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Basics of Accounting for Lawyers 2015: What Every Practicing Lawyer Needs to Know


Speaker(s): Curtis Burr, J. Michael Matthews, Lawrence M. Cirelli, Lesley D. Hand, Lyndsey C. Heaton, Marcy C. Priedeman, Sharon Selleck, Terry M. Lloyd, Tim Sherman
Recorded on: Jul. 16, 2015
PLI Program #: 58887

Curtis has over 25 years of business valuation and litigation consulting experience. Industries served include wine/vineyard industry, financial services, real estate, professional service firms, wholesale and retail, alternative energy and manufacturing. He has performed forensic investigations in connection with partner and partnership disputes, shareholder disputes, damage analysis involving breach of fiduciary duty claims in securities litigation; calculation of economic damages and lost profits in cases involving misappropriation of trade secrets, product liability claims and wrongful termination cases. He has consulted on and testified in a broad of cases involving:

  • Misappropriation of Trade Secrets
  • Breach of fiduciary duty actions against investment advisors
  • Economic damages and earning loss
  • Actions against professionals
  • Construction claims and damages
  • Disputes arising out of Buy/Sell agreements
  • Business acquisitions and valuation
  • Personal injury and wrongful death claims
  • Solvency and fraudulent conveyance issues

Education & Professional Credentials

  • Honorary Doctorate of Business Administration—Golden Gate University
  • MBA/Taxation — Golden Gate University
  • BA/Accounting — Golden Gate University
  • Certified Public Accountant, licensed in 1978 in California
  • Certified in Financial Forensics in 2008 by the American Institute of Certified Public Accountants

Professional Affiliations

  • Past Trustee and Chair — Board of Trustees, Golden Gate University
  • Board Chair — Rotary Foundation, San Francisco
  • Member Dean's Advisory Board — School of Accounting, and Golden Gate University
  • Co-Chair — PLI "Accounting for Lawyers"
  • Business Valuation instructor — Association of Insolvency Restructuring Advisors
  • Member — Association of Insolvency Restructuring Advisors
  • Member — American Institute of Certified Public Accountants (AICPA)
  • Member — California Society of CPAs (CalCPA)
  • Member — National Association of Certified Valuation Analysts (NACVA)


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.


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.


Lesley D. Hand retired as a partner with over 37 years of experience from KPMG LLP’s Forensic Advisory Services practice. He has over forty years of accounting with experience in several industries, including but not limited to technology, software, manufacturing, consumer markets, health care, government and financial institutions. Mr.  Hand‘s career included a two year rotation to KPMG’s National Education Department in New York where he drafted and presented educational training programs.


Professional and Industry Experience

Mr. Hand has been involved in over 100 investigations related to allegations of earnings management and / or improper disclosures.  These investigations have focused on improper revenue recognition, “cookie jar” reserves, improper capitalization of expenses, inappropriate use of inventory reserves, vendor rebates, valuation of loans, real estate owned and other types of fraudulent financial reporting.  He has attended numerous meetings at and has been deposed by the U.S. Securities and Exchange Commission in connection with his forensic accounting work.

  • In a recent earnings management investigation, Mr. Hand was the global lead partner in charge of a team of KPMG professionals from 11 countries. This engagement involved analysis of 26 million electronic records, utilized a proprietary forensic tool to perform data analysis of journal entries and included formal and informal discussions with company personnel to gather information and data. He participated and presented to regulators in Washington, D.C.
  • In a matter involving a financial institution, Mr. Hand evaluated documents, general ledgers, and interviews to determine if senior bank officers lied or misrepresented information relevant to the valuation and carrying value real estate owned and loans carried on their financial statements.
  • Mr. Hand also has been involved in alleged violations of the U.S. Foreign Corrupt Practices Act, both as an independent investigator and as an advisor to KPMG audit teams. He participated and presented to regulators in Washington, D.C.
  • Mr. Hand has conducted other fraudulent financial reporting and misappropriation of assets investigations. These matters involved allegations of employee fraud or defalcation, improper accounting for stock options, and fraudulent vendor schemes.
  • Mr. Hand testified in 2013 about accounting issues and disclosures in Superior Court in San Mateo Central Branch, Complex Civil Litigation.  His testimony covered inconsistencies in the financial statements, tax returns, depositions and declarations where he concluded that key officers either lied in their declarations, tax returns, depositions and / or declarations or they lied in all cases.
  • In another recent matter Mr. Hand was retained as a consultant in a major bankruptcy case in New York where he assisted in formulating accounting arguments and strategy.

Select Dispute Advisory Experience 

  • Mr. Hand has been engaged in the role of sole arbitrator, neutral court-appointed accountant, or expert witness in a number of disputes related to the interpretation of various contractual clauses that impact damages, purchase price calculations, working capital, earn out provisions, revenues, cost accumulations and cost drivers.
  • Mr. Hand has served as the sole arbitrator in purchase price disputes involving claims ranging from $1 million to over $800 million dollars. The issues addressed included valuation of inventory, inventory reserves, right of return, doubtful accounts, litigation and other reserves, the application of Generally Accepted Accounting Principles (“GAAP”) as well as the consistency of the application of GAASP.
  • Mr. Hand has testified as an expert witness in numerous civil litigation matters in state and federal courts. These assignments have involved an extensive review of underlying accounting records and analysis of supporting documentation as well as reviewing applications of GAAP and Generally Accepted Auditing Standards (“GAAS”).
  • In one case, Mr. Hand served as a federal court-appointed neutral expert witness where he investigated and testified about issues involving international financial reporting standards, profit participation, net profit calculations and related partnership issues.  This project included coordinating and overseeing analysis of both U.S. and Taiwanese accounting books and records as well as testimony in federal court.
  • In his career, Mr. Hand has also been involved in the following types of dispute matters:
  • Allegations of fraudulent financial reporting
  • Allegations of improper financial reporting on long term contracts
  • Misappropriation of assets, including trade secrets
  • Breaches of contract
  • Revenue recognition principles
  • Working capital adjustments in connection with purchase price disputes
  • Allocation of costs
  • Calculations and evaluation of lost profit and economic damages claims
  • Professional partnership disputes
  • Professional malpractice
  • In providing Advisory Services, Mr. Hand has coordinated and supervised the work of various professionals, including KPMG industry professionals within and outside the United States as well as non-KPMG designated experts. Some of the skills that he brings to dispute matters include:
  • Assistance with discovery requests
  • Reconstruction of incomplete records
  • Analysis and interpretation of financial data and supporting documents
  • Expert witness testimony

Publications and Speaking Engagements

  • “Regulatory Trends, Fraud and Other Issues on The Horizon,” Presentation at The Practicing Law Institute Seminar, “Basics of Accounting for Lawyers: What Every Practicing Lawyer Needs to Know.” July 17, 2014.
  • “Fraud in the Financial Statements Is An Elusive Thing” article included in the Practicing Law Institute Course Handbook “Basics of Accounting for Lawyers 2013: What Every Practicing Lawyer Needs to Know.” July 18-19, 2013.
  • “Regulatory Trends, Fraud and Other Issues on the Horizon,” Presentation at The Practicing Law Institute Seminar, “Basics of Accounting for Lawyers: What Every Practicing Lawyer Needs to Know.” July 18, 2013.
  • “Keeping Corporate Fraud in the Cross Hairs - Tough Economic Times Can Lead Good People To Rationalize Inappropriate Behavior” The Metropolitan Corporate Counsel, August 2009. Co-author with Timothy P. Hedley.
  • “Tales from the Darkside”. Guest Speaker 2009 Fraud in Audit, Accounting and Tax Conference, California Society of CPA’s, Los Angeles, CA June 24, 2009 and San Francisco, CA June 25, 2009.
  • “Special Investigations”, Guest Speaker, 2009 Director’s College, Stanford, Palo Alto, CA June 23, 2009.
  • “Fraud Detection Strategies and Techniques in Today’s Economy”, Guest Speaker, International Foundation of Employee Benefit Plans, San Francisco, CA June 15, 2009.
  • “Gumshoes in the Boardroom – The audit committee’s role in handling allegations of fraud and misconduct”, Directorship magazine, October 2008.Co-author with Richard H. Girgenti.
  • “How to Manage Crisis Situations Effectively” Panel Member, Audit Committee Workshop 2008: What Audit Committee Members and Those Who Advise Them Need to Know Now, Practicing Law Institute, San Francisco, CA, July 30, 2008.
  • ”Internal Investigations”, Featured Speaker, KPMG Audit Committee Institute, Quarterly Webcast, June 27, 2008.
  • “Using Forensic Procedures and Specialists in Financial Statement Audits”, Guest Speaker, 2006 Fraud in Audit, Accounting and Tax Conference, California CPA Education Foundation, San Francisco, CA, June 22, 2006.
  • “Fraud Risk Considerations”, Guest Speaker, Audit Committee Fundamentals: Roles, Responsibilities and Resources, KPMG’s Audit Committee Institute, Irving, TX, June 20, 2006.
  • “The Audit Committee’s Role in Crisis Management”, Panel Member, The 2nd Annual Audit Committee Issues Conference: Planning the 2006 Agenda, Phoenix, AZ, February 20, 2006.
  • “The Audit Committee’s Role in Crisis Management”, Panel Member, The 2nd Annual Audit Committee Issues Conference: Planning the 2006 Agenda, Palm Beach, FL, February 19, 2006.
  • “Management Override of Internal Controls: The Achilles’ Heel of Fraud Prevention – The Audit Committee and Oversight of Financial Reporting”, Contributor, American Institute of Certified Public Accountants, 2005.
  • “Accounting Judgments, Estimates, and Restatements: Implications for Audit Committee Oversight”, Panel Member, KPMG Audit Committee Institute Roundtable, San Francisco, CA, November 16, 2005.
  • “Update on Revenue Recognition Rules for Software”, KPMG Audit Committee Institute’s 10th National Conference – The Practical and Tactical Art of the Deal in Software Licensing Agreements, San Francisco, CA, October 21, 2005.
  • “Fraud Risk Considerations”, Panel Member, KPMG Audit Committee Institute’s Public Company Audit Committee Membership Program, Chicago, IL, October 4, 2005.
  • “Predicting Earnings Management – Red Flags for Fraud”, Guest Speaker, 2005 AICPA National Conferences on Fraud and Litigation Services, Dallas, TX, September 29-30, 2005.
  • “Conducting a Forensic Investigation – Lessons from the Field”, Guest Speaker, Federal Bureau of Investigations’ CPA In-Service Training, Las Vegas, NV, July 19, 2005.
  • “The Role of the Audit Committee”, Panel Member, The D&O Advisor Corporate Governance Briefing, New York, NY, February 16, 2005.
  • “Avoiding The Next ENRON:Assessing The Risk of Financial Reporting Fraud”, Panelist, The 15th Annual Economic Crime Institute, Washington, DC, October 25, 2004.
  • “KPMG’s Audit Committee Institute Roundtable”, Workshop Moderator, Dates:May 25, 2004 – Seattle, WA; June 3, 2004 – Silicon Valley, CA; June 9, 2004 – Portland, OR; June 16, 2004 – San Francisco, CA.
  • “Fraud Risk Considerations”, Moderator at KPMG’s Audit Committee Institute Spring Roundtables, Seattle, WA; Portland, OR; Santa Clara, CA; and San Francisco, CA, May – June, 2004.
  • “Fraud Controls & Schemes”, Luncheon Keynote Speaker, 5th Annual Silicon Valley Financial Management Institute, Santa Clara, CA, May 13, 2004.
  • “Financial Reporting Fraud”, Presentation at Wells Fargo Bank’s U.S. Corporate Banking Sales Conference, Las Vegas, NV, February 12, 2004.
  • Glasser LegalWorks Litigation and Resolution of Complex Class Actions, “Current Issues in Securities Class Actions” – Panel, San Francisco, CA, December 3-4, 2003.
  • “Financial Reporting Fraud”, Presentation at Wells Fargo Bank’s High Yield Securities and Credit Risk Architecture Conference, Carmel, CA, November 14, 2003.
  • “Financial Reporting Fraud:Conducting a Forensic Investigation– Lessons From the Field,” Presentation at the Federal Bureau of Investigation Certified Public Accountants’ Specialized Criminal Investigations In-Service Training, Las Vegas, NV, May 13, 2003.
  • “Audit Committees:New Roles and Responsibilities”, Panelist, Sixth Annual Corporate Governance & Equity Offerings Conference/Anderson School at UCLA, Los Angeles, CA, March 26, 2003.
  • “New Standards of Corporate Governance Series, 2003 Annual Reporting SEC Rulemaking, NYSE and Nasdaq Corporate Governance Initiatives and Their Impact on the Annual Report, Proxy Statement and Annual Meeting.”Sponsored by KPMG LLP and Latham & Watkins, LLP, February 5, 2003.
  • “The New Standards of Corporate Governance – Scrutinizing the Impact of the Sarbanes-Oxley Act, New NYSE and NASDAQ Listing Standards and Related Developments.” Panelist, Complimentary Seminar Sponsored by KPMG LLP, Latham & Watkins, Marsh, and Bowne.Dates:September 23, 2002 – San Francisco, CA; September 24, 2002 – Los Angeles, CA; October 10, 2002 – Washington, DC; October 15, 2002 – Chicago, IL; and October 16, 2002 – New York, NY.
  • “Earnings Management.”Presentation at the Wells Fargo Bank 2002 High Yield Securities and Credit Risk Architecture Off-Site Meeting, November 15, 2002.
  • “Fraudulent Financial Reporting.”Presentation to the Fraud Section of the California Society of CPA’s, July 23, 2002.
  • “Corporate Governance & Crisis Management – Lessons from ENRON”, Panelist, The Practising Law Institute, July 12, 2002.
  • “Civil False Claims Act and Qui Tam Enforcement”, Speaker, American Bar Association, Washington, DC, November 30, 2001.
  • “2001 Advanced Fraud and Economic Damages Conference.”Co-Chair, California CPA Education Foundation, May 10-11, 2001.
  • “Roles of Forensic Accountants.”Presentation to the Western American Accounting Association, May 4, 2001.
  • “2000 Advanced Fraud and Economic Damages Conference.”Co-Chair, California CPA Education Foundation, May 10-11, 2001.
  • “Cooking the Books – Revenue Recognition and Earnings Management.”Moderator, Presentation at the California Education Foundation’s “2000 Advanced Fraud and Economic Damages Conference”, May 11-12, 2000.
  • “Basics of Accounting & Finance:What Every Lawyer Needs to Know.”Chair, Practising Law Institute Seminar, August 16-17, 1999.
  • GAAP and the Basic Financial Statements.”Chair, Presentation at the Practising Law Institute’s Seminar “Basics of Accounting & Finance:What Every Lawyer Needs to Know”, August 16, 1999.
  • “Accounting for the Deal.”Chair, Presentation at the Practising Law Institute’s Seminar, “Basics of Accounting & Finance: What Every Lawyer Needs to Know.”August 17, 1999.
  • “Y2K Opportunities for Experts.”Presentation to the Economic Damages Section of the California Society of Certified Public Accountants.November 10, 1998.
  • “Basics of Accounting & Finance:What Every Lawyer Needs to Know.”Chair, Practising Law Institute Seminar. August 17-18, 1998.
  • “GAAP and the Basic Financial Statements.” Presentation at the Practising Law Institute’s Seminar “Basics of Accounting & Finance:What Every Lawyer Needs to Know.”August 17, 1998.
  • “Fraud and Financial Statements.”Presentation at the Practising Law Institute’s Seminar “Basics of Accounting & Finance:What Every Lawyer Needs to Know.”August 18, 1998.
  • “Present Value Rates and Inflation Factors.”   Presentation at the Steering Committee Meeting of the California Society of Certified Public Accountants, Litigation Sections.   February 5, 1998.

Function and Specialization

Mr. Hand specializes in forensic accounting with experience in several industries, including but not limited to technology, software, manufacturing, consumer markets, government and  financial institutions.


Professional Associations

Former Member, Litigation Section Steering Committee, California Society of Certified Public Accountants

Former Chair, Economic Damages Section of the California Society of Certified Public Accountants – Litigation and Dispute Resolution Services Common Interest Member Section (May 2000 – April 2002)

Former Director, State Board, California Society of Certified Public Accountants

American Institute of Certified Public Accountants

California and Georgia Society of Certified Public Accountants

Former member of Board of Directors of California Pacific Hospital, Visiting Nurses-Hospice-Senior Center of San Francisco


Education, Licenses & Certifications

Bachelor of Business Administration with a major in Accounting, Georgia State University

Certified Public Accountant in California, New York, and Georgia (CPA)

Certified Fraud Examiner (CFE)

AICPA Certified in Financial Forensics (CFF)


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


Lyndsey C. Heaton
Hosie Rice LLP
San Francisco

Lyndsey C. Heaton’s general commercial litigation practice includes experience in securities,
intellectual property litigation, as well as contractual and business disputes. Lyndsey brings robust
advocacy and trial experience including playing a key role in a breach of contract and fiduciary duty
dispute successfully tried in 2012 to a $60 million award that is still awaiting final judgment.

Education
-Columbia University Law School, 2007, J.D.
-University of California, Berkeley, 2003, B.A.

Admissions
-California
-New York
-U.S. District Courts for the Eastern and Southern Districts of New York

Awards and Affiliations
-Member, Bar Association of San Francisco
-Member, Bay Area Lawyers for Individual Freedom
-Member, New York City Bar Association
-Young Alumni Representative, Board of the Columbia Center for Gender and Sexuality Law


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.