This study examinesIndependent Auditor the obligations arising from independent audit contractsAudit Contract and the liabilities of independent auditors toward both audited companies and third parties within the framework of the Turkish legal system. While independent audit contracts impose obligations on the parties, the responsibilities of auditors are broader in scope. These obligations are crucial for ensuring the reliability and safety of information for users. The principle of independence, which underpins independent auditing activities, is grounded in integrity, objectivity, and professional skepticism. The Turkish Commercial Code (TCC)Turkish Commercial Code (TCC), the regulations of the Capital Markets Board (CMB), and the regulations of the Public Oversight Authority (POA)Public Oversight Authority (POA/KGK) comprehensively regulate situations that may impair auditor independenceAuditor Independence. The liability of independent auditors toward third parties does not arise from the audit contractAudit Contract but is instead based on tort. Although Article 554 of the TCC addresses auditors’ liability toward the company and its creditors, it contains no explicit provision regarding third parties. Nonetheless, considering the public nature of audit reports, it is widely accepted that liability may arise in favor of third parties who suffer damages as a result of such reports. For this liability to be established, the audit report must be flawed, publicly disclosed, actual damage must have occurred, and a causal link must be present. However, auditors should not be held liable without limits; a reasonable balance of liability must be maintained. Legal liabilityLegal Liability claims against independent auditors must be evaluated in terms of the prerequisites for filing a lawsuit, statute of limitations, competent and authorized courts, and the mandatory mediationMandatory Mediation process. Companies or third parties suffering damage during or following the audit process may seek compensation through liability lawsuitsLiability Lawsuit. However, such lawsuits are infrequent in Turkey. The main reasons for this include a lack of awareness among information users regarding their legal rights and normative fragmentation within the audit sector. This study also explores the legal and criminal liabilities of independent auditors under Turkish law. Auditors who breach auditing principles and standards may incur not only civil but also criminal liabilityCriminal Liability. For criminal liability to arise, such violations must be committed intentionally. Under Decree Law No. 660 and Article 6(c) of the Turkish Penal Code, independent auditors, as they perform a public duty, may be sanctioned similarly to public officials. In conclusion, the liability of independent auditors arises from breach of contract in relation to the audited company and from tort in relation to third parties. The injured party may bring claims under any legal basis; however, double compensation for the same damage is not permissible. The competent court for liability lawsuitsLiability Lawsuit is generally the commercial court of first instance, although in some cases, civil courts of first instance may also have jurisdiction.

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Legal and Criminal Liabilities of Independent Auditors

  • Recep Güneş

摘要

This study examinesIndependent Auditor the obligations arising from independent audit contractsAudit Contract and the liabilities of independent auditors toward both audited companies and third parties within the framework of the Turkish legal system. While independent audit contracts impose obligations on the parties, the responsibilities of auditors are broader in scope. These obligations are crucial for ensuring the reliability and safety of information for users. The principle of independence, which underpins independent auditing activities, is grounded in integrity, objectivity, and professional skepticism. The Turkish Commercial Code (TCC)Turkish Commercial Code (TCC), the regulations of the Capital Markets Board (CMB), and the regulations of the Public Oversight Authority (POA)Public Oversight Authority (POA/KGK) comprehensively regulate situations that may impair auditor independenceAuditor Independence. The liability of independent auditors toward third parties does not arise from the audit contractAudit Contract but is instead based on tort. Although Article 554 of the TCC addresses auditors’ liability toward the company and its creditors, it contains no explicit provision regarding third parties. Nonetheless, considering the public nature of audit reports, it is widely accepted that liability may arise in favor of third parties who suffer damages as a result of such reports. For this liability to be established, the audit report must be flawed, publicly disclosed, actual damage must have occurred, and a causal link must be present. However, auditors should not be held liable without limits; a reasonable balance of liability must be maintained. Legal liabilityLegal Liability claims against independent auditors must be evaluated in terms of the prerequisites for filing a lawsuit, statute of limitations, competent and authorized courts, and the mandatory mediationMandatory Mediation process. Companies or third parties suffering damage during or following the audit process may seek compensation through liability lawsuitsLiability Lawsuit. However, such lawsuits are infrequent in Turkey. The main reasons for this include a lack of awareness among information users regarding their legal rights and normative fragmentation within the audit sector. This study also explores the legal and criminal liabilities of independent auditors under Turkish law. Auditors who breach auditing principles and standards may incur not only civil but also criminal liabilityCriminal Liability. For criminal liability to arise, such violations must be committed intentionally. Under Decree Law No. 660 and Article 6(c) of the Turkish Penal Code, independent auditors, as they perform a public duty, may be sanctioned similarly to public officials. In conclusion, the liability of independent auditors arises from breach of contract in relation to the audited company and from tort in relation to third parties. The injured party may bring claims under any legal basis; however, double compensation for the same damage is not permissible. The competent court for liability lawsuitsLiability Lawsuit is generally the commercial court of first instance, although in some cases, civil courts of first instance may also have jurisdiction.