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Basics of Accounting for Lawyers 2018


Speaker(s): Brett Kumm, David W. Evans, Gavin M. Masuda, J. Michael Matthews, Jonathan Hilton, Lawrence M. Cirelli, Peter K. Buss, Robert Barnett, Sharon Selleck, Terry M. Lloyd, Tim Sherman
Recorded on: Jul. 25, 2018
PLI Program #: 219792

Brett Kumm is a Senior Managing Director in FTI Consulting’s Forensic & Litigation segment. Mr. Kumm has more than 20 years of experience providing consulting, accounting and audit services. He has extensive experience leading investigatory forensic engagements related to complex ?nancial and accounting matters. Prior to joining FTI Consulting, Mr. Kumm spent 18 years providing advisory and mergers and acquisition services at the internationally recognized accounting ?rms of KPMG and Andersen.

Mr. Kumm is routinely requested by counsel, representing companies and board of director committees, to conduct internal investigations over ?nancial reporting matters, including recently spearheading several high-profile investigations at both public and large private enterprises. In addition, Mr. Kumm has signi?cant experience assisting counsel regarding M&A disputes, including large working capital and earn-out disputes. His M&A dispute experiences include participating in the role of a neutral.

Mr. Kumm has served a variety of industries including, among others, technology, transportation, manufacturing, investor-owned utilities, leasing, advertising, steel, aviation, construction, consumer products, distribution and communication industries. Mr. Kumm has substantial SEC experience and has been engaged to spearhead large scale restatement and carve-out projects, including recently assisting a large Fortune 500 company complete a $200+ million multi-year restatement to its previously reported net income.  Many engagements have included extensive investigation of underlying operational activity and the creation/reconstruction of accounting and financial records for purposes of financial and forensic analyses. 

Mr. Kumm has considerable merger and acquisition experience that includes completing buy and sell side due-diligence projects and evaluating the accounting implications of dispositions of a portion of a business and mergers and acquisitions, including carve-outs and special purpose financial statements. Mr. Kumm also has substantial experience evaluating SEC reporting matters and an in-depth knowledge of generally accepted accounting principles. Mr. Kumm has assisted clients with public debt and equity o?erings, evaluation of derivative and hedging activities and complex debt and equity transactions.

Mr. Kumm has been the lead instructor on a variety of technical trainings for both external and internal audiences. This has included presenting technical trainings on accounting for revenue, leasing, business combinations, provision for income taxes, audit methodologies, SOX 404 compliance and sampling courses.

Mr. Kumm is a certi?ed public accountant and graduated from the University of Oregon where he earned a Bachelor of Science in accounting and ?nance.


David W. Evans is the Managing Partner of Haight Brown & Bonesteel’s San Francisco office. He is the leader of the Professional Liability Practice Group and a member of the Risk Management & Insurance Law Practice Group. He also acts as General Counsel for the firm. His practice focuses on the defense and trial of professional liability actions against lawyers and accountants, professional fee disputes and representation of insurers in coverage matters and bad faith litigation. He has worked with both domestic and London-based insurance companies in defending a wide variety of claims against lawyers and accountants.

He has over 40 years of trial experience in professional liability and commercial litigation matters and has arbitrated numerous professional fee disputes. He regularly counsels law and accounting firms on ethics and professional responsibility matters, including engagements, billing, and disengagement issues, intra-partnership disputes and, in the case of law firms, disqualification motions, attorney-client privilege matters and work product disputes. He is a frequent speaker at continuing education programs involving loss prevention, professional ethics, and risk management, for both lawyers and accountants.

Education

  • University of California at Los Angeles (JD, 1977)
  • University of Southern California (BA, 1974)

Memberships

  • American Bar Association, Litigation Section - Professional, Officers' and Directors' Liability Committee
  • Tort, Trial and Insurance Practice Section - Professional Liability Committee
  • Bar Association of San Francisco, Arbitrator, Fee Arbitration Disputes Panel - 1988-Present
  • Claims and Litigation Management Alliance


Gavin Masuda is an associate in the San Francisco office of Latham & Watkins and a member of the firm’s Securities Litigation & Professional Liability, White Collar Defense & Investigations, and Complex Commercial Litigation Practices.

Mr. Masuda’s practice focuses on the defense of accounting firms in civil securities class actions, actions alleging professional negligence, and SEC and other regulatory investigations.  He has represented Big Four accounting firms in connection with some of the largest corporate failures, financial frauds, and restatements of the past decade.  Representative matters include the defense of Deloitte & Touche LLP in all matters related to its audits of Washington Mutual Bank, the Taylor, Bean & Whitaker Mortgage Company, and Aequitas Capital Management, as well as the defense of Ernst & Young LLP in matters related to its audits of comScore, Inc.  In addition, Mr. Masuda has represented international affiliates of Big Four accounting firms in enforcement actions by the SEC and PCAOB, and provided consulting advice to certain of the Big Four firms regarding the implementation of regulatory guidance and auditing standards.

In addition to his accounting firm practice, Mr. Masuda has extensive experience representing companies in securities class actions and shareholder derivative actions.  Among other engagements, Mr. Masuda recently represented Ubiquiti Networks, Inc. in matters arising from its initial public offering, and represented PG&E Corporation in a series of shareholder derivative actions arising from the 2010 explosion in San Bruno, California.  He also has represented companies in intellectual property disputes, primarily involving the alleged misappropriation of trade secrets.

Mr. Masuda is an advocate for diversity at Latham and in the legal profession.  He serves as Global Leader of Latham’s Asian Lawyers Group, and is a member of the Planning Committee for the California Minority Counsel Program’s 2018 Annual Conference.  He also serves on Latham’s Ethics Committee.


J. Michael Matthews has over thirty-five years experience as a trial lawyer, with expertise in a wide variety of areas, including partnership and corporate disputes, professional liability claims, and commercial, real estate and construction cases. He is a member of the American Board of Trial Advocates and has tried over forty jury and court trials involving law firm dissolutions and accounting, breach of contract, fraud, professional malpractice, construction defect, delay, and/or mechanics' lien claims, product liability and insurance coverage (including bad faith).

Mr. Matthews has taught real estate law in the M.B.A. program at Golden Gate University, has written articles regarding real estate, construction and partnership issues, and has lectured on a variety of subjects including litigation skills, insurance coverage issues, and partnership accounting and dissolution. He has lectured at the national convention of the American Institute of CPAs regarding accounting for partnership dissolutions, and has presented multistate construction seminars for the construction trade, including Lorman's California Construction Law, Continuing Education of the Bar courses, National Business Institute Seminars, Federal Publications Seminars, and the Practicing Law Institute. He presents the Attorney/Accountant Ethics portion of the Practicing Law Institute's summer program "Basics of Accounting for Lawyers." He is a contributing author for "Advising California Partnerships, 3rd Ed." He has served as an expert witness or mediator in cases involving a variety of issues, and as a judicial arbitrator/mediator for Bay Area superior courts.

Education

Mr. Matthews graduated from Yale University in 1973 with a Bachelor of Arts degree.

He received his J.D. from Georgetown University of Law Center in 1976.


Jonathan Hilton is a member of the Andersen Tax Private Client Services group, who works with ultra-high net worth individuals, multi-generational family groups, executives at both established firms and early stage companies, and fund principals at venture capital and private equity firms.

Jonathan has more than 10 years of experience in tax compliance and professional tax advisory services.

Jonathan’s service specializations include:

  • Individual income tax planning and compliance
  • Estate and gift planning
  • Fiduciary tax strategies and compliance
  • Family office structuring and compliance
  • Equity compensation strategies

He is a speaker at the Public Law Institute in the area of accounting for lawyers. He has instructed firm trainings in the areas of income accounting, fiduciary tax accounting, wealth transfer, partnership theory and reporting, and S corporation taxation.

Jonathan serves as President of the San Francisco Chapter of the BYU Management Society.


Lawrence M. Cirelli is a trial lawyer and a Fellow of the American College of Trial Lawyers. His practice focuses on complex business litigation, including disputes among shareholders, owners, officers and directors of companies, fiduciary duty, contracts, professional liability, false advertising, trade secrets, non-competition agreements and unfair competition claims. He also represents clients in partnership and corporate dissolution actions. His experience as a certified public accountant brings a unique skill set and perspective to these types of matters. A significant part of his practice also involves the defense of consumer class actions. Larry has tried numerous jury and court trials, as well as arbitrations, in a range of cases spanning business torts, commercial contracts, business dissolutions, real estate, insurance, environmental, professional liability and products liability.


Sharon Selleck has over 25 years of experience in public accounting, performing audits of financial statements for both publicly traded and privately held companies. Her experience includes audit, general accounting, and financial reporting services for a variety of industries from technology companies and wholesale distributors to not-for-profit entities.

Sharon is responsible for BPM’s compliance with regulatory peer reviews, Quality Control standards, and monitoring of the quality control in the firm’s Assurance practice. She also issues quarterly technical updates on new and proposed standards to BPM staff and is involved in staff trainings during the year.

Education & Professional Credentials:

  • BS/Business Administration/Accounting – University of California, Berkeley
  • CPA, State of California

Professional Affiliations:

  • Member – California Society of CPAs (CalCPA)
  • Member – American Institute of Certified Public Accountants (AICPA)
  • Member of the Peer Review Oversight Committee of the California State Board of Accountancy


Tim Sherman has nearly twenty years of experience applying accounting, financial, and economic principles in various dispute and non-dispute contexts.  He has performed valuations, calculated damages, and analyzed complex accounting issues in a variety of industries, including entertainment, technology, financial services, and aerospace.   He has managed large teams for litigation and investigation related projects.  Mr. Sherman’s work has involved writing expert reports pursuant to FRCP Rule 26, preparing complex damage schedules, assisting with discovery (e.g., document requests and depositions), and preparing for trial.  Mr. Sherman’s experience includes:

  • Investigating misstatements in publicly filed financial statements and determining the impact of misstatements on previously issued financial statements.
  • Calculating damages and identifying and interpreting accounting guidance related to inventory valuation in a dispute regarding the price paid in a business acquisition.
  • Evaluating auditor compliance with generally accepted auditing standards related to the recognition of fictitious revenues and cash balances.
  • Calculating lost profits and reasonable royalties in multiple patent infringement disputes.

Education

  • B.A., Pomona College
  • M.B.A., the Stern School of Business at New York University

Professional Designations

  • Certified Public Accountant (CPA) - California
  • Accredited in Business Valuation (ABV) - AICPA


Mr. Barnett is a Senior Vice President with Valuation Research Corporation who specializes in valuations for private equity, venture capital, hedge fund and corporate clients with focus on complex capital structures and financial instruments. Particular areas of concentration include preferred and common stock, warrants, share-based compensation, profits interests in LLC structures, embedded derivatives, and high yield and convertible debt. Mr. Barnett works with fair value issues in each of these areas ranging from large publicly reporting entities to smaller private investments and development-stage companies.

Mr. Barnett received his M.B.A. in Finance from Georgetown University, The McDonough School of Business. He attended the University of Melbourne School of Business, International Exchange Program and Oxford University, International Exchange Program. Previous he received his Bachelor of Science in Bioengineering from the University of California, San Diego. He is a current member of the CFA institute and Global Association of Risk Professionals (GARP) (FRM certification).

Rob has previous experience with Ernst & Young, Kroll Associates, Houlihan Lokey Howard & Zukin and KPMG.  Professional experiences included transfer pricing, economic analyses related to markets, business risk and asset mix, risk analysis and Monte Carlo simulation, and M&A related valuation analysis.  In total, 20 years of financial advisory experience related to corporate entities and financial asset managers.

Mr. Barnett’s professional published articles include:

“What’s Behind the Proliferation of Unicorns?,” The Deal - Venture Capital, April 19, 2016

“LLC Profits Interests: A Valuation Approach That Works,” PE Manager, January 1, 2016

“Key Points in Valuing Profits Interests,” Valuation Strategies, July/August 2015

“Common Valuation Issues with Illiquid Securities,” Accounting Today, June 3, 2015

“New AICPA Guidance Introduces Backsolve and Hybrid Approaches for Valuing Complex

Equity Capital Structures,” Accounting Today, July 16, 2013

“Forthcoming AICPA Guidance Solidifies Valuation Methods for Complex Equity Capital

Structures,” Accounting Today, June 4, 2013

“Valuing a Shareholder’s Minority Common Stock Amid Capital Restructurings: A Case

Study of Auto Supply Corp.,” Corporate Finance Review, July/August 2012

“Applying Qualitative Judgments When Valuing Nontraditional or Hard-to-Value Securities,”

Business Valuation Update, July 2011

Rob enjoys golf and tennis and a good beer at a solid pub.


Peter focuses on serving public companies, venture backed, and pre-public companies. Peter has built a niche in providing ASC 740 and other tax consulting services to over 20 public companies up and down the West Coast. Additionally, Peter oversees the corporate tax compliance team, handling income tax preparation for both public and private companies.

Peter serves as the outsourced tax department for both public and large private companies, handling all tax related matters for these companies. In many instances, Peter works as a liaison between the client and the Big 4 audit firm on tax accounting matters. With the heightened independence requirements required by the SEC and PCAOB, Peter has filled a necessary void for many public companies.

Peter assists numerous companies on a routine basis with their tax purchase accounting issues and has developed a strong focus in this area.

Peter was with Ernst & Young in San Francisco prior to joining the KBF team as a partner in 2004. When Peter is not at work, he enjoys spending time with his wife, Loridel, and daughter, Isabella.


Terry Lloyd, CPA, CFA is a financial analyst with a practice specializing in finance and accounting matters in tax, dispute, and transaction settings.  He is also an arbitrator for the AAA, FINRA, and under court appointment.  He is a CPA and Chartered Financial Analyst (CFA) and has published widely, including portions of a law school text on accounting and has guest lectured for both law schools and graduate business schools.  Mr. Lloyd has been qualified as an expert on valuation, finance, accounting, and damages in courts, arbitration forums, and the International Court of Arbitration.  He also once deposed another CPA. 

Mr. Lloyd’s work has taken him to Europe, the Caribbean, and Latin America.  His clients include law and accounting firms, private equity investors, the SEC, and the IRS.

Mr. Lloyd holds a BA in accounting (magna cum laude) and an MBA in finance.  He is a shareholder in the consultancy Finance Scholars Group and was previously a partner with BDO Seidman and a managing director with the Huron Consulting Group.