See it the way the market will.

• A new disclosure, a restatement, or a change in segment reporting is about to be made public.

• Results have fallen short and the company needs a turnaround plan that its board and shareholders will believe.

• The company is in crisis, and the board needs an interim executive whose appointment shareholders will read as independent from the day it is announced.

• The auditors have identified a material weakness, or the finance function cannot close the books cleanly.

• A transaction or financing is being prepared and management wants the other side’s questions answered in advance.

• The company expects attention from activist investors or short sellers.

• Disclosure testing.

  Earnings releases, MD&A, and investor presentations read against the filings and the accounting behind them.

• Turnaround planning.

  A plan covering cost structure, capital allocation, and operations, built from what the company’s own record shows.  Where the board asks for it, and only once the conflict check is clear, a member of the firm can serve as an interim director while the plan is carried through, under the independence restrictions that govern every engagement.

• Interim executive leadership.

  For a company in genuine crisis, where shareholders need to see at once that someone independent has taken charge, the board can appoint a member of the firm as interim chief executive, chief financial officer, or chief restructuring officer, once the conflict check is clear.  The appointment places the firm’s name, built on independent scrutiny of public companies on shareholders’ behalf, behind the company’s account of where it stands and what it will do, from the day it is announced.  The officer’s duties run to the company and all of its shareholders, and for as long as the role is held and for twelve months after it ends, no fund or account the firm manages trades in the company’s securities and the firm does not publish on it.

• Finance function and controls.

  Rebuilding the financial close and disclosure controls and procedures, and remediating material weaknesses.

• Transaction preparation.

  Readying the company’s record for diligence by a buyer, an investor, or a lender.

• Activist readiness.

  The company reviewed as an activist would review it, with a plan for what the review finds.

1. 01

   Step 1: A confidential call.

   You describe the matter; the firm says whether it can help.

2. 02

   Step 2: A conflict check.

   Before it hears anything confidential, the firm confirms that no fund or account it manages holds a position in the company, that it has published no research on it, and that it is not engaged with it as an investor.

3. 03

   Step 3: An engagement letter.

   Scope, fees (fixed or hourly, never contingent on a transaction closing), and confidentiality terms are set in writing.

4. 04

   Step 4: The examination.

   The firm works from the company’s record and the documents the engagement gives it access to.

5. 05

   Step 5: Findings.

   A written account of what the record shows, the questions an outside reader would ask, and what would answer them.

6. 06

   Step 6: Putting it right.

   Where the engagement covers it, the firm works with the client to carry the findings through.

The firm’s findings go to the people who retained it.  Where an engagement concerns matters the board oversees, such as a disclosure question or a material weakness, the engagement letter says how the board will be informed.

Hypothetical.  These describe the kinds of matters the firm takes on, not any actual client or engagement.

1. A new segment structure.

   A medical device company is reorganizing its segments.  The CFO asks the firm to read the proposed disclosure the way analysts will.  The firm identifies two figures that will no longer reconcile to prior filings and a recast table that would answer the question before it is asked.

2. A turnaround the board will back.

   A regional logistics company has lost money for six quarters.  The firm rebuilds the cost picture from the company’s own records and works with management on a plan whose targets the board can test against the filings.

3. Closing the books.

   A chemicals company has reported a material weakness two years running.  The firm maps the close process, finds where the reconciliations fail, and works with the finance team on a remediation the auditors can test.