U.S. Justice Department probing Chinese companies’ accounting

The U.S. Justice Department is investigating accounting irregularities at Chinese companies listed on U.S. stock exchanges, said an official with the U.S. Securities and Exchange Commission, suggesting criminal charges may be brought in addition to civil proceedings.

“There are parts of the Justice Department that are actively engaged in this area,” Robert Khuzami, director of enforcement at the SEC, said in an interview Tuesday.

He told Reuters that federal prosecutors around the United States were taking part in the investigation, but he declined to name them.

Involvement of U.S. attorneys general in various locations adds investigative firepower to the SEC and the FBI, which are also probing the accounting methods of certain U.S.-listed Chinese companies.

“I think that you will see greater [Department of Justice] involvement as time goes on,” Khuzami said when asked whether criminal charges would be filed in the investigation.

A former federal prosecutor, he declined to elaborate on which Chinese companies or auditors were being scrutinized by the Justice Department.

An SEC review of accounting problems at foreign-based stock issuers sharpened its focus earlier this year when dozens of Chinese companies began disclosing auditor resignations or bookkeeping irregularities.

For example, Deloitte Touche Tohmatsu CPA Ltd. in May resigned as auditor of Chinese software company Longtop Financial Technologies Ltd., saying it had found falsified financial records and bank balance confirmations.

Shares of some Chinese companies listed in the United States fell Thursday after Khuzami’s statements became public. Among them, Sohu.com Inc. closed 4.7% lower at $50.62, Baidu Inc. fell 9.2% to $110.29, China Sky One Medical Inc. declined 3.8% to $2.29 and Sina Corp. ended down 9.7% at $73.23.

The SEC has struggled to gain access to documents it needs in the investigation because strict Chinese laws have made auditors reluctant to turn them over.

The FBI has an embedded agent in an SEC working group on Chinese companies that enter the stock market through so-called reverse mergers with U.S. shell companies.

Officials from the SEC and the Public Company Accounting Oversight Board are due to meet with their Chinese counterparts in Washington in October for a second round of talks on joint inspections of auditing firms in China.

“Not having proper accounting and reliable audit review for publicly traded companies with operations in China is just not acceptable. We have to find a path to resolution of this issue,” Khuzami said. “It is … a big issue for us.”

Earlier in September, the SEC sought a federal court order to force the Shanghai arm of Deloitte to turn over its work papers regarding Longtop Financial.

The results of the Deloitte subpoena enforcement action will be closely watched by other auditing companies, Khuzami said. The federal government is also pursuing other options to ensure better accounting practices at U.S.-listed companies based in China, he said.

“Obviously, the results here will inform the conduct of others that are similarly situated. In that sense, it’s going to be instructive,” Khuzami said. “At the same time, we’re not a one-trick pony; there are other efforts to reach resolution of these issues. We continue to work closely with our regulatory counterparts in China and in other countries to find a path to resolution.”

In a recent interview with Reuters, Assistant Atty. Gen. Lanny Breuer, head of the Justice Department’s criminal division, underscored the government’s commitment to fighting accounting fraud of any kind. He declined, however, to comment on specific cases that could be brought against Chinese firms listed in the United States.

The Justice Department declined to comment for this story, saying it does not confirm or deny investigations.

In any criminal case, the question would be whether the company lied to the auditor, or whether the auditor acted recklessly or knowingly in not detecting the alleged fraud.

Merely not providing records under these circumstances — as in the Deloitte case — probably would not rise to the level of criminal violation, Khuzami said.

The Public Company Accounting Oversight Board, the agency that oversees auditors of public companies, has inspection authority over auditing firms, while the SEC has enforcement authority over those companies.

Together, the two agencies have greater leverage over auditing firms than do criminal authorities, Khuzami said.