Вы находитесь на странице: 1из 27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

How Cooking the Books Works


BY LEE ANN OBRINGER MONEY | SCAMS

Browse the article How Cooking the Books Works

See more money scam pictures.

The year 2002 saw the end of an era of skyrocketing stock prices and booming
businesses. Things that had seemed to be too good to be true were just that.
Companies that we previously thought of as unstoppable didn't have the earnings they
told us they did.
http://money.howstuffworks.com/cookingbooks.htm/printable

1/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Instead, they had been "cooking the books" to create the appearance of earnings that
really didn't exist. A company is guilty of cooking the books when it knowingly includes
incorrect information on its financial statements -- manipulating expenses and earnings
to improve their earnings per share of stock (EPS).
In this article, we'll look at the tricks that some companies used to beef up their financial
documents as well as why they do it. We'll also examine some of the fallen giants like
Enron and WorldCom to see what happened and where they are now.

Why Cook the Books?

PHOTO COURTESY USAF SERVICES

Managing earnings (or "cooking the books"), is simply a way of making things look
better than they actually are to keep stockholders happy, entice new investors, meet
budgets, and most importantly, earn executive bonuses. Executive bonuses are tied to
specific levels of earnings, making it extremely tempting to do just about anything to
http://money.howstuffworks.com/cookingbooks.htm/printable

2/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

meet -- or appear to meet -- the goal. But not all book cooking is motivated by greed. By
making revenues appear larger than they actually are, a struggling company could stay
afloat with investors' money until it can turn a true profit.
Here's an example. Imagine you're a kid with a lemonade stand and you want to build a
roof over it so that you and your customers aren't in the hot sun. You don't have the
money because business hasn't been that good. Your brother has the money, but he
won't lend it to you unless he knows that he'll make something in the deal. You're sure
that having a covered lemonade stand will make all the dierence for your business
because your customers will enjoy sipping their drinks in the cool shade. So you decide
to creatively boost your current sales figures and oer your brother a chance to invest in
your business. He gives you the money to build your roof in exchange for 25 percent of
your profits. For reasons unknown to you, the covered stand doesn't really sell any more
lemonade than the uncovered stand did. Now your brother is mad, because the profit
he thought he was going to make was based on phony sales figures. At this rate, it'll take
four summers to break even and much more to actually make a profit.
Investors are attracted by rising stock prices of public companies, which make the
company's financial statements extremely important documents. Wall Street analysts
depend on the documents and input from the companies themselves for their
recommendations. The public company depends on the infusion of cash from investors
to fund company growth. Stockholders expect the price per share to go up once they
buy stock. When the price goes down, they lose money. (See How the Stock Market
Works for more on stock prices and earnings per share.)

Thank you
http://money.howstuffworks.com/cookingbooks.htm/printable

3/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Thank you to Michael W. Williams for his assistance with this article.

Accounting Background

The New York Stock Exchange

The most important documents that a company puts together are its financial
statements. These include a balance sheet, a cash flow statement, and a profit and loss
statement. These documents quantitatively describe the financial health of a company
and are used by almost every entity that deals with the company, including the
company executives and managers themselves.
The following financial statements are usually compiled on a quarterly and annual
basis:
The balance sheet gives a snapshot or bird's eye view of the company's
financial situation at a given date in time. It includes assets and liabilities
http://money.howstuffworks.com/cookingbooks.htm/printable

4/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

and tells the business's net worth.


The cash flow statement shows cash that is coming in as well as the cash
needed to go out over a period of time. It is very helpful for planning for large
purchases, or to help be prepared for slow periods in the business. In simple
terms, the cash flow equals cash receipts minus cash disbursements.
The profit and loss statement (also referred to as an income statement)
lists revenues and expenses. It also lists the profit or loss of the business for
a given period of time. It is helpful for planning and helps to control
operating expenses.
Banks review the financial statements to decide if they will lend the company money
(and at what interest rate if they choose to lend it). Investors review the documents to
decide if they feel confident in the company enough to invest their hard-earned money.
Company managers use them to analyze the business and determine how well they are
doing. Many others also use the documents, so it is critical that they are accurate.
For public companies, these documents are audited by outside accounting firms that
certify that the documents are compiled according to generally accepted accounting
principles, or GAAP. These firms are still at the mercy of the information provided by the
company, however. They are also interested in keeping their largest customers happy.
We'll look at the Sarbanes-Oxley Act of 2002 in the next section.

The Sarbanes-Oxley Act


http://money.howstuffworks.com/cookingbooks.htm/printable

5/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

PHOTO COURTESY MORGUEFILE


SERVICES

In 2002, President Bush signed the Sarbanes-Oxley Act into law to "re-establish
investor confidence in the integrity of corporate disclosures and financial reporting"
[ref].The act was brought on by the large number of corporate financial fraud cases
(such as those of Enron, WorldCom, Tyco, Adelphia, AOL, and others) and by the end of
the "boom" years for the stock market. The Act requires all public companies to submit
both quarterly and annual assessments of the eectiveness of their internal financial
auditing controls to the Securities and Exchange Commission.
Each company's external auditors must also audit and report on the internal control
reports of management and any other areas that may aect internal controls. The
company's principal executive oicer and principal financial oicer must personally
certify that the financial reports are true and that everything has been disclosed. Many
of the Act's provisions apply to all companies, United States and foreign. However, some
provisions apply only to companies that have equity securities listed on an exchange or
NASDAQ.
http://money.howstuffworks.com/cookingbooks.htm/printable

6/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Important organizations related to the Sarbanes-Oxley Act include:


The Securities and Exchange Commission (SEC):The U.S. Securities and
Exchange Commission (SEC) protects investors by maintaining the integrity
of the securities markets, based on the idea that all investors should have
access to certain basic facts about an investment. The SEC requires public
companies to disclose meaningful financial information (and other types of
information) to the public so all investors can determine whether or not a
company's securities are a good investment.The SEC also oversees stock
exchanges, broker-dealers, investment advisors, mutual funds, and public
utility holding companies. Each year the SEC files between 400-500 civil
enforcement actions against individuals and companies that break
securities laws.
Financial Accounting Standards Board (FASB):The Financial Accounting
Standards Board establishes standards for financial accounting and
reporting. Those standards dictate how financial reports must be prepared.
Generally Accepted Accounting Principles (GAAP):GAAP is the accepted
method for accountancy (the practice of accounting). It works with the
authority of the FASB and establishes a common set of procedures for
compiling financial statements.

http://money.howstuffworks.com/cookingbooks.htm/printable

7/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

The details of the Sarbanes-Oxley Act address many of the tactics companies have used
to "cook the books" over the years. In the next few sections, we'll go over some of the
more popular methods of improving a company's bottom line -- if only on paper.

O-balance Sheet Accounting and


Manipulation Methods

PHOTO COURTESY MORGUEFILE

With o-balance sheet accounting, a company didn't have to include certain assets
and liabilities in its balance sheet -- it was "o-sheet" and therefore not part of their
financial statements. We'll talk more later about how the Sarbanes-Oxley Act changed
this practice. While there are legitimate reasons for o-balance-sheet accounting, it is
oen used to make a company look like it has far less debt than it actually does. Some
http://money.howstuffworks.com/cookingbooks.htm/printable

8/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

types of o-balance-sheet accounting move debt to a newly created company


specifically for that purpose, which was the case with Enron. These are called special
purpose entities (SPEs) and are also known as variable interest entities (VIEs).
O-balance-sheet entities can be created for several reasons, such as when a company
needs to finance a business venture but doesn't want to take on the risk, or when there
is too much debt to get a loan. By starting a new SPE, they can secure a loan through the
new entity. There are situations where it makes sense to start an SPE. If your company
wants to branch out into another area outside of its core business, an SPE will keep that
risk from aecting the main balance sheet and profitability of the company. Prior to
2003, a company could own up to 97 percent of an SPE without having to report the
liabilities of the SPE on its balance sheet.

Synthetic Leases
Synthetic leases oen use SPEs to hold title to a company's property and lease that
property back to the company. Because of o-balance-sheet accounting, synthetic
leases allowed companies to reap the tax benefits of ownership without having to list it
as a liability on their balance sheets.
Synthetic leases could also be signed with some entity other than an SPE. Banks, for
example, would oen purchase property for businesses and lease it back to them via a
synthetic lease. The company leasing the property avoids the liability on the balance
sheet but still gets to deduct interest and depreciation from its tax bill.

The End of the Hiding Game


http://money.howstuffworks.com/cookingbooks.htm/printable

9/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

New requirements from the Financial Accounting Standards Board now require SPEs to
be listed on a company's balance sheet. Section 401(a) of the Sarbanes-Oxley Act
requires that annual and quarterly financial reports disclose all material o-balance
sheet transactions, arrangements, and obligations. The rules also require most
companies to provide an overview of known contractual obligations in an "easy-to-read
tabular format"[ref].
This new ruling has essentially ended the days of the SPE and the synthetic lease -- even
though they are still legitimate practices.

Expense Manipulation

PHOTO COURTESY MORGUEFILE

Accelerating a company's expenses may not seem to be the way to boost the
appearance of earnings, but it depends on when those earnings need to be boosted.
There are legitimate and illegitimate reasons to accelerate expenses. A legitimate
http://money.howstuffworks.com/cookingbooks.htm/printable

10/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

example would be making equipment purchases when earnings are high rather than
when they were planned.
Here's an example of a less legitimate earnings acceleration. A manager's bonus is
based on his meeting a certain earnings goal. Once the target earning level has been
exceeded, that manager might decide to spend money now that was budgeted to be
spent in the next year because having higher earnings this year won't mean a bigger
bonus for him. Spending money this year that was budgeted for next year, however,
could help ensure he meets next year's level as well.
While this may seem like the same thing as making purchases when earnings are high, it
depends on the circumstances. If making those purchases earlier than planned has no
adverse aect on the business, then perhaps there is no problem. In many instances
there is an adverse aect, however. For instance, buying computer equipment six
months earlier than expected can mean a big dierence in the actual equipment
purchased -- power, features, and price can all change dramatically.

Delaying Expenses
Companies that are cooking the books have been known to capitalize expenses that are
really everyday expenses. AOL was charged with engaging in various acts of securities
fraud -- among other things -- between 1992 and 1996. In one part of a larger case, AOL
was accused of listing advertising expenses (the cost of creating those CDs and diskettes
they send out) as capital expenses rather than regular expenses. This presented a false
picture of the company's profitability and boosted the stock price. The disks should
have been expensed as they were mailed.
http://money.howstuffworks.com/cookingbooks.htm/printable

11/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

In an upcoming case study, you'll see that WorldCom capitalized expenses that should
have been operating expenses to the tune of billions of dollars.
When companies land a big contract to provide a product or service over a long period
of time, they're supposed to spread the revenue over the cost of the service contract.
Some companies have been known to show the sale and revenue in the quarter in
which the contract was signed.
Here are some other examples of premature revenue booking:

PHOTO COURTESY MORGUEFILE

Recording sales aer the products were ordered but before they were
shipped to the customer
Recording revenues when the sales involved contingencies that allowed
the customer to return the merchandise
Overstating revenues by speeding up the estimated percentage of
completion for a project in process
Recording revenues by shipping products that weren't ordered by the
customer or by shipping defective products and recording revenues at full
http://money.howstuffworks.com/cookingbooks.htm/printable

12/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

rather than discounted prices.


Recording revenues when unassembled products are shipped from the
manufacturing plant -- they must set up a separate assembly location and
assemble the products before the products can actually go to the customers
Trying to improve future earnings by "front loading" future expenses and booking them
in the current quarter is another example. This has been done during the acquisition of a
company. The company will pay o (or even pre-pay) expenses in order to increase the
earnings per share (EPS) over that of previous quarters for the combined company.

Non-recurring Expenses and Pension


Manipulation

PHOTO COURTESY MORGUEFILE

http://money.howstuffworks.com/cookingbooks.htm/printable

13/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

While this category of expenses was meant for things that would only occur once in
order to keep it from aecting regular operating expenses, it has been abused in the
world of "managed earnings." By over-budgeting for a "non-recurring" expense,
companies have been known to then move the excess money over as earnings.

In-Process R&D Charge-Os


In-Process R&D Charge-Os
Another way companies have increased their earnings per share is through in-process
R&D (Research & Development) charge-os. Here's how it works. A large company buys
a small company that has new technology in development. The technology is not yet
ready for commercialization, so the large company writes o the related costs. Later on,
the technology is further developed and ready for market, but with a much lower R&D
expense.
Now the GAAP requires companies to charge o that expense. This charge will reduce
earnings and must be disclosed in the financial statements.
Operating expenses are the everyday costs of running a business. Capital expenses are
business expenses for long-term assets, such as equipment. They are not tax deductible
as business expenses, but may be used for depreciation or amortization -- in other
words, the expense is somewhat delayed by being stretched over several years.

Pension Plan Manipulation


Many companies have defined benefit pension plans for their employees. These are
plans that pay out a specific, defined amount at retirement. Companies are required to
maintain enough money in their retirement account to pay benefits to everyone in the
http://money.howstuffworks.com/cookingbooks.htm/printable

14/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

event that the company goes out of business.


It makes sense for companies to invest that money so it will grow. Rather than investing
in something safe like bonds, some companies invest in the stock market. Accounting
rules allow any "extra" money that the fund earns to be claimed as company profit.
Companies can "estimate" how much it believes the money will grow each year rather
than going by actual numbers. They use their estimate to figure how much money they
should plan to put into the fund and how much they can consider profit.
The potential for companies to inflate their earnings by underestimating the
contributions required to fully fund their retirement funds is high. Even assuming a
percentage point or less can mean a dierence of hundreds of millions of dollars on a
company's balance sheet. Many company pension plans have been underfunded
because the companies assumed that the stock market will perform as it did in the late
nineties, which is nowhere near the rate of returns right now.
These methods for earnings management are just the tip of the iceberg when it comes
to ways to manipulate a company's earnings. There's a fine line between legitimate
earnings management and "cooking the books." Let's take a look at some real-life cases
and learn how they did it.

Case Study: Enron


Background

http://money.howstuffworks.com/cookingbooks.htm/printable

15/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Once the seventh largest company in America, Enron was formed in 1985 when
InterNorth acquired Houston Natural Gas. The company branched into many nonenergy-related fields over the next several years, including such areas as Internet
bandwidth, risk management, and weather derivatives (a type of weather insurance for
seasonal businesses). Although their core business remained in the transmission and
distribution of power, their phenomenal growth was occurring through their other
interests. Fortune Magazine selected Enron as "America's most innovative company" for
six straight years from 1996 to 2001. Then came the investigations into their complex
network of o-shore partnerships and accounting practices.

How the Fraud Happened


The Enron fraud case is extremely complex. Some say Enron's demise is rooted in the
fact that in 1992, Je Skilling, then president of Enron's trading operations, convinced
federal regulators to permit Enron to use an accounting method known as "mark to
market." This was a technique that was previously only used by brokerage and trading
companies. With mark to market accounting, the price or value of a security is recorded
on a daily basis to calculate profits and losses. Using this method allowed Enron to
count projected earnings from long-term energy contracts as current income. This was
money that might not be collected for many years. It is thought that this technique was
used to inflate revenue numbers by manipulating projections for future revenue.
Use of this technique (as well as some of Enron's other questionable practices) made it
diicult to see how Enron was really making money. The numbers were on the books so
the stock prices remained high, but Enron wasn't paying high taxes. Robert Hermann,

http://money.howstuffworks.com/cookingbooks.htm/printable

16/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

the company's general tax counsel at the time, was told by Skilling that their accounting
method allowed Enron to make money and grow without bringing in a lot of taxable
cash.
Enron had been buying any new venture that looked promising as a new profit center.
Their acquisitions were growing exponentially. Enron had also been forming o balance
sheet entities (LJM, LJM2, and others) to move debt o of the balance sheet and transfer
risk for their other business ventures. These SPEs were also established to keep Enron's
credit rating high, which was very important in their fields of business. Because the
executives believed Enron's long-term stock values would remain high, they looked for
ways to use the company's stock to hedge its investments in these other entities. They
did this through a complex arrangement of special purpose entities they called the
Raptors. The Raptors were established to cover their losses if the stocks in their start-up
businesses fell.
When the telecom industry suered its first downturn, Enron suered as well. Business
analysts began trying to unravel the source of Enron's money. The Raptors would
collapse if Enron stock fell below a certain point, because they were ultimately backed
only by Enron stock. Accounting rules required an independent investor in order for a
hedge to work, but Enron used one of their SPEs.
The deals were so complex that no one could really determine what was legal and what
wasn't. Eventually, the house of cards began falling. When Enron's stock began to
decline, the Raptors began to decline as well. On August 14, 2001, Enron's CEO, Je
Skilling, resigned due to "family issues." This shocked both the industry and Enron
employees. Enron chairman Ken Lay stepped in as CEO.
http://money.howstuffworks.com/cookingbooks.htm/printable

17/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

In the next section we'll look at how the fraud was discovered.

Enron: Discovering Fraud


On August 15, Sherron Watkins, an Enron VP, wrote an anonymous letter to Ken Lay that
suggested Skilling had le because of accounting improprieties and other illegal
actions. She questioned Enron's accounting methods and specifically cited the Raptor
transactions.
Later that same month, Chung Wu, a UBS PaineWebber broker in Houston, sent an email to 73 investment clients saying Enron was in trouble and advising them to consider
selling their shares.
Sherron Watkins then met with Ken Lay in person, adding more details to her charges.
She noted that the SPEs had been controlled by Enron's CFO, Fastow, and that he and
other Enron employees had made their money and le only Enron at risk for the support
of the Raptors. (The Raptor deals were written such that Enron was required to support
them with its own stock.) When Enron's stock fell below a certain point, the Raptors'
losses would begin to appear on Enron's financial statements. On October 16, Enron
announced a third quarter loss of $618 million. During 2001, Enron's stock fell from $86
to 30 cents. On October 22, the SEC began an investigation into Enron's accounting
procedures and partnerships. In November, Enron oicials admitted to overstating
company earnings by $57 million since 1997. Enron, or "the crooked E," filed for
bankruptcy in December of 2001.

Where Are They Now?

http://money.howstuffworks.com/cookingbooks.htm/printable

18/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Where Are They Now?


Enron's CFO, Andrew Fastow, was behind the complex network of partnerships and
many other questionable practices. He was charged with 78 counts of fraud, conspiracy,
and money laundering. Fastow accepted a plea agreement in January 2004. Aer
pleading guilty to two counts of conspiracy, he was given a 10-year prison sentence and
ordered to pay $23.8 million in exchange for testifying against other Enron executives.
Je Skilling and Ken Lay were both indicted in 2004 for their roles in the fraud. According
to the Enron Web site, "Enron is in the midst of liquidating its remaining operations and
distributing its assets to its creditors. "
On May 25, 2006, a jury in a Houston, Texas federal court found both Skilling and Lay
guilty. Je Skilling was convicted of 19 counts of conspiracy, fraud, insider trading and
making false statements. Ken Lay was convicted of six counts of conspiracy and fraud. In
a separate trial, Lay was also found guilty on four counts of bank fraud.
Kenneth Lay died of a heart attack on July 5, 2006, and a federal judge ruled that his
conviction was void because he died before he had a chance to appeal. On October 23,
2006, Skilling was sentenced to 24 years in prison.
Next, we'll learn how WorldCom and Tyco cooked the books.

Case Study: WorldCom


http://money.howstuffworks.com/cookingbooks.htm/printable

19/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

WorldCom took the telecom industry by storm when it began a frenzy of acquisitions in
the 1990s. The low margins that the industry was accustomed to weren't enough for
Bernie Ebbers, CEO of WorldCom. From 1995 until 2000, WorldCom purchased over sixty
other telecom firms. In 1997 it bought MCI for $37 billion. WorldCom moved into Internet
and data communications, handling 50 percent of all United States Internet traic and
50 percent of all e-mails worldwide. By 2001, WorldCom owned one-third of all data
cables in the United States. In addition, they were the second-largest long distance
carrier in 1998 and 2002.

How the Fraud Happened


So what happened? In 1999, revenue growth slowed and the stock price began falling.
WorldCom's expenses as a percentage of its total revenue increased because the growth
rate of its earnings dropped. This also meant WorldCom's earnings might not meet Wall
Street analysts' expectations. In an eort to increase revenue, WorldCom reduced the
amount of money it held in reserve (to cover liabilities for the companies it had
acquired) by $2.8 billion and moved this money into the revenue line of its financial
statements.
That wasn't enough to boost the earnings that Ebbers wanted. In 2000, WorldCom
began classifying operating expenses as long-term capital investments. Hiding these
expenses in this way gave them another $3.85 billion. These newly classified assets were
expenses that WorldCom paid to lease phone network lines from other companies to
access their networks. They also added a journal entry for $500 million in computer
expenses, but supporting documents for the expenses were never found.

http://money.howstuffworks.com/cookingbooks.htm/printable

20/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

These changes turned WorldCom's losses into profits to the tune of $1.38 billion in 2001.
It also made WorldCom's assets appear more valuable.

How it Was Discovered


Aer tips were sent to the internal audit team and accounting irregularities were spotted
in MCI's books, the SEC requested that WorldCom provide more information. The SEC
was suspicious because while WorldCom was making so much profit, AT&T (another
telecom giant) was losing money. An internal audit turned up the billions WorldCom had
announced as capital expenditures as well as the $500 million in undocumented
computer expenses. There was also another $2 billion in questionable entries.
WorldCom's audit committee was asked for documents supporting capital
expenditures, but it could not produce them. The controller admitted to the internal
auditors that they weren't following accounting standards. WorldCom then admitted to
inflating its profits by $3.8 billion over the previous five quarters. A little over a month
aer the internal audit began, WorldCom filed for bankruptcy.

Where Are They Now?


When it emerged from bankruptcy in 2004, WorldCom was renamed MCI. Former CEO
Bernie Ebbers and former CFO Scott Sullivan were charged with fraud and violating
securities laws. Ebbers was found guilty on all counts in March 2005 and sentenced to 25
years in prison, but is free on appeal. Sullivan pleaded guilty and took the stand against
Ebbers in exchange for a more lenient sentence of five years.

http://money.howstuffworks.com/cookingbooks.htm/printable

21/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Case Study: Tyco


Tyco Background
Tyco International has operations in over 100 countries and claims to be the world's
largest maker and servicer of electrical and electronic components; the largest designer
and maker of undersea telecommunications systems; the larger maker of fire protection
systems and electronic security services; the largest maker of specialty valves; and a
major player in the disposable medical products, plastics, and adhesives markets. Since
1986, Tyco has claimed over 40 major acquisitions as well as many minor acquisitions.

How the Fraud Happened


According to the Tyco Fraud Information Center, an internal investigation concluded
that there were accounting errors, but that there was no systematic fraud problem at
Tyco. So, what did happen? Tyco's former CEO Dennis Koslowski, former CFO Mark
Swartz, and former General Counsel Mark Belnick were accused of giving themselves
interest-free or very low interest loans (sometimes disguised as bonuses) that were
never approved by the Tyco board or repaid. Some of these "loans" were part of a "Key
Employee Loan" program the company oered. They were also accused of selling their
company stock without telling investors, which is a requirement under SEC rules.
Koslowski, Swartz, and Belnick stole $600 million dollars from Tyco International
through their unapproved bonuses, loans, and extravagant "company" spending.
Rumors of a $6,000 shower curtain, $2,000 trash can, and a $2 million dollar birthday
party for Koslowski's wife in Italy are just a few examples of the misuse of company
http://money.howstuffworks.com/cookingbooks.htm/printable

22/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

funds. As many as 40 Tyco executives took loans that were later "forgiven" as part of
Tyco's loan-forgiveness program, although it was said that many did not know they were
doing anything wrong. Hush money was also paid to those the company feared would
"rat out" Kozlowski.
Essentially, they concealed their illegal actions by keeping them out of the accounting
books and away from the eyes of shareholders and board members.

How it Was Discovered


In 1999 the SEC began an investigation aer an analyst reported questionable
accounting practices. This investigation took place from 1999 to 2000 and centered on
accounting practices for the company's many acquisitions, including a practice known
as "spring-loading." In "spring-loading," the pre-acquisition earnings of an acquired
company are underreported, giving the merged company the appearance of an earnings
boost aerwards. The investigation ended with the SEC deciding to take no action.
In January 2002, the accuracy of Tyco's bookkeeping and accounting again came under
question aer a tip drew attention to a $20 million payment made to Tyco director Frank
Walsh, Jr. That payment was later explained as a finder's fee for the Tyco acquisition of
CIT. In June 2002, Kozlowski was being investigated for tax evasion because he failed to
pay sales tax on $13 million in artwork that he had purchased in New York with company
funds. At the same time, Kozlowski resigned from Tyco "for personal reasons" and was
replaced by John Fort. By September of 2002, all three (Kozlowski, Swartz, and Belnick)
were gone and charges were filed against them for failure to disclose information on
their multimillion dollar loans to shareholders.
http://money.howstuffworks.com/cookingbooks.htm/printable

23/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

The SEC asked Kozlowski, Swartz, and Belnick to restore the funds that they took from
Tyco in the form of undisclosed loans and compensations.

Where Are They Now?


Kozlowski and Swartz were found guilty in 2005 of taking bonuses worth more than $120
million without the approval of Tyco's directors, abusing an employee loan program,
and misrepresenting the company's financial condition to investors to boost the stock
price, while selling $575 million in stock. Both are serving 8 1/3-to-25-year prison
sentences. Belnick paid a $100,000 civil penalty for his role. Since replacing its Board
Members and several executives, Tyco International has remained strong.
The dierence in the Tyco case and some of the others is that it is more related to greed
than accounting fraud. For more information on cooking the books and related topics,
check out the links on the next page.

Related HowStuWorks Articles


How Stocks and the Stock Market Work
How Banks Work
How Currency Works
How Accounting Works
How Employee Compensation Works

More Great Links


Investopedia: Cooking the Books
http://money.howstuffworks.com/cookingbooks.htm/printable

24/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Cooking the Books: The Cost to the Economy


Sarbanes-Oxley: Financial and Accounting Disclosure Information
FASB: Financial Accounting Standards Board
SEC: Securities Exchange Commission

Sources
Beasley, M., Carcello, J., and Hermanson, D. "COSO's new fraud study:
what it means for CPAs." Journal of Accountancy, May, 1999.
FindArticles.com.
http://www.findarticles.com/p/articles/mi_m6280/is_5_187/ai_54636916
Corporate Scandal Primer. Washington Post.
http://www.washingtonpost.com/wpsrv/business/scandals/primer/index.html
Domash, Harry. "3 'creative accounting' flags for investors." MSN Money,
2005. http://moneycentral.msn.com/content/Investing/Simplestrategies/
P82399.asp?Printer
Donaldson, William H. "SEC Testimony: Impact of the Sarbanes-Oxley Act."
Securities and Exchange Commission. April 21, 2005.
http://www.sec.gov/news/testimony/ts042105whd.htm
Elstrom, Peter. "How to Hide $3.8 Billion in Expenses." Business Week
Online, June 28, 2002.
http://www.businessweek.com/bwdaily/dnflash/jun2002/nf20020628_9459.
htm
The Enron Fraud. http://www.enronfraud.com/
http://money.howstuffworks.com/cookingbooks.htm/printable

25/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Ferraro, S. and C. McPeak. "Managing Earnings...or Cooking the Books?"


Graziadio Business Report, Summer 2000.
http://gbr.pepperdine.edu/003/reporting.html
Howard v. AOL Order. AOL Legal Department.
http://legal.web.aol.com/decisions/dlpriv/howardorder.html
Jensen, Bob. "Accounting Scandal Updates and Other Fraud." Trinity
University, June 30, 2004. http://www.trinity.edu/rjensen/fraud063004.htm
Katz, David M. "Pension Plans Underfunded, Says Survey." CFO.com, April
1, 2003. http://www.cfo.com/article.cfm/3008870?f=related
Longley, Robert. "Enron: Crouching Profits, Hidden Debt." About.com.
http://usgovinfo.about.com/library/weekly/aa011402a.htm
Mayer, David. "Leasing 101: What is "Variable Interest Entity?" Business
Leasing News, February, 2003.
http://www.pattonboggs.com/Newsletters/Bln/Release/bln_2003_02.htm#6
McDonald, Elizabeth. "Tyco's Goodwill Games." Forbes.com, June 13,
2002. http://www.forbes.com/2002/06/13/0613tycaccount.html
Puplava, Jim. "A Penny Less, A Penny More." Financial Sense Online:
Stormwatch, November 9, 2001.
http://www.financialsense.com/stormwatch/oldupdates/2001/110901.htm
"Secretary of Labor Chao's Lawsuit Involving Enron Corporation
Retirement Plans." US Department of Labor Factsheet PDF.
http://www.dol.gov/_sec/media/announcements/factsheet-lawsuit.pdf
Tyco Fraud Infocenter.
http://www.tycofraudinfocenter.com/information.php
http://money.howstuffworks.com/cookingbooks.htm/printable

26/27

4/29/2016

HowCookingtheBooksWorks|HowStuffWorks

Tyco International Report TXT file. Securities Exchange Commission,


September 10, 2002.
http://www.sec.gov/Archives/edgar/data/833444/000091205702035700/
0000912057-02-035700.txt
Ussery, Michael J. "Enron: The Implosion." AccountingFailures.com,
January, 2003. http://www.accountingfailures.com/Enron/enron.htm
U.S. GAAP. CPAClass.com, 2004. http://cpaclass.com/gaap/gaap-us01a.htm
Walsh, Anthony F. "The Synthetic Lease: An Introduction and Practice
Guide." FindLaw, 1999. http://library.findlaw.com/1999/Dec/1/131133.html
Weinberg, Ari. "The Tyco Follies." Forbes.com, September 18, 2002.
http://www.forbes.com/2002/09/18/0918tyco.html

http://money.howstuffworks.com/cookingbooks.htm/printable

27/27