HomeMy WebLinkAbout2015-166 Finance - Martin Starnes & Associates for annual audit $88,300 D/5—lle 1P
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LGC-205 (Rev.2014)
CONTRACT TO AUDIT ACCOUNTS
Of Orange County, NC
Governmental Unit and Discretely Presented Component Unit(DPCU)if applicable
On this 3rd day of March 2015
Auditor: Martin Starnes&Associates, CPAs, P.A. Auditor Mailing Address:
730 13th Avenue Drive SE, Hickory, NC 28602 Hereinafter referred to as The Auditor
and Board of Commissioners (Governing Board(s))of
Orange County, NC :hereinafter referred to as the Governmental Unit(s),agree as follows:
Governmental Unit(s)
1. The Auditor shall audit all statements and disclosures required by generally accepted accounting principles (GAAP) and
additional required legal statements and disclosures of'all funds and/or divisions of the Governmental Unit (s) for the period
beginning July 1 , 2014 , and ending June 30, 2015 . The non-major combining, and
individual fund statements and schedules shall be subjected to the auditing procedures applied in the audit of the basic financial
statements and an opinion will be rendered in relation to (as applicable)the governmental activities,the business-type activities,
the aggregate DPCU's, each major governmental and enterprise fund,and the aggregate remaining fund information (non-major
government and enterprise funds,the internal service fund type,and the fiduciary fund types).
2. At a minimum,the Auditor shall conduct his/her audit and render his/her report in accordance with generally accepted auditing
standards.The Auditor shall perform the audit in accordance with Government Auditing Standards if required by the State Single
Audit Implementation Act,as codified in G.S. 159-34. If required by OMB Circular A-133 Audits of States,Local Governments,
and Non-Profit Organizations and the State Single Audit Implementation Act, the Auditor shall perform a Single Audit. This
audit and all associated workpapers may be subject to review by Federal and State agencies in accordance with Federal and State
laws, including the staffs of'the Office of State Auditor (OSA) and the Local Government Commission (LGC). If the audit
and/or vvorkpapers are found in this review to be substandard,the results of the review may be forwarded to the North Carolina
State Board of CPA Examiners(NC CPA Board).
County and Multi-County Health Departments: The Office of State Auditor will designate certain programs that have eligibility
rcquirements to be considered major programs in accordance with OMB Circular A-133 for the State of North Carolina. "The
LGC will notify the auditor and the County and Multi-Health Department of these programs. A County or a Multi-County
Health Department may be selected to audit any of these programs as major.
3. If an entity is determined to be a component of another government as defined by the group audit standards-the entity's auditor
will make a good faith effort to comply in a timely manner with the requests of the group auditor in accordance with AU-6
§600.41 -§600.42.
4. This contract contemplates an unqualified opinion being rendered. The audit shall include such tests of the accounting records
and such other auditing procedures as are considered by the Auditor to be necessary in the circumstances. Any limitations or
restrictions in scope which would lead to a qualification should be fully explained in an attachment to this contract.
5. If this audit engagement is subject to the standards for audit as defined in Government Auditing Standards, 2011 revisions,
issued by the Comptroller General of the United States,then by accepting this engagement,the Auditor warrants that he has met
the requirements for a peer review and continuing education as specified in Government Auditing Standards.The Auditor agrees
to provide a copy of their most recent peer review report regardless of the date of the prior peer review report to the
Governmental Unit and the Secretary of the LGC prior to the execution of the audit contract (See Item 22). If the audit firm
received a peer review rating other than pass, the Auditor shall not contract with the Governmental Unit without first
contacting the Secretary of the LGC fair a peer review analysis that may result in additional contractual requirements.
If the audit engagement is not subject to Government Accounting Standards or if financial statements are not prepared in
accordance with GAAP and fail to include all disclosures required by GAAP,the Auditor shall provide an explanation as to why
in an attachment..
6. It is agreed that time is of the essence in this contract. All audits are to be performed and the report of audit submitted to the
State and Local Government Finance Division (SLGFD) within four months of fiscal year end. Audit report is due on:
October 31 2015 . If it becomes necessary to amend this due date or the audit fee, an amended
contract along with a written explanation of the delay must be submitted to the Secretary of the LGC for approval.
Contract to Audit Accounts (cont.) Orange County, NC
Name of Governmental Unit and Discretely Presented Component Unit's(DPCU)if applicable
7. It is agreed that generally accepted auditing standards include a review of the Governmental Unit's systems of internal control
and accounting as same relates to accountability of funds and adherence to budget and law requirements applicable thereto;that
the Auditor will make a written report, which may or may not be a part of the written report of audit,to the Governing Board
setting forth his findings, together with his recommendations for improvement. That written report must include all matters
defined as "significant deficiencies and material weaknesses" in AU-C 265 of the A1CPA Professional Standards (Clarified).
The Auditor shall file a copy of that report with the Secretary of the LGC.
8. All local government and public authority contracts for audit or audit-related work require the approval of the Secretary of the
LGC. This includes annual or special audits, agreed upon procedures related to internal controls, bookkeeping or other
assistance necessary to prepare the Governmental Unit's records for audit, financial statement preparation, any finance-related
investigations, or any other audit-related work in the State of North Carolina. Invoices for services rendered under these
contracts shall not be paid by the Governmental Unit until the invoice has been approved by the Secretary of the LGC.
(This also includes any progress billings.) [G.S. 159-34 and 115C-4471 All invoices for Audit work must be submitted by email
in PDF format to the Secretary of the LGC for approval. The invoices must be sent to: 1,,zc.invoica:�i-nctreasurer.com . Subject
line should read "Invoice—[Unit Name]. The PDF invoice marked'approved' with approval date will be returned by email to
the Auditor to present to the Governmental Unit for payment. Approval is not required on contracts and invoices for system
improvements and similar services of a non-auditing nature.
9. In consideration of the satisfactory performance of the provisions of this contract, the Governmental Unit shall pay to the
Auditor,upon approval by the Secretary of the LGC,the following fee,which includes any cost the Auditor may incur from work
paper or peer reviews or any other quality assurance program required by third parties (Federal and State grantor and oversight
agencies or other organizations)as required under the Federal and State Single Audit Acts:
Year-end bookkeeping assistance—[For audits subject to Government Auditing Standards,this is limited to bookkeeping services
permitted by revised Independence Standards)
Audit $88,300
Preparation of the annual financial statements
Prior to submission of the completed audited financial report,applicable compliance reports and amended contract(if required)the
Auditor may submit invoices for approval for services rendered,not to exceed 75%of the total of the stated fees above. If the current
contracted fee is not fixed in total,invoices for services rendered may be approved for up to 75%of the prior year audit fee. The 75%
cap for interim invoice approval for this audit contract is$66,225 ** NA if no interim billing
10. If the Governmental Unit has outstanding revenue bonds, the Auditor shall include documentation either in the notes to the
audited financial statements or as a separate report submitted to the SLGFD along with the audit report, a calculation
demonstrating compliance with the revenue bond rate covenant. Additionally, the Auditor should be aware that any other bond
compliance statements or additional reports required in the authorizing bond documents need to be submitted to the SLGFD
simultaneously with the Governmental Unit's audited financial statements unless otherwise specified in the bond documents.
11. After completing the audit, the Auditor shall submit to the Governing Board a written report of audit. This report shall include
but not be limited to the following information: (a) Management's Discussion and Analysis, (b) the financial statements and
notes of the Governmental Unit and all of its component units prepared in accordance with GAAP, (c) supplementary
information requested by the client or required for full disclosure under the law, and (d) the Auditor's opinion on the material
presented. The Auditor shall furnish the required number of copies of the report of audit to the Governing Board as soon as
practical after the close of the accounting period.
12. if the audit firm is required by the NC CPA Board or the Secretary of the LGC to have a pre-issuance review of their audit work,
there must be a statement added to the engagement letter specifying the pre-issuance review including a statement that the
Governmental Unit will not be billed for the pre-issuance review. The pre-issuance review must be performed prior to the
completed audit being submitted to the LGC. The pre-issuance report must accompany the audit report upon submission to the
LGC.
13. The Auditor shall electronically submit the report of audit to the LGC when (or prior to) submitting the invoice for services
rendered. The report of audit, as filed with the Secretary of the LGC, becomes a matter of public record for inspection, review
and copy in the offices of the SLGFD by any interested parties. Any subsequent revisions to these reports must be sent to the
Secretary of the LGC. These audited financial statements are used in the preparation of official statements for debt offerings(the
Auditors' opinion is not included) by municipal bond rating services to fulfill secondary market disclosure requirements of the
Securities and Exchange Commission and other lawful purposes of the Governmental Unit without subsequent consent of the
Contract to Audit Accounts (cont.) Orange County, NC
Name of Governmental Unit and Discretely Presented Component Unit's(DPCU) if applicable
Auditor. If it is determined by the LGC that corrections need to be made to the Governmental Unit's financial statements,they
should be provided within three days of notification unless,another time frame is agreed to by the LGC.
If the OSA designates certain programs to be audited as major programs, as discussed in item#2,a turnaround document and a
representation letter addressed to the OSA shall be submitted to the LGC.
The LGC's process for submitting contracts.audit reports and Invoices is subject to change. Auditors should use the submission
process in effect at the time of submission. The most current instructions will be found on our website:
httt)s:/vvlvly.nctrcasurer.com.!slg/Pa;,es/Audit-forms-and-Resources.asnx
14. Should circumstances disclosed by the audit call for a more detailed investigation by the Auditor than necessary under ordinary
circumstances, the Auditor shall inform the Governing Board in writing of the need for such additional investigation and the
additional compensation required therefore.Upon approval by the Secretary of the LGC,this contract may be varied or changed
to include the increased time and/or compensation as may be agreed upon by the Governing Board and the Auditor
15. If an approved contract needs to be varied or changed for any reason,the change must be made in writing. signed and dated by
all parties and pre-audited if the change includes a change in audit fee. This document and a written explanation of the change
must be submitted by email in PDF format to the Secretary of the LGC for approval.The portal address to upload your amended
contract and letter of explanation documents is http:;/nctreasurer.slgfd.leapfile.net No change shall be effective unless
approved by the Secretary of the LGC,the Governing Board,and the Auditor.
16. Whenever the Auditor uses an engagement letter with the Governmental Unit, Item #17 is to be completed by referencing the
engagement letter and attaching a copy of the engagement letter to the contract to incorporate the engagement letter into the
contract. In case of conflict between the terms of the engagement letter and the terms of this contract,the terms of this contract
will control. Engagement letter terms are deemed to be void unless the conflicting terms of this contract are specifically deleted
in Item#23 of this contract. Engagement letters containing indemnification clauses will not be approved by the LGC.
17. Special provisions should be limited. Please list any special provisions in an attachment. See attached engagement letter.
18. A separate contract should not be made for each division to be audited or report to be submitted. If a DPCU is subject to the
audit requirements detailed in the Local Government Budget and Fiscal Control Act and a separate audit report is issued, a
separate audit contract is required. If a separate report is not issued and the DPCU is included in the primary government audit,
the DPCU must be named along with the parent government on this audit contract. Signatures from the DPCU Board chairman
and finance officer also must be included on this contract.
19. The contract must be executed,pre-audited,physically signed by all parties including Governmental Unit and Auditor signatures
and submitted in PDF format to the Secretary of the LGC. The current portal address to upload your contractual documents is
1)ttp://ncti•easurer.slcicl.leaplile.net Electronic signatures are not accepted at this time. Included with this contract are
instructions to submit contracts and invoices for approval as of April, 2014. These instructions are subject to change. Please
check the NC Treasurer's web site at Nvww.nctreasurcr.com for the most recent instructions.
20. The contract is not valid until it is approved by the LGC Secretary. The staff of the LGC shall notify the Governmental Unit and
Auditor of contract approval by email. The audit should not be started before the contract is approved.
21. There are no other agreements between the parties hereto and no other agreements relative hereto that shall be enforceable unless
entered into in accordance with the procedure set out herein and approved by the Secretary of the LGC.
22. Municipal & County Contracts: The Auditor acknowledges that any private employer transacting business in this State who
employs 25 or more employees in this State must,when hiring an employee to work in the United States,use E Verify to verify
the work authorization of the employee in accordance with N.C.G.S. §64 26(a). The Auditor acknowledges further that any such
private employer and its subcontractors must comply with all of the requirements of Article 2 of Chapter 64 of the North
Carolina General Statutes (North Carolina's E-verify law), and that such private employer has a duty under the law to ensure
compliance by its subcontractors. The Auditor further acknowledges that this contract is of the type governed by S.L. 2013-418,
which makes it unlawful for a local government to enter into certain types of contracts unless the contractor and its
subcontractors comply with North Carolina's E-verify law, and that failure to comply with such lave could render this contract
void. The Auditor hereby covenants,warrants and represents for itself and its subcontractors that with respect to this contract the
Auditor and its subcontractors shall comply with the provisions of North Carolina's F,-verify lave and that failure to comply with
such law shall be deemed a breach of this contract and may render this contract void.
23. All of the above paragraphs are understood and shall apply to this contract,except the following numbered paragraphs shall be
deleted:(See Item 16 for clarification).
Contract to Audit Accounts (cont.) Orange County, NC
Name of Governmental Unit and Discretely Presented Component Unit's (DPCU) if applicable
Conrmutricatiott regarding audit contract requests for modification or official approvals will be sent to the
email addresses provided in the spaces below.
Audit Firm Signature: Unit Signatures(continued):
Martin Starnes&Associates, CPAs, P.A.
Name of Audit Firm By N/A
Chair of Audit Committee-Type or print name
By Amber Y. McGhinnis, Audit Manager
Authorized Audit firm representative name:Type or print N/A **
Signature of Audit Committee Chairperson
Date N/A
Signature of 4uthorized audit firm representative ** Y'Goi,ernmental Unit has no audit committee, this section
should be marked"fb44."
amcghinnis @martinstarnes.com
Entail Address of Audit Firet: PRE-AUDIT CERTIFICATE:Required by G.S.159-28(a)
March 3, 2015 This instrument hit.,been preaudited in the manner required by
Date The Local Government Budget and Fiscal Control Act or by the
Governmental Unit Signatures: School Budget and Fiscal Control Act. Additionally,the following
date is the date this audit contract was approved by the governing
body.
By Earl McKee, Chairman _
Mayor/Chairperson: 'Type or print name and title By Paul Laughton, Interim Chief Financial Officer
Dove mental Unit Finance Officer:"1"ype or print name
Signature of Mayor/Chairperson of governing board
Finance Officer Si nature
Date y- �5
plaughton @orangecountync.gov
Entail Address of Finance Officer
By N/A
DPCU Chairperson:Tv
pe or print name and title Date
(Pre-atulit Certif catc must be dated.)
N/A
Signature of Chairperson of DPCU if applicable Date Governing Body Approved Audit Contract-G.S.
159-34(a) `1�4 1 VE1
Date N/A L
Board Approval oate—Primary Government
N/A
Board Approval Date-DPCU
Koonce, Wooten J�= Haywood,LLP
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SYSTEM REVIEW REPORT
May 22, 2O|2
Martin, Startles 6L Associates, CPAs, PA and the
Peer Review Committee, North Carolina Association
o[TcrliUcd Public Accountants
We have reviewed tile SVStelll Of quality control for the accounting andauditing practice o[Martin,
Starnes & Associates, 6PAs` P4 (the firm) ineffect for tile year ended December 3L2O| 1. Our
pxorvc,iewx: scouduckCdiouccordunucwi\hdlc8tuodun]mku9crfooningundRrpnrtingonyccr
Reviews cx|uh|iahn1 by 1bc Peer Review 8'xox o[ the American [nsh(u|c of Certified Public
Accountants. The firm is responsible for designing a system of quality control and complying with
it to provide |be 6nn with rc4x000b|u oxxununuc of performing and reporting in conformity with
applicable professional standards in all material respects.Our responsibility is to express an opinion
oil ihe design of the xyxiern of quality control and Ulc firnl`m compliance therewith 6umcd on out-
review. Tile nature. objectives, scope, limitations of, and the procedures p«rk,nnod ill u8ysk:on
Review are described ill the standards ut .
As required by the xiundun\s, cn�o�cn�uo$ ac|�z�d [orvovicv/ iwc|udc� cn�ugon�cn\x oerf/nnxd
under the Government/l/mYh/XSo//xlao6 and audits of employee benefit plans.
In nur opinion, the syntcno u[qua|ity control for the uccouodng and auditing practice 0fMartin,
Starnes&Associates,CPAs,PA, in effect for(lie year ended December 31,2011.has been suitably
dc^ioncd and cu|ny\icd with to provide the firm with ncuxnnubie assurance of performing and
reporting in conformity with applicable pno5o^uim)u| standards in all cnuiehu1 respects. Ficrnxcall
rrcciveunu()ogofpusx.poxxx'ithu�/ciev/cr(/rs)nrfti/l. MuMiu. 8turocs& Axaociok:a`[P&s. PA
has recci`uJu peer rcvicw rx(iog, o[pu`�
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Koonce, Wooten & Haywood, LLP
Raleigh Durtte` Ptittsboto
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F-kx 9 19 489 8183 FAX 919 542 5764 FAX
MARTIN *:* STARVES
& .ASSOCIATES, CPAs, P.A.
".4 Professional association of Certified Public accoau?tants and Management Consultants"
March 3,2015
Paul Laughton, Interim Chief Financial Officer
Orange County
200 South Cameron Street
Hillsborough,NC 27278
We are pleased to confirm our understanding of the services we are to provide Orange County,NC for the
year ended June 30, 2015. We will audit the financial statements of the governmental activities, the
business-type activities, the discretely presented component unit, each major fund, and the aggregate
remaining fund information, including the related notes to the financial statements, which collectively
comprise the basic financial statements of Orange County as of and for the year ended June 30, 2015.
Accounting standards generally accepted in the United States of America provide for certain required
supplementary information (RSI), such as Management's Discussion and Analysis (MD&A), to
supplement Orange County's basic financial statements. Such information, although not a part of the basic
financial statements, is required by the Governmental Accounting Standards Board who considers it to be
an essential part of financial reporting for placing the basic financial statements in an appropriate
operational, economic, or historical context. As part of our engagement, we will apply certain limited
procedures to Orange County's RSI in accordance with auditing standards generally accepted in the
United States of America. These limited procedures will consist of inquiries of management regarding the
methods of preparing the information and comparing the information for consistency with management's
responses to our inquiries, the basic financial statements, and other knowledge we obtained during our
audit of the basic financial statements. We will not express an opinion or provide any assurance on the
information because the limited procedures do not provide us with sufficient evidence to express an
opinion or provide any assurance. The following RSI is required by generally accepted accounting
principles and will be subjected to certain limited procedures, but will not be audited: 1) Management's
Discussion and Analysis and 2) the Law Enforcement Officer's Special Separation Allowance schedules
(if applicable),and 3)Other Post-Employment Benefit schedules(if applicable).
We have also been engaged to report on supplementary information other than RSI that accompanies
Orange County's financial statements. We will subject the following supplementary information to the
auditing procedures applied in our audit of the financial statements and certain additional procedures,
including comparing and reconciling such information directly to the underlying accounting and other
records used to prepare the financial statements or to the financial statements themselves, and other
additional procedures in accordance with auditing standards generally accepted in the United States of
America and will provide an opinion on it in relation to the financial statements as a whole: 1) the
combining and individual fund financial statements, 2) budgetary schedules, 3) supplemental ad valorem
tax schedules, and 4)the Schedule of Expenditures of Federal and State Awards.
730 13th Avenue Drive SE♦Hickory,North Carolina 28602♦Phone 828-327-2727♦Fax 828-328-2324
13 South Center Street♦Taylorsville,North Carolina 28681 ♦Phone 828-632-9025♦Fax 828-632-9085
Toll Free Both Locations 1-800-948-0585♦Website:www.martinstarnes.com
The following other information accompanying the financial statements will not be subjected to the
auditing procedures applied in our audit of the financial statements,and for which our auditor's report will
not provide an opinion or any assurance: 1)the introductory information and 2)the statistical tables.
Audit Objectives
The objective of our audit is the expression of opinions as to whether your basic financial statements are
fairly presented, in all material respects, in conformity with U.S. generally accepted accounting principles
and to report on the fairness of the supplementary information referred to in the second paragraph when
considered in relation to the financial statements taken as a whole. The objective also includes reporting
on:
• Internal control related to the financial statements and compliance with laws, regulations,
contracts and grant agreements, noncompliance with which could have a material effect on the
financial statements in accordance with Government Auditing Standards.
• Internal control related to major programs and an opinion (or disclaimer of opinion) on
compliance with laws, regulations, and the provisions of contracts or grant agreements that could
have a direct and material effect on each major program in accordance with the Single Audit Act
Amendments of 1996 and OMB Circular A-133,Audit of States, Local Governments, and Non-
Profit Organizations.
The reports on internal control and compliance will each include a paragraph that states that the purpose
of the report is solely to describe (1) the scope of testing of internal control over financial reporting and
compliance and the result of that testing and not to provide an opinion on the effectiveness of internal
control over financial reporting or on compliance, (2) the scope of testing internal control over
compliance for major programs and major program compliance and the result of that testing and to
provide an opinion on compliance but not to provide an opinion on the effectiveness of internal control
over compliance, and (3) that the report is an integral part of an audit performed in accordance with
Government Auditing Standards in considering internal control over financial reporting and compliance
and OMB Circular A-133 in considering internal control over compliance and major program compliance.
The paragraph will also state that the report is not suitable for any other purpose.
Our audit will be conducted in accordance with auditing standards generally accepted in the United States
of America;the standards for financial audits contained in Government Auditing Standards, issued by the
Comptroller General of the United States; the Single Audit Act Amendments of 1996; and the provisions
of OMB Circular A-133, and will include tests of the accounting records, a determination of major
program(s) in accordance with OMB Circular A-133, and other procedures we consider necessary to
enable us to express such opinions and to render the required reports.
We cannot provide assurance that unmodified opinions will be expressed. Circumstances may arise in
which it is necessary for us to modify our opinions or add emphasis-of-matter or other-matter paragraphs.
If our opinions on the financial statements or the Single Audit compliance opinions are other than
unmodified, we will discuss the reasons with you in advance. If circumstances occur related to the
condition of your records, the availability of sufficient, appropriate audit evidence, or the existence of a
significant risk of material misstatement of the financial statements caused by error, fraudulent financial
reporting, or misappropriation of assets, which in our professional judgment prevent us from completing
the audit or forming an opinion on the financial statements,we retain the right to take any course of action
permitted by professional standards, including declining to express an opinion or issue a report, or
withdrawing from the engagement.
Management Responsibilities
Management is responsible for the basic financial statements, schedule of expenditures of federal and
State awards, and all accompanying information as well as all representations contained therein.
Management is also responsible for identifying government award programs and understanding and
complying with compliance requirements, and for preparation of the Schedule of Expenditures of Federal
and State Awards in accordance with the requirements of OMB Circular A-133 and the State Single Audit
Implementation Act. As part of the audit, if we assist with the preparation of your financial statements,
Schedule of Expenditures of Federal and State Awards, and related notes, you will be required to
acknowledge in the written representation letter our assistance with preparation of the financial
statements, Schedule of Expenditures of Federal and State Awards and related notes, and that you have
reviewed and approved the financial statements, Schedule of Expenditures of Federal and State Awards,
and the related notes prior to their issuance and have accepted responsibility for them. If applicable,you
agree to assume all management responsibilities for any nonaudit services we provide; oversee the
services by designating an individual, preferably from senior management, who possesses suitable skill,
knowledge, or experience; evaluate the adequacy and results of the services; and accept responsibility for
them.
Management is responsible for establishing and maintaining effective internal controls, including internal
controls over compliance, and for evaluating and monitoring ongoing activities to help ensure that
appropriate goals and objectives are met and that there is reasonable assurance that government programs
are administered in compliance with compliance requirements. You are also responsible for the selection
and application of accounting principles; for the preparation and fair presentation in the financial
statements in conformity with U.S. generally accepted accounting principles; and for compliance with
applicable laws and regulations and the provisions of contracts and grant agreements.
Management is also responsible for making all financial records and related information available to us
and for ensuring that management is reliable and financial information is reliable and properly recorded.
You are also responsible for providing us with(1)access to all information of which you are aware that is
relevant to the preparation and fair presentation of the financial statements, (2) additional information that
we may request for the purpose of the audit,and(3)unrestricted access to persons within the government
from whom we determine it necessary to obtain audit evidence.
Your responsibilities also include identifying significant vendor relationships in which the vendor has
responsibility for program compliance and for the accuracy and completeness of that information. Your
responsibilities include adjusting the financial statements to correct material misstatements and
confirming to us in the written representation letter that the effects of any uncorrected misstatements
aggregated by us during the current engagement and pertaining to the latest period presented are
immaterial,both individually and in the aggregate,to the financial statements taken as a whole.
You are responsible for the design and implementation of programs and controls to prevent and detect
fraud, and for informing us about all known or suspected fraud affecting the government involving (1)
management, (2) employees who have significant roles in internal control, and (3) others where the fraud
could have a material effect on the financial statements. Your responsibilities include informing us of
your knowledge of any allegations of fraud or suspected fraud affecting the government received in
communications from employees, former employees, grantors, regulators, or others. In addition, you are
responsible for identifying and ensuring that the entity complies with applicable laws, regulations,
contracts, agreements, and grants. Additionally, as required by OMB Circular A-133, it is management's
responsibility to follow up and take corrective action on reported audit findings and to prepare a summary
schedule of prior audit findings and a corrective action plan. The summary schedule of prior audit
findings should be available for our review on the first day of interim fieldwork or prior to year-end.
You are responsible for the preparation of the Schedule of Expenditures of Federal and State Awards in
conformity with OMB Circular A-133. You agree to include our report on the Schedule of Expenditures
of Federal and State Awards in any document that contains and indicates that we have reported on the
Schedule of Expenditures of Federal and State Awards. You also agree to include the audited financial
statements with any presentation of the Schedule of Expenditures of Federal and State Awards that
includes our report thereon or make the audited financial statements readily available to intended users of
the Schedule of Expenditures of Federal and State Awards no later than the date the Schedule of
Expenditures of Federal and State Awards is issued with our report thereon. Your responsibilities include
acknowledging to use in the written representation letter that (1) you are responsible for presentation of
the Schedule of Expenditures of Federal and State Awards in accordance with OMB Circular A-133 and
the State Single Audit Implementation Act; (2)that you believe the Schedule of Expenditures of Federal
and State Awards, including its form and content,is fairly presented in accordance with OMB Circular A-
133 and the State Single Audit Implementation Act; (3)that the methods of measurement or presentation
have not changed from those used in the prior period (or, if they have changed, the reason for such
changes); and (4) you have disclosed to us any significant assumptions or interpretations underlying the
measurement or presentation of the Schedule of Expenditures of Federal and State Awards.
You are responsible for the preparation of the other supplementary information, which we have been
engaged to report on, in conformity with U.S. generally accepted accounting principles. You agree to
include our report on the supplementary information in any document that contains and indicates that we
have reported on the supplementary information. You also agree to include the audited financial
statements with any presentation of the supplementary information that includes our report thereon or
make the audited financial statements readily available to users of the supplementary information no later
than the date the supplementary information is issued with our report thereon. If applicable, your
responsibilities include acknowledging to us in the representation letter that (1) you are responsible for
presentation of the supplementary information in accordance with GAAP; (2) that you believe the
supplementary information, including its form and content, is fairly presented in accordance with GAAP;
(3)that the methods of measurement or presentation have not changed from those used in the prior period
(or, if they have changed, the reasons for such changes); and (4)you have disclosed to us any significant
assumptions or interpretations underlying the measurement or presentation of the supplementary
information.
Management is responsible for establishing and maintaining a process for tracking the status of audit
findings and recommendations. Management is also responsible for identifying for us previous financial
audits, attestation engagements, performance audits, or other studies related to the objectives discussed in
the Audit Objectives section of this letter. This responsibility includes relaying to us corrective actions
taken to address significant findings and recommendations resulting from those audits, attestation
engagements,performance audits, or studies. You are also responsible for providing management's views
on our current findings, conclusions, and recommendations, as well as your planned corrective actions,
for the report, and for the timing and format for providing that information.
With regard to the electronic dissemination of audited financial statements, including financial statements
published electronically on your website, you understand that electronic sites are a means to distribute
information and, therefore, we are not required to read the information contained in these sites or to
consider the consistency of other information in the electronic site with the original document.
Audit Procedures—General
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements; therefore, our audit will involve judgment about the number of transactions to be
examined and the areas to be tested. We will plan and perform the audit to obtain reasonable rather than
absolute assurance about whether the financial statements are free of material misstatement, whether from
(1) errors, (2) fraudulent financial reporting, (3) misappropriation of assets, or (4) violations of laws or
governmental regulations that are attributable to the entity or to acts by management or employees acting
on behalf of the entity. Because the determination of abuse is subjective, Government Auditing Standards
do not expect auditors to provide reasonable assurance of detecting abuse.
Because of the inherent limitations of an audit, combined with the inherent limitations of internal control,
and because we will not perform a detailed examination of all transactions, there is a risk that material
misstatements may exist and not be detected by us, even though the audit is properly planned and
performed in accordance with U.S. generally accepted auditing standards and Government Auditing
Standards. In addition, an audit is not designed to detect immaterial misstatements, or violations of laws
or governmental regulations that do not have a direct and material effect on the financial statements or
major programs. However, we will inform the appropriate level of management of any material errors,
any fraudulent financial reporting or misappropriation of assets that come to our attention. We will also
inform the appropriate level of management of any violations of laws or governmental regulations that
come to our attention, unless clearly inconsequential, and of any material abuse that comes to our
attention. We will include such matters in the reports required for a Single Audit. Our responsibility as
auditors is limited to the period covered by our audit and does not extend to any later periods for which
we are not engaged as auditors.
Our procedures will include tests of documentary evidence supporting the transactions recorded in the
accounts, and may include tests of the physical existence of inventories, and direct confirmation of
receivables and certain other assets and liabilities by correspondence with selected individuals, funding
sources, creditors, and financial institutions. We will request written representations from your attorneys
as part of the engagement, and they may bill you for responding to this inquiry. At the conclusion of our
audit, we will also require certain written representations from you about the financial statements and
related matters.
Audit Procedures—Internal Controls
Our audit will include obtaining an understanding of the entity and its environment, including internal
control,sufficient to assess the risks of material misstatement of the financial statements and to design the
nature, timing, and extent of further audit procedures. Tests of controls may be performed to test the
effectiveness of certain controls that we consider relevant to preventing and detecting errors and fraud
that are material to the financial statements and to preventing and detecting misstatements resulting from
illegal acts and other noncompliance matters that have a direct and material effect on the financial
statements. Our tests, if performed,will be less in scope than would be necessary to render an opinion on
internal control and, accordingly, no opinion will be expressed in our report on internal control issued
pursuant to Government Auditing Standards.
As required by OMB Circular A-133, we will perform tests of controls over compliance to evaluate the
effectiveness of the design and operation of controls that we consider relevant to preventing or detecting
material noncompliance with compliance requirements applicable to each major federal and/or State
award program. However, our tests will be less in scope than would be necessary to render an opinion on
those controls and, accordingly, no opinion will be expressed in our report on internal control issued
pursuant to OMB Circular A-133.
7A�n is not de signed to provide assurance on internal control or to identify significant deficiencies or
weaknesses. However,during the audit, we will communicate to management and those charged
with governance internal control related matters that are required to be communicated under AICPA
professional standards, Government Auditing Standards, and OMB Circular A-133.
Audit Procedures—Compliance
As part of obtaining reasonable assurance about whether the financial statements are free of material
misstatement, we will perform tests of Orange County's compliance with the provisions of applicable
laws, regulations, contracts, agreements, and grants. However, the objective of our audit will not be to
provide an opinion on overall compliance and we will not express such an opinion in our report on
compliance issued pursuant to Government Auditing Standards.
OMB Circular A-133 requires that we also plan and perform the audit to obtain reasonable assurance
about whether the auditee has complied with applicable laws and regulations and the provisions of
contracts and grant agreements applicable to major programs. Our procedures will consist of tests of
transactions and other applicable procedures described in the OMB Circular A-133 Compliance
Supplement for the types of compliance requirements that could have a direct and material effect on each
of Orange County's major programs. The purpose of these procedures will be to express an opinion on
Orange County's compliance with requirements applicable to each of its major programs in our report on
compliance issued pursuant to OMB Circular A-133.
Audit Administration,Fees,and Other
We may from time to time, and depending on the circumstances, use third-party service providers in
serving your account. We may share confidential information about you with these service providers, but
remain committed to maintaining the confidentiality and security of your information. Accordingly, we
maintain internal policies, procedures, and safeguards to protect the confidentiality of your personal
information. In addition, we will secure confidentiality agreements with all service providers to maintain
the confidentiality of your information and we will take reasonable precautions to determine that they
have appropriate procedures in place to prevent the unauthorized release of your confidential information
to others. In the event that we are unable to secure an appropriate confidentiality agreement, you will be
asked to provide your consent prior to the sharing of your confidential information with the third-party
service provider. Furthermore, we will remain responsible for the work provided by any such third-party
service providers.
We understand that your employees will prepare all cash, accounts receivable, or other confirmations we
request and will locate any documents selected by us for testing.
We will provide copies of our reports to Orange County; however, management is responsible for
distribution of the reports and the financial statements. Unless restricted by law or regulation, or
containing privileged and confidential information, copies of our reports are to be made available for
public inspection.
At the conclusion of the engagement, we will complete the appropriate sections of the Data Collection
Form that summarizes our audit findings. It is management's responsibility to submit the reporting
package(including financial statements,schedule of expenditures of federal awards, summary schedule of
prior audit findings, auditors' reports, and corrective action plan) along with the Data Collection Form to
the federal audit clearinghouse. We will coordinate with you the electronic submission and certification.
If applicable, we will provide copies of our report for you to include with the reporting package you will
submit to pass-through entities. The Data Collection Form and the reporting package must be submitted
within the earlier of 30 days after receipt of the auditors' reports or nine months after the end of the audit
period,unless a longer period is agreed to in advance by the cognizant or oversight agency for audits.
The audit documentation for this engagement is the property of Martin Starnes &Associates, CPAs,P.A.
and constitutes confidential information. However, pursuant to authority given by law or regulation, we
may be requested to make certain audit documentation available to a federal agency providing direct or
indirect funding, or the U.S. Government Accountability Office for purposes of a quality review of the
audit, to resolve audit findings, or to carry out oversight responsibilities. We will notify you of any such
request. If requested, access to such audit documentation will be provided under the supervision of Martin
Starnes & Associates, CPAs, P.A. personnel. Furthermore, upon request, we may provide copies of
selected audit documentation to the aforementioned parties. These parties may intend, or decide, to
distribute the copies or information contained therein to others,including other governmental agencies.
The audit documentation for this engagement will be retained for a minimum of five years after the report
release date or for any additional period requested by a regulator. If we are aware that a federal or State
awarding agency, pass-through entity, or auditee is contesting an audit finding, we will contact the
party(ies)contesting the audit finding for guidance prior to destroying the audit documentation.
Marcie Spivey is the engagement partner and is responsible for supervising the engagement and signing
the reports or authorizing another individual to sign them. To ensure that our independence is not
impaired under the AICPA Code of Professional Conduct, you agree to inform the engagement partner
before entering into any substantive employment discussions with any of our personnel.
Our fees for these services are stated in the Contract to Audit Accounts. Our invoices for these fees will
be rendered in four installments as work progresses and are payable on presentation. In accordance with
our firm policies,work may be suspended if your account becomes overdue and may not be resumed until
your account is paid in full. If we elect to terminate our services for non-payment, our engagement will
be deemed to have been completed upon written notification of termination, even if we have not
completed our reports. You will be obligated to compensate us for all time expended and to reimburse us
for all out-of-pocket costs through the date of termination.
We want our clients to receive the maximum value for our professional services and to perceive that our
fees are reasonable and fair. In working to provide you with such value, we find there are certain
circumstances that can cause us to perform work in excess of that contemplated in our fee estimate.
Following are some of the more common reasons for potential supplemental billings:
Changing Laws and Regulations
There are many governmental and rule-making boards that regularly add or change their requirements.
Although we attempt to plan our work to anticipate the requirements that will affect our engagement,
there are times when this is not possible. We will discuss these situations with you at the earliest possible
time in order to make the necessary adjustments and amendments in our engagement.
Incorrect Accounting Methods or Errors in Client Records
We base our fee estimates on the expectation that client accounting records are in order so that our work
can be completed using our standard testing and accounting procedures. However, should we find
numerous errors, incomplete records, or the application of incorrect accounting methods, we will have to
perform additional work to make the corrections and reflect those changes in the financial statements.
Failure to Prepare for the Engagement
In an effort to minimize your fees, we assign you the responsibility for the preparation of schedules and
documents needed for the engagement. We also discuss matters such as availability of your key
personnel, deadlines, and work space. If your personnel are unable,for whatever reasons,to provide these
items as previously agreed upon, it might substantially increase the work we must do to complete the
engagement within the scheduled time.
Starting and Stopping Our Work
If we must withdraw our staff because of the condition of the client's records, or the failure to provide
agreed upon items within the established timeline for the engagement, we will not be able to perform our
work in a timely, efficient manner, as established by our engagement plan. This will result in additional
fees,as we must reschedule our personnel and incur additional start-up costs.
The contract fee is based on anticipated cooperation from your personnel and the assumption that
unexpected circumstances will not be encountered during the audit. If significant additional time is
necessary, we will discuss it with you and arrive at a new fee estimate before we incur the additional
costs. Our fees for such services range from$75-$250 per hour.
Government Auditing Standards require that we provide you with a copy of our most recent external peer
review report and any letter of comment, and any subsequent peer review reports and letters of comment
received during the period of the contract. Our peer review report for the year ended December 31, 2011
accompanies our Contract to Audit Accounts.
We appreciate the opportunity to be of service to Orange County and believe this letter along with our
Local Government Commission contract accurately summarizes the significant terms of our engagement.
If you have any questions,please let us know. If you agree with the terms of our engagement as described
in this letter,please sign the enclosed copy and return it to us.
Very truly yours,
Martin Starnes&Associates,CPAs,P.A.
RESPONSE:
This letter _ rreOctly sets forth the understanding of Orange County.
By:
Y
Title:
Date:
MARTIN ,0STAR.NES
&. ASSOCIATES, CPAs, P.A.
".4 Professional Association of Certified Public Accountants and Management Consultants"
March 3, 2015
Paul Laughton, Interim Chief Financial Officer
Orange County
200 South Cameron Street
Hillsborough,NC 27278
We are pleased to confirm our understanding of the services we are to provide for Orange
County. This letter will confirm the nature and limitations of the services we will provide and the
various responsibilities and other terms of the engagement. We agree to apply procedures to
obtain an understanding of internal control, assess risk, and test internal controls over the
eligibility intake functions as required by OMB Circular A-133—.500c and determine whether
required eligibility determinations/redeterminations were performed (including obtaining any
required documentation/verifications), that individual program participants were determined to
be eligible, and that only eligible individuals participated in the program by selecting and
performing tests on a sample from the population of all individuals receiving benefits during the
entire fiscal year for the Medicaid, Temporary Assistance for Needy Families (TANF), Adoption
Assistance-Title IV-E, Children's Health Insurance Program, and Special Supplemental Nutrition
Program for Women, Infants, and Children (WIC) for Orange County as of or for the year ended
June 30, 2015, prepared in accordance with program requirements and OMB A-133, when
selected as a major program. These procedures will be applied for the purpose of reporting our
findings in regards to the results of the procedures performed as compared to the program
requirements and OMB A-133. The procedures we will perform have been agreed to by the
specified parties to this engagement listed as follows:
• Office of the State Auditor
• Management of Orange County
730 13th Avenue Drive SE♦Hickory,North Carolina 28602♦Phone 828-327-2727♦Fax 828-328-2324
13 South Center Street♦Taylorsville,North Carolina 28681 ♦Phone 828-632-9025♦Fax 828-632-9085
Toll Free Both Locations 1-800-948-0585♦Website:www.martinstarnes.com
These agreed-upon procedures are enumerated as follows:
Understanding of internal controls, assessment of risk, and testing of internal controls over
the eligibility intake function of the above programs as required by OMB Circular A-133.
Determine whether required eligibility determinations/redeterminations were performed
(including obtaining any required documentation/verifications), that individual program
participants were determined to be eligible, and that only eligible individuals participated in
the program by selecting and performing tests on a sample from the population of all
individuals receiving benefits during the entire fiscal year.
We will conduct our engagement in accordance with the attestation standards for agreed-upon
procedures engagements of the American Institute of Certified Public Accountants, the standards
applicable to attestation engagements contained in Government Auditing Standards issued by the
Comptroller General of the United States, and OMB Circular A-133, Audits of States, Local
Governments, and Non-Profit Organizations. The specified parties listed above are solely
responsible for the sufficiency of the agreed-upon procedures for their purposes. Therefore, we
make no representation as to the sufficiency of these procedures for the purposes of the specified
parties or for any other purpose. The agreed-upon procedures are not designed to constitute an
examination or review of the subject matter. Therefore, we will not express reasonable or limited
assurance on the subject matter. We have no obligation to perform any procedures beyond those
agreed to by the specified parties as enumerated in this letter of engagement. If for any reason,
we are unable to complete the procedures, we will not issue a report as a result of this
engagement.
Our procedures are also not designed to detect error or fraud that is immaterial to the subject
matter information. However, we will inform you of any material errors or fraud that come to our
attention, unless clearly inconsequential. Our responsibility is limited to the period covered by
our procedures and does not extend to matters that might arise during any later periods for which
we are not engaged. At the conclusion of our engagement, we may also request certain written
representations from you about the subject matter information and related matters. We will
present a written report listing the procedures and our related findings. This report will be
intended for use by and restricted to the use of the specified parties as identified above, and our
report will contain such restricted-use language. We will maintain the confidentiality of your
personal information and apply procedures to protect against any unauthorized release of your
personal information to third parties.
In accordance with Government Auditing Standards, we are required to report significant
deficiencies, material weaknesses, instances of fraud, noncompliance with provisions of laws,
regulations, contracts, or grant agreements, or abuse that come to our attention during our
agreed-upon procedures that warrant the attention of those charged with governance. You will be
given the opportunity to review a draft of the report and write a response to any exceptions to be
included in the final report.
Our engagement will be conducted on the basis that Orange County's management acknowledge
and understand that they have responsibility:
a. For the design, implementation, and maintenance of internal control relevant to the eligibility
intake function over certain major programs which is the best means of preventing or
detecting errors or fraud;
b. For selecting and determining the suitability and appropriateness of the criteria upon which
the eligibility intake function over certain major programs will be evaluated; and
c. To provide us with:
1. Access to all information of which management is aware that is relevant to the
eligibility intake function over certain major programs such as records, documentation,
and other matters and that you are responsible for the accuracy and completeness of
that information;
2. Additional information that we may request from management for the purpose of
performing the agreed upon procedures; and
3. Unrestricted access to persons within the entity from whom we determine it necessary
to obtain attest evidence.
As part of our engagement, we will request from management written confirmation concerning
representations made to us in connection with the agreed upon procedures.
We will issue a written report upon completion of the performance of the agreed-upon
procedures. Our report will be addressed to The Honorable Beth A. Wood, CPA, State Auditor
and Orange County Board of Commissioners. We will provide copies of our reports to Orange
County and the Office of the State Auditor; however, management is responsible for distribution
of the reports.
The attest documentation for this engagement is the property of Martin Starnes & Associates,
CPAs, P.A. and constitutes confidential information. However, we may be requested to make
certain attest documentation available to the Office of the State Auditor pursuant to authority
given to it by law or regulation. If requested, access to such attest documentation will be
provided under the supervision of Martin Starnes & Associates, CPAs, P.A.'s personnel.
Furthermore, upon request, we may provide copies of selected attest documentation to the Office
of the State Auditor. The Office of the State Auditor may intend, or decide, to distribute the
copies of information contained therein to others, including other governmental agencies. During
the course of the engagement, we may communicate with you or with your personnel via fax or
e-mail, and you should be aware that communication in those mediums contains a risk of
misdirected or intercepted communications.
Marcie Spivey is the engagement partner for the services specified in this letter. Her
responsibilities include supervising Martin Starnes &Associates, CPAs, P.A. services performed
as part of this engagement and signing or authorizing another qualified firm representative to
sign the agreed-upon procedures report.
Our fees are based on the amount of time required at various levels of responsibility, plus actual
out-of-pocket expenses. Invoices will be rendered every two weeks and are payable upon
presentation. We estimate that our fee for the engagement will be $2,750. We will notify you
immediately of any circumstances we encounter that could significantly affect this initial fee
estimate.
We agree to retain our attest documentation or work papers for a period of five years from the
date of our report.
In accordance with the requirements of Government Auditing Standards, we have attached to our
audit contract a copy of the latest external peer review report of our firm for your consideration
and files.
Please pre-audit, sign and return the attached copy of this letter to indicate your acknowledgment
of, and agreement with, the arrangements for our engagement including our respective
responsibilities. If you have any questions, please let us know.
We appreciate the opportunity to be of service to you and look forward to working with you and
your staff.
Very truly yours,
0 iA aEa.
Martin Starnes &Associates, CPAs, P.A.
RESPONSE:
This letter ectly sets forth the understanding of Orange County.
By:
Title:
Date: