place, London, WC2N 6RH, United Kingdom PRPi Consulting Limited 10-18 Union Street, PO Box 67238, London, SE1P 4DL, United Kingdom PwC Change Management Limited 1 Embankment Place, London, WC2N 6RH, United Kingdom PwC Consulting Associates Limited 10-18 Union Street, PO Box 67238, London, SE1 4DP, United Kingdom PwC Digital Services (UK) Limited 1 Embankment Place, London, WC2N 6RH, United Kingdom PwC Performance Solutions (No. 3) Limited 1 Embankment Place, London, WC2N 6RH, United Kingdom PwC Performance Solutions Limited 1 Embankment Place, London, WC2N 6RH, United Kingdom PwC Strategy& (UK) Ltd. 1 Embankment Place, London, WC2N 6DX, United Kingdom PwC Tax Information Reporting Limited 1 Embankment Place, London, WC2N 6DX, United Kingdom ILC Legal, LLP c/o CT Corporation System, 1015 15th Street NW, Suite 1000, Washington, D.C., 20005, United States of America PricewaterhouseCoopers Advisory Canada (US) LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers Advisory LLC Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware, 19801, United States of America PricewaterhouseCoopers Advisory Product Sales LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers Advisory Services LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers Business Services LLC 920 North King Street, 2nd Floor, Wilmington, Delaware, 19801, United States of America PricewaterhouseCoopers Corporate Finance LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware, 19801, United States of America PricewaterhouseCoopers Investment Advisers LLC The Prentice-Hall Corporation System, Inc. 2711 Centerville Road, Suite 400, Wilmington, Delaware, 19808, United States of America PricewaterhouseCoopers LLP One Rodney Sq, 10th Fl, Tenth and King Streets, Wilmington, Delaware, 19801, United States of America PricewaterhouseCoopers Mobility Technology Services LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers PRTM Management Consultants Japan, LLC CT Corporation, 818 West 7th Street, Los Angeles, CA, 90017, United States of America PricewaterhouseCoopers PRTM Management Consultants, LLC CT Corporation, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers Services LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers US Hong Kong LLC RL&F Service Corp One Rodney Sq., Tenth and King Streets, Wilmington, Delaware, 10801, United States of America PricewaterhouseCoopers US LLC One Rodney Sq, 10th Fl, Tenth and King Streets, Wilmington, Delaware, 19801, United States of America PricewaterhouseCoopers WMS (US) LLC c/o Corporation Service Company, 2711 Centerville Road, Suite 400, Wilmington, Delaware, 19808, United States of America PwC Canada (US) LLC One Rodney Sq, 10th Fl, Tenth and King Streets, Wilmington, Delaware, 19801, United States of America PwC Product Sales LLC RL&F Service Corp One Rodney Sq., Tenth and King Streets, Wilmington, Delaware, 10801, United States of America PwC Services LLP The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers (US) Kurdistan LLC The Corporation Trust Company, 1209 Orange Street, Wilmington, DE, 19801, United States of America PricewaterhouseCoopers Cerrito 461 piso 1, Montevideo, CP 11.000, Uruguay PricewaterhouseCoopers Ltda. Cerrito 461 piso 1, Montevideo, CP 11.000, Uruguay PricewaterhouseCoopers Professional Services Ltda. Ruta 8 Km. 17.500, Edificio Mercosur Plaza 1, Oficina H, Zonamérica, Montevideo, Uruguay PricewaterhouseCoopers Shaw, Faget & Asociados Cerrito 461 piso 4, Montevideo, CP 11.000, Uruguay PricewaterhouseCoopers Software Ltda. Cerrito 461 piso 1, Montevideo, CP 11.000, Uruguay PricewaterhouseCoopers VI LLC CT Corporation System, Citibank Building, Suite 208, Veterans Drive, St. Thomas, 00803 5304, US Virgin Islands Audit organization 'PricewaterhouseCoopers' LLC 5 Ivlev Street, Tashkent, Uzbekistan Pacheco, Apostólico y Asociados (PricewaterhouseCoopers) Edificio Del Río, Avenida Principal de Chuao, Apartado 1789, as 1010-A, Venezuela PricewaterhouseCoopers Consulting (Vietnam) Ltd. 4th Floor, Saigon Tower, 29 Le Duan, Ho Chi Minh City, District 1, Vietnam PwC (Vietnam) Limited 29 Le Duan, District 1, Ho Chi Minh City, Vietnam PwC Legal (Vietnam) Co., Ltd Saigon Tower, 3rd Floor, 29 Le Duan Street, District 1, Ho Chi Minh City, 70000, Vietnam PwC Vietnam Cybersecurity Services Company Limited 8th Floor, Saigon Tower, 29 Le Duan Street, District 1, Ho Chi Minh City, 70000, Vietnam PricewaterhouseCoopers Palestine Limited Masrouji Building 201, El-Bireh, West Bank, 1318, West Bank & Gaza PricewaterhouseCoopers Stand 2374 Thabo Mbeki Road, Lusaka, Zambia PricewaterhouseCoopers Limited Stand 2374 Thabo Mbeki Road, Lusaka, Zambia PricewaterhouseCoopers Advisory Services (Private) Limited Arundel Office Park, Norfolk Road, Mount Pleasant, Harare, Zimbabwe PricewaterhouseCoopers Zimbabwe Partnership Arundel Office Park, Norfolk Road, Mount Pleasant, Harare, Zimbabwe https://www.pwc.com/gx/en/corporate-governance/assets/active-client-facing-entities-in-pwc-network.pdf Download EU directive legal entity listing Open PDF Contact us Mike Davies Director, Global Communications, PwC United Kingdom Tel: +44 7803 974136 Email Follow us Member firmsSite mapContact us © 2017 - 2019 PwC. All rights reserved. PwC refers to the PwC network and/or one or more of its member firms, each of which is a separate legal entity. Please see www.pwc.com/structure for further details. Legal notices Privacy Cookie policy Legal disclaimer Terms and conditions ------------------------------------------------------------ https://www.pwc.com/gx/en/about/corporate-governance/business-conduct.html The reputation of PwC is anchored in the professionalism, ethics and excellence of service our people have striven to demonstrate and embrace every day of our 150-year history. But times change, and today we find ourselves functioning in a very different and challenging business climate—one that requires us to visibly reinforce our commitment to high standards and our passion for quality and integrity in all we do. Hence, we have developed a Code of Conduct. The Code is a set of principles intended to guide us in the conduct of our business and aid us in ensuring that PwC's culture of ethics and integrity is sustained around the world. By combining our own good judgement and experience with the practical guidelines in the Code, we aim to continue earning the trust of all our stakeholders. ------------------------------------------------------------ Skip to contentSkip to footer PwC \| Global Search Search Search Share Menu PwC Global About us Code of conduct Explore the code of conduct My account My Lists Living our Purpose and Values, PwC's Code of Conduct Living our Purpose and values The PwC culture thrives supported by a framework of internal and external expectations and requirements. These help guide our behaviours and build trust: in how we do business with each other in our communities in how we use information When working with our clients and our colleagues to build trust in society and solve important problems, we... Act with integrity Make a difference Care Work together Reimagine the possible Act with integrity Speak up for what is right, especially when it feels difficult Expect and deliver the highest quality outcomes Make decisions and act as if our personal reputations were at stake Please note: access to hyperlinks in text is limited to PwC partners and staff. The Code in Context Our Purpose and values are the foundation of our success. We exist to build trust and solve important problems, and our values help us deliver on that Purpose. This Code underpins our ability to behave in a manner consistent with our values. Our Code is not meant to provide specific guidance on every situation where we might need to answer the question, “What is the right thing to do?” Instead, it is principle-based guidance that helps us think about difficult questions, promotes consultation, and encourages us to speak up if we have concerns. Using right-hand navigation or by continuing to scroll, you will find details on RADAR (Recognise, Assess, Decide, Agree, Report), which is our framework for helping us decide the right thing to do. This Code describes a common set of expectations for our conduct, a key element of which is that we abide by applicable laws and regulations. To the extent any local law or regulation is more restrictive than this Code, local law or regulation governs. Network and local policies and supplemental guidance complement the principles embodied in this Code and the PwC Network Risk Management Policies. This Code applies to all of us. When we say “we” “our” or “us” we are referring to all of us at PwC, individual partners/principals and staff, as well as the individual firms that together form the PwC network. Speak up Speaking up is crucial to our culture and our long term results—it is a living example of our values. Speaking up when something doesn’t seem right demonstrates our integrity and that we have the courage to do the right thing. Speaking up helps to prevent mistakes and misconduct and foster innovation. Speaking up shows that we care about each other and our business. And speaking up to get things right or keep them on track helps us live up to our commitment to deliver high quality outcomes. Something doesn’t seem right? Facing a dilemma? Have a question that leads to more difficult questions? Need advice? Consult. Pick up the phone. Send an email. Set up a meeting. Speak up. Each of us, no matter what our level or role, is empowered to speak up when dealing with behaviour or facing a situation that doesn’t seem right. Each of us has a responsibility to report and express our concerns, and to do so fairly, honestly, and professionally. Do not ignore it. Do not stay silent. Collaboration means we consult with our colleagues in matters large and small, and we know that our concerns are heard and addressed in an open and professional manner, including that an investigation will take place when warranted. We consult with our supervisors, coaches, partners/principals, ethics teams, Risk and Quality teams, Office of the General Counsel, Human Capital representatives, or others at PwC, particularly those in reporting lines. These people are responsible for addressing or escalating as necessary the issues brought to their attention. We raise issues using formal and informal methods as appropriate: in person, over the phone, and/or electronically. We protect against retaliation. In being true to the values of integrity and care—if you report a concern, it will be handled with appropriate confidentiality and discussed with others only as needed or advisable under the circumstances. Exercising professional scepticism, applying common sense, and knowing and applying the Code as well as the local supplementary guidance, will help each of us know when to speak up through whichever channel we are most comfortable. As well as the resources listed here, each firm in the PwC network provides a mechanism to report issues. There is also a confidential global Contact Us option. Speak up. It’s the right thing to do. These are the moments that matter. PwC is committed to protecting our people against retaliation. Retaliation is serious misconduct that will not be tolerated, and any PwC professional (including partners/principals or staff) who takes retaliatory action will be held accountable. Q. What is retaliation? A. Retaliation can be any form of reprisal, direct or subtle, for reporting in good faith actual or suspected issues. We consult with our: Supervisors Coaches Partners/Principals Ethics teams Risk and Quality teams Office of the General Counsel Human Capital representatives Others at PwC Build trust in how we do business Whatever our professional background is, we behave with integrity and adhere to, and are guided by, the applicable professional standards (e.g., such as those established by the International Ethics Standards Board for Accountants (IESBA)). The quality and impact of our work is critical to who we are as PwC professionals, and as a network of firms. Our sustained performance is part of how we create and build trust with our clients, in each other, and in our communities. We serve only clients that we’re competent to serve, who value our service, and who meet appropriate standards of legitimacy and integrity. We provide only services we are professionally capable of delivering. We collaborate to bring the necessary skills and innovation to our work. We deliver on our commitments. Our reputation is defined by trust, integrity, and achieving high quality sustainable value. Our continued success means upholding professional standards, adhering to applicable laws and regulations, and fulfilling ethical obligations while delivering high quality, innovative work. Our business judgment is free from bias, conflicts of interest or undue influence of others. We follow processes and procedures to identify and address any actual or potential conflicts of interests. We recognise that independence, including the appearance of independence, is at the heart of objectivity. We proactively avoid and address circumstances that create, or might be seen to create, threats to our independence of assurance clients. Willing to walk away We are willing to walk away from engagements and clients if our independence, integrity, objectivity, or professionalism could be called into question if we continued. Mary Waldron, Global Chief Risk Officer Conflicts can take many forms. Consult when the following kinds of situations arise: There are PwC or personal interests, which could impact, or could be perceived as impacting, our objectivity in doing what is best for our client(s). When PwC and a client are on opposite sides of the same matter. When we are asked to do work for one client which may be seen to be against the interests of another client. These situations do not necessarily mean that we can’t do the work, but that we need to consider how to manage the potential conflict or any perceived client sensitivities. Rules on investments What if? Question: I’m new to PwC. I know we have independence requirements, which I understand. But can you just remind me how I can check if I am allowed to invest in a company? Answer: The rules on investments are complex, so it is always good to double check. Contact your local independence specialist or help desk and they will guide you. We demonstrate our integrity by: Negotiating and securing contracts lawfully and honourably with our clients, suppliers, and other parties. We meet our contractual obligations, and adhere to the agreed terms and conditions. Being transparent in disclosing the basis on which we charge for our services. We record our time and expenses accurately. Competing fairly. We do not enter into any agreements with our competitors, formally or informally, to unlawfully restrict competition, set prices, or allocate clients, markets, people, or services. Respecting our competitors’ confidential information. We collect information about competitors only if it’s available publicly, or doing so doesn’t breach legal or contractual obligations. charging-time What if? Question: My supervisor has implied that I should reduce the number of hours I’ve recorded on my timesheet. I know I’ve been working more than the budgeted hours but I feel like I’ve worked as efficiently aspossible. What should I do? Answer: You must record your hours accurately as incurred. You should not reduce or inflate hours, and you should not sacrifice quality just to get the job done in the allotted hours. You should immediately discuss your concern with your supervisor. If your supervisor ignores your concern, you should discuss with other appropriate resources. Remember that RADAR is a resource as well. anti-competitive-behaviour What if? Question: I attended a meeting with a partner and several competitors to discuss technical accounting issues. At the gathering afterwards, a peer (from a competitor) mentioned that he is excited about a new pricing structure he and his group are putting in place. He suspects all the other firms will adopt the same structure and offered to share it with me in the interests of “being competitive” if I would share our team’s pricing structure with him. What should I do? Answer: You should make it clear you do not want to receive it, and will not share any such information. Immediately report the matter to OGC. Exchanging pricing information in this manner is prohibited. We demonstrate our integrity by: Never engaging in bribery or corrupt practices. This is vital to maintaining the trust of our colleagues, clients, and others we work with. We do not solicit, accept, offer, promise, or pay bribes, including facilitation payments— whether directly or through a third party. Knowing the identity of our clients and others with whom we do business, and adhering to applicable standards on anti-money laundering. Where we suspect criminal behaviour, we take appropriate action. We do not conduct any activities in breach of applicable economic sanctions or undertake services which assist clients in breaching applicable sanctions laws. “Facilitation payments” are payments of small value provided (in cash or kind) to government officials to perform routine functions that they are otherwise obligated to perform (such as to expedite obtaining permits, licenses, visas, mail, or utilities). Facilitation payments do not include legitimate administrative fees and legitimate payments for fast track services that are paid to an organisation (not to an individual), and where a receipt may be issued on request. A bribe is not only payment or receipt of cash. A bribe can be anything of value and can take many other forms, including: Consultancy fees and commissions to parties not actually performing services; Payments in-kind including any non-cash items of value such as travel, hospitality, entertainment, employment opportunities, and gifts; Employment of family members of government officials outside the normal hiring process; and Sponsorships/donations. gift-giving What if? Question: In my culture, it is typical to give and receive holiday gifts from clients. But the Code indicates there are circumstances where the gifts may be considered inappropriate. What should I do? Answer: It depends on a number of factors. Local customs/laws/regulations and PwC policies, and the policies of our clients, vary. We need to be particularly careful when dealing with public sector, including government, clients. Check your firm’s supplemental guidance and policy for specific restrictions, or you should consult with appropriate resources, such as HR or your local OGC. Remember that RADAR is a resource as well. Build trust with each other We encourage collaboration across territories and around the PwC network. Trust is key to this collaboration, as it helps us to more effectively work with our colleagues and serve clients. Trust begins with each of us treating each other with care, courtesy, dignity, fairness, and respect. We take appropriate measures to protect the safety of PwC people. We provide a safe working environment free of abusive, violent, threatening or other disruptive behaviour. We do not tolerate harassment, discrimination, bullying, or disrespectful behaviour. These behaviours undermine the integrity of our relationships. We respect and encourage open dialogue, to create a climate for frank and honest discussions. *This applies whether based on an individual’s race, ethnicity, colour, age, gender, gender identity or expression, sexual orientation, political beliefs, citizenship, national origin, language, religion, disability, parental status, economic/class status, veteran status, or other inappropriate basis. There is strength and value in diversity of thought and experience. Diversity of perspectives is critical to innovation. We listen to each other, we succeed when we collaborate, engage in dialogue, and respectfully debate issues. Pulling together our ideas and collective knowledge is fundamental to our ability to innovate and ultimately to our success. Agnès Hussherr, Global Human Capital Leader speaking-up What if? Question: After work, I attended a gathering with the rest of my team. One of my managers made several unwelcome advances towards me. What should I do? Answer: Unwelcome advances are never acceptable. If you are comfortable doing so, professionally and respectfully address the situation with the manager, and know that going forward, you can always do so in the moment. You should also speak up and consult with the appropriate resources, such as Human Capital, or the ethics teams so that additional steps may be taken consistent with established firm processes. Remember that RADAR is a resource as well. respectful-behaviour What if? Question: Whenever I ask my manager a question, she publicly mocks me and questions my qualifications. What do I do? Answer: This behaviour may be considered bullying, and at a minimum is disrespectful and inconsistent with our Code. Speak up. You can talk to your Human Capital contact, ethics teams, or other resources you’re comfortable with. RADAR can help guide your thinking. We value the diversity of our workforce as a competitive advantage that we nurture and expand. We promote a culture that cares about and fosters innovation, professional growth, career development, workplace flexibility and work/life balance. We invest in our people and their career growth by encouraging continual learning, and by creating opportunities to support both near-term development and long-term career progression. Continuously learning, and being open minded, is key to our ability to innovate and solve important problems. We speak up for ourselves, and each other, when faced with the inappropriate behaviours of others, including clients. If you experience or witness something that does not feel right, voice your concerns. Reach out to appropriate resources. It is safe to speak up. We protect our people against retaliation for reporting concerns in good faith. Retaliation is itself a form of serious misconduct that PwC does not tolerate. Any PwC professional (including partners/principals, or staff) who takes retaliatory action will be held accountable. Inappropriate-behaviour-of-others What if? Question: I was in the lunch room with my colleagues, just having a casual conversation, and one of them made a comment about another colleague that I found offensive. How do I handle this situation? Answer: If you are comfortable doing so, professionally address the situation with your colleague. If you do not feel comfortable addressing the situation yourself, need guidance, or you are concerned that additional steps should be taken, then you should talk to the appropriate resources such as your Coach or HR manager. Don’t forget that RADAR provides a framework to help in your decision. The PwC Professional At each level and dimension of the PwC Professional, expectations on ethical behaviour are defined. The most innovative solutions come from working together with colleagues and clients. Effective collaboration enables innovation. Build trust in our communities Our corporate responsibility strategy is tailored to our specific strengths and opportunities as a network of professional services firms. It’s also designed to enable us to apply our skills in ways that have impact, deliver measurable outcomes and make a true difference in creating long-term business and societal value. We further our contribution to society by using our skills and experience to help solve important problems, including those related to ethics, integrity, and trust—issues central to fostering a sustainable and inclusive global economy. We support a shift to a more sustainable society by providing services that transform business and civil society, contribute to wider development goals, and reduce environmental impact. We help solve important social problems in our communities by contributing our professional expertise and collaborating with other organisations to achieve maximum results. We respect and honour the customs and traditions of the countries in which we operate. If these customs and traditions conflict with this Code, we consult internally on how to adhere to the Code while being respectful of local culture and traditions. We aim to gain the trust of our stakeholders by showing care, openness and honesty and focusing relentlessly on ethics and quality. We respect the limits of our planet and adopt a preventative approach to minimise the environmental impacts of our business. We also help our clients to do the same. We participate in the dialogue to help shape legislation and regulation in a manner that upholds the public interest and our Purpose. We support the rule of law in our interactions with regulators. We work with government and professional authorities in a respectful and forthright manner. Contacts, on behalf of PwC, with government and professional authorities are generally handled by designated partners/principals and staff. We respond promptly to governmental and professional authorities’ requests for information, as required by applicable law and professional obligations. We encourage and support involvement in community activities. We do not represent our personal political affiliations or views as those of PwC, and we comply with applicable reporting requirements. We avoid using PwC resources (or creating the appearance that PwC is supporting, endorsing, or opposing any particular political position or political party/candidate, charity, product, or specific religion), without approval. political-opinions What if? Question: I have an opinion about the political situation(s) in my country. May I express my personal political affiliations or views via social media? Answer: Yes, however be respectful of others. Make sure that it is clear you are speaking for yourself and not for PwC. × What if? Question: A client has asked me to speak at a conference which they are sponsoring on certain political issues pertaining to them. May I accept the speaking engagement? Answer: Consult with appropriate resources. A good place to start is with your Risk and Quality team to determine whether we are in a position to comment. expressing-views-of-others What if? Question: I am on the professional ethics committee of a professional accountants’ association, which has agreed to take a view on a proposed standard that differs from PwC’s view. May I publicly present the association’s view (such as in public hearings)? Answer: Yes, as long as you clearly indicate that those are the views of the committee and not of PwC and, when necessary, be prepared to explain the difference between the PwC and association views. Internationally recognised labour principles include, for example, principles in the UN Global Compact and the aims of the International Labour Organisation. We care about, respect and support internationally proclaimed human rights. We work to guard against complicity in human rights abuses. We comply with applicable labour and employment laws, and draw on internationally recognised labour principles in how we do business. We are responsible taxpayers. We manage all our relevant tax filings, domestic and foreign, with accuracy, in good faith, and on time. We only pursue tax planning initiatives or adopt filing positions which would not adversely impact the reputation of PwC. We apply the Global Tax Code of Conduct to our member firms, and to our partners/ principals and staff, as we apply it to clients. The global nature of the business world together with the complexity and competing priorities of national laws, are such that it is not always clear where lines should be drawn. Accordingly, the member firms of the PwC network have adopted the Global Tax Code of Conduct to assist their clients, other stakeholders, and their respective partners/principals and staff. Build trust in how we use information Confidential information We respect the privacy and confidentiality of information of our clients, our people, and others with whom we do business. We protect personal and other confidential information in all forms. We collect, store, use, transmit, and dispose of personal and confidential information in a way that is transparent and promotes trust. We gather, use, and keep personal, client, and other confidential information only if we have a legitimate reason to do so. Access to this information is provided only as necessary. Our duty of confidentiality does not end when we leave PwC; we continue to respect the confidentiality of information even after our departure. We all play a role in protecting confidential information entrusted to us in its various forms. We only use approved PwC systems and applications in our work. We do not inappropriately divulge confidential information, including when using social media. We are cautious when discussing client matters in public spaces. We take care to protect physical copies of confidential information. We promptly identify any unintended disclosure of confidential information and escalate within PwC as appropriate. An understanding of the importance of confidentiality and trust in one another helps us collaborate, innovate and succeed across the Network. care-in-the-use-of-information Regardless of whether confidential information is received verbally, on paper, in an email, or in any other form, our ability to protect its confidentiality is critical to our ability to maintain the trust of our clients, each other, and those with whom we do business. use-of-social-media We use good judgment in the use of social media, and never lose sight of the fact that social media is public media. We think before we post. We protect the information and physical and electronic assets to which we have access. This includes protecting them from all malicious threats and accidental loss. We secure all paper and electronic records and keep them for only the prescribed period of time. We preserve relevant information when we know of or anticipate an investigation, litigation or other matter, or have been instructed to do so. We respect the integrity of our work papers and do not make inappropriate changes to them once they are complete. We never trade on or inappropriately disclose inside information. What do we mean by “accidental”? Accidental loss can occur by leaving a computer unattended, inadvertently sending a confidential email to the wrong recipient, or simply leaving sensitive documents at a printer site near your office. What is “inside information”? Inside information is information about a company (e.g., financial forecasts, merger and acquisition proposals, and key personnel changes) that has not been made public. Where does inside information come from? Inside information can come from any source (e.g., clients, suppliers, subcontractors, joint venture partners, or any other entity or person which PwC or anyone in PwC has contact with or information about). insider-trading What if? Question: I was in an office elevator, and overheard two people talking about a merger and acquisition they were working on. Is it okay for me to invest in one of the companies? Answer: No, this would be considered “insider trading.” We do not trade on non-public information no matter how we have obtained it. Also we should not disclose that information to any other person. If not sure, you can find additional guidance in the Insider Trading policy. Remember that there are resources that you can speak with as well, such as Risk and Quality. Intellectual property We are thoughtful in our communications, online and off. We’re courteous and respectful towards co-workers and clients when we speak in public or online forums, use social media, or take part in external dialogue. When expressing views on community or public issues, we are clear when such views are our own and not necessarily those of PwC. When audiences to whom we are speaking would reasonably expect that we represent PwC, we generally state only PwC’s view and not our own. We do not express the views of others as our own. We comply with copyright and intellectual property laws. sharing-online-material What if? Question: I found a really good research article on the internet that I would like to share with my colleagues and clients. Is it ok to do that? Answer: It depends. Remember that information on both the internet and PwC’s internal systems is often copyrighted and/or licensed material, and you may need permission to further circulate the information. Also, it is important that you not use another’s work product as your own. Attribution at a minimum is always required, so that you are not accused of plagiarising. If you are not sure, you should discuss with your manager or engagement partner. RADAR: A framework for deciding the right thing to do We are purpose led and values driven, and our Purpose and values are our guiding principles in deciding the right thing to do. Addressing and resolving ethical dilemmas is complex, and the Code cannot address all questions or situations. The Code is one of many tools we have as professionals to guide our behaviour. It is not meant to be a rule book. The Code is underpinned by the PwC Purpose and values. It is supported and supplemented by network standards, network and local policies and guidance, all of which are available on relevant sites throughout the network. This RADAR decision making framework is here to help you think and to build your skills in analysing ethical dilemmas, and, in doing so, make good decisions. In deciding on a course of action, the steps and questions can help guide your approach. They do not need to be followed in any particular order, and the following graphic is not meant to be a decision tree. Rather, this is meant to help frame your thinking, which could happen within a few minutes to a few days. And remember, nothing can replace individual judgment and the application of the values when deciding what to do in the moment. Recognising the event Assessing the situation Deciding what to do Agreeing the way forward Reporting and communicating Recognising the event Is the situation consistent with the PwC Purpose and values? • Are you being asked to do something which you think is wrong, against the PwC Purpose or our values? • Are you aware of others’ unethical or illegal behaviour (e.g., colleagues, clients, suppliers and other parties)? • Are you trying to make a decision but are unsure of the ethical implications? • What if it was reported in the media? We listen and take action “Speaking up” is an essential first step. For any allegation, complaint, or concern, we investigate and address the situation in an appropriate way. If you want to learn more about the investigation process, and your options for anonymous reporting, contact your local ethics team. Remember that PwC is committed to caring for and protecting our people against retaliation. Anybody who violates the PwC Code of Conduct or policies and procedures will be held accountable. Those of us in the reporting line are responsible for addressing issues that are brought to our attention. If anyone directs or approves violations, or has knowledge of them and does not promptly move to correct them, he or she will be held accountable. We are all responsible for cooperating during the investigation process, and for answering questions truthfully, accurately, completely, and with integrity. Failure to cooperate may result in disciplinary measures. The Code of Conduct, and the PwC network of firms We are committed to the spirit of cooperation among PwC network firms. When faced with questions about business conduct or concerns when working for another firm within the PwC network, follow the established policies of the host firm. If you’re not comfortable with raising the issue with the host firm, or are not satisfied with the outcome, raise the issue in your home firm so the issue can be addressed amongst the respective leaderships of the firms involved. Living our purpose and values PwC's Global Code of Conduct Read more related documents: Something doesn’t seem right? Facing a dilemma? Speak up. It’s the right thing to do. Contact us Follow us Member firmsSite mapContact us © 2017 - 2019 PwC. All rights reserved. PwC refers to the PwC network and/or one or more of its member firms, each of which is a separate legal entity. Please see www.pwc.com/structure for further details. 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