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AICPA Code of Professional Conduct

51 Preamble

1. Membership in the American Institute of Certified Public Ac-

countants is voluntary. By accepting membership, a certified public ac-

countant assumes an obligation of self-discipline above and beyond the

requirements of laws and regulations.

2. These Principles of the Code of Professional Conduct of the Amer-

ican Institute of Certified Public Accountants express the profession’s

recognition of its responsibilities to the public, to clients, and to col-

leagues. They guide members in the performance of their professional

responsibilities and express the basic tenets of ethical and professional

conduct. The Principles call for an unswerving commitment to honor-

able behavior, even at the sacrifice of personal advantage.

Section 54 – Article III: Integrity

To maintain and broaden public confidence, members should per-

form all professional responsibilities with the highest sense of integrity.

1. Integrity is an element of character fundamental to professional

recognition. It is the quality from which the public trust derives and the

benchmark against which a member must ultimately test all decisions.

2. Integrity requires a member to be, among other things, honest and

candid within the constraints of client confidentiality. Service and the

public trust should not be subordinated to personal gain and advantage.

Integrity can accommodate the inadvertent error and the honest dif-

ference of opinion; it cannot accommodate deceit or subordination of


3. Integrity is measured in terms of what is right and just. In the ab-

sence of specific rules, standards, or guidance, or in the face of con-

flicting opinions, a member should test decisions and deeds by asking:

“Am I doing what a person of integrity would do? Have I retained my

integrity?” Integrity requires a member to observe both the form and the

spirit of technical and ethical standards; circumvention of those stan-

dards constitutes subordination of judgment.

4. Integrity also requires a member to observe the principles of objec-

tivity and independence and of due care.

Section 56 – Article V: Due Care

A member should observe the profession’s technical and ethical

standards, strive continually to improve competence and the quality



of services, and discharge professional responsibility to the best of the

member’s ability.

1. The quest for excellence is the essence of due care. Due care re-

quires a member to discharge professional responsibilities with compe-

tence and diligence. It imposes the obligation to perform professional

services to the best of a member’s ability with concern for the best inter-

est of those for whom the services are performed and consistent with the

profession’s responsibility to the public.

2. Competence is derived from a synthesis of education and experi-

ence. It begins with a mastery of the common body of knowledge re-

quired for designation as a certified public accountant. The maintenance

of competence requires a commitment to learning and professional

improvement that must continue throughout a member’s professional

life. It is a member’s individual responsibility. In all engagements and

in all responsibilities, each member should undertake to achieve a level

of competence that will assure that the quality of the member’s services

meets the high level of professionalism required by these Principles.

4. Members should be diligent in discharging responsibilities to cli-

ents, employers, and the public. Diligence imposes the responsibility to

render services promptly and carefully, to be thorough, and to observe

applicable technical and ethical standards.

Section 55 – Article IV: Objectivity and Independence

A member should maintain objectivity and be free of conflicts of in-

terest in discharging professional responsibilities. A member in public

practice should be independent in fact and appearance when providing

auditing and other attestation services.

1. Objectivity is a state of mind, a quality that lends value to a mem-

ber’s services. It is a distinguishing feature of the profession. The prin-

ciple of objectivity imposes the obligation to be impartial, intellectually

honest, and free of conflicts of interest. Independence precludes rela-

tionships that may appear to impair a member’s objectivity in rendering

attestation services.

2. Members often serve multiple interests in many different capacities

and must demonstrate their objectivity in varying circumstances. Mem-

bers in public practice render attest, tax, and management advisory ser-

vices. Other members prepare financial statements in the employment

of others, perform internal auditing services, and serve in financial and

management capacities in industry, education, and government. They

also educate and train those who aspire to admission into the profession.

Regardless of service or capacity, members should protect the integrity

of their work, maintain objectivity, and avoid any subordination of their





3. For a member in public practice, the maintenance of objectivity

and independence requires a continuing assessment of client relation-

ships and public responsibility. Such a member who provides auditing

and other attestation services should be independent in fact and appear-

ance. In providing all other services, a member should maintain objec-

tivity and avoid conflicts of interest.

4. Although members not in public practice cannot maintain the ap-

pearance of independence, they nevertheless have the responsibility to

maintain objectivity in rendering professional services. Members em-

ployed by others to prepare financial statements or to perform auditing,

tax, or consulting services are charged with the same responsibility for

objectivity as members in public practice and must be scrupulous in their

application of Generally Accepted Accounting Principles and candid in

all their dealings with members in public practice.


Unit 6

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