Responsibility and role of internal and external statutory auditors in extraordinary operations

Abstract

In the current work, the figures and functions of the external statutory auditor and internal statutory auditor are analysed. Before examining this subject, the historical and critical periods which have characterized the history of the subjects concerned is recalled; from the beginning will be shown the historical and regulatory process of auditing rules (activities engaged in by these subjects). From the dedicated and practical study of several documents, it is shown that with the progress of time, internal control carried out by the supervisory board is supported by an external control by the auditors or an audit firm. Until the mid-70s, auditing control was voluntary and the companies, without any impositions, believed it preferable to remain anchored to a purely internal control rather than an audit company. The law 136/1975 which made the external accounting control by an auditing company compulsory is under control of the Consob and the Draghi law clearly distinguishes the roles carried out by the auditors and work done by the supervisory board. After alluding to the reform of the commercial law, which took place in 2003, the law 39/2010 is analysed, modified by the recent law 135/2016. Successively, civil, criminal and administrative responsibility of the external and internal statutory auditors are analysed since with the EU Recommendation of 2008 (2008/473/EC) the state members are encouraged to limit the civil responsibility making the auditors no longer unlimitedly and jointly responsible but responsible relatively to the damage caused in the first person. Finally, in a comparative context, a study is carried out on the effects of the recommendation in other European countries pointing out any dissimilarities/similarities from both the criminal and administrative aspect.