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Co-Sourcing and

Outsourcing of the

Internal Audit

Function

Roundtable Discussion of

Strategic Alternatives

October 23, 2008

Today’s Discussion



Emerging role of Internal Audit

Success factors and reason to source

Internal Audit sourcing alternatives

Business Cases

About Jefferson Wells

Q&A

Emerging Role of

Internal Audit

Emerging Role of Internal Audit





Governance structure,

functional committee

set up, policy setting



management of Corporate

business risk Governance

and

Participate of

strategic

planning Risk Management and

Strategic Planning

Information

Protection,

accounting and

operations control

Base Level Internal Control Checking

Success Factors and

Reasons to Source

Success Factors



“Sourcing” Internal Audit works well when the following

conditions exist:

The mission is clearly articulated and objectives are mutually agreed upon

Internal Audit is considered important

Budget constraints drive need for flexibility

Rapid changes in the business

Turnover limits in-house resources

Specialized skills are necessary

Technology enhancements drive efficiency

Geographically disbursed operations

The investment is reasonable

Teaming approach

Why Leading Organizations Are

Sourcing



Allows management to focus on core competencies

To acquire needed skills

Subject matter or Systems expertise

Geographic needs



Innovative approaches

Need for flexibility regarding cost structure – variable vs.

fixed cost

Lower net cost, i.e., “value for money”

Access to technology/knowledge repositories

Talent Attraction / Retention / Total Life Cycle Hiring Costs

Internal Audit

Sourcing Alternatives

Sourcing Continuum – Sourcing

Alternatives



Full In-House

- Execution of internal audit

Full

program using only internal

In-House

resources



Full

Internal

Staffing







Co-Sourcing

- Outsource selected functions,

divisions, geographies, and/or

projects

Co-Sourcing



Full Outsourcing

- Delivery of all internal

audit services by a third

party



Limited

Internal

Staffing Full

Outsourcing



Sourcing Alternatives

Full In-House Model



Benefits Concerns

Highest degree of control over Internal Audit not a core competency

Internal Audit function Static resource model

High sense of Requires high level of management

organization connectivity time and attention

Knowledge of the company, Inability to own specialized resources

processes and people Increasing stakeholder expectations

Traditional structure for Board Investments necessary to redirect

and management the function

In-house talent training ground Continuous recruiting,

New hires bring new expertise training, methodology and

technology investments

Highest “fixed cost” model

Co-Sourcing Model



Benefits Concerns

Functional control remains in-house Provider’s organization and

Rapid response to needs and issues industry knowledge

Allows management to focus on Possible poor cultural fit

core competencies Shift from managing a department

Access to specialized resources to managing a relationship

Eliminates certain recruiting, training Dependent upon strong Chief

and employment costs Internal Audit Executive

Cost flexibility via “as needed” Staff continuity

resources (variable vs. fixed cost) Certain overhead and support

Access to service provider’s best costs remain

practices and technologies

Geographic coverage with reduced

travel costs

Overcomes scarcity of qualified

resources in the market

Ability to terminate the relationship

Full Outsourcing Model



Benefits Concerns

Highly cost-effective option Comfort level of Board of Directors

Allows management to focus on Knowledge of organization and

core competencies industry

Provider “owns” human resources Possible poor cultural fit

Provider is responsible for day-to- Management must “own” all

day administration of the function strategic decisions

and execution Internal Audit may have less

Client controls risk assessment and in-house linkage

audit plan Model may need to be adjusted to

Cost and skill set flexibility provide a source of executive talent

Highly specialized skill sets on as- Difficulty in re-establishing

needed basis in-house function

Global resource pool

State of the art technology/

knowledge sharing

Business Cases

Our Success Stories

Client

background Needs We provided & the Results

A NASDAQ listed The client required a co-sourcing Co-sourcing IA structure where Jefferson

company specializing in audit arrangement to execute Wells assists in planning and supports the

the production of their Asia-Pacific Audit Program. execution of Asia-pacific audit program. We

precision metal with They were experiencing high provided experienced auditors to supplement

annual turnover of levels of staff turn-over and high the audit team to perform both IA and SOX

US$421 million. costs associated with the audits. This allowed the company to better

recruitment, retention and retain the current audit staffing levels while

training of IA staff. minimizing on-going audit costs.

A NYSE listed company The group outsource its SOX The Hong Kong Office team up with the

specializing in filtration, testing to Jefferson Wells on a colleagues of our Japan Office and we

separations and global basis. In Asia, Hong Kong conduct the testing in a timely and

purifications technology Office is responsible for the SOX professional manner.

with annual turnover of testing in Japan.

US$2.6 billion With the participation of our native Japanese

speaking team member, the language barrier

between the local client and audit team is

avoided.

Our Success Stories

Client

background Needs We provided & the Results

An innovate Fortune Following an acquisition, the We developed and implemented a risk-

500 specialty chemical client found it lacked the right based internal audit strategy, which

company with kind of internal audit resources provided assurance to the company’s

manufacturing facilities to meet the needs of its newly Audit Committee and Board of Directors

in 20 countries and expanded organization, on the adequacy of internal controls in

annual turnover of US$4 specifically, the professional existing and new business units.

billion with sufficient domestic and

international knowledge and With the implementation of new risk-

expertise to employ a risk- based internal control strategy and

based internal audit approach methodology, the client’s internal audit

and methodology across the department now has a balanced approach

organization. to SOX compliance and a proven process

for performing internal audits in a period

of significant growth.

About

Jefferson Wells

About Jefferson Wells



 Founded in 1995 as Audit Force, to be credible alternative to Big 6 firms

for Internal Audit Services

 Name changed to Jefferson Wells in 1999. Initial concept expanded to

include Finance and Accounting, Technology Risk Management, and Tax

 Company acquired by Manpower in 2001, to be run as a wholly owned

subsidiary

 At present, 2500+ professionals based out of 54 offices located in 9

countries around the world.

 Average experience level is almost 18 years; minimum experience level is

5 years

 To date, we have served more than 4700 clients (including 50% of

Fortune500) and performed work in 30+ countries

About Jefferson Wells Asia



 Hong Kong office was set up in 2007 as regional hub

 Current client engagements include locations in Hong Kong, China,

South Korea and Japan

 Regional industry experience include banking, insurance, high-tech,

professional services, automotive, manufacturing, consumer products

 Main focus in Finance Operations and Internal Audit & Controls Solutions

 Existing capabilities include, but not limited to, the following:

– Internal Audit Outsource/Co-source

– Contract compliance & cost recovery audits

– SOX compliance

– Regulatory compliance

– Policies & procedures development

– Financial process improvement

– Shared services center

– Interim professional

– Investment accounting

– Project management

– Accounts reconciliation

Jefferson Wells Model



 No attestation work – avoids conflicts of interest

 Hire only Experienced Professionals – no trainees

– Salaried Professionals with deep industry and/or public accounting

backgrounds

– Extensive skill sets and cross-functional abilities

 High Value Proposition

– Flat, local, team based business model with no partnership overhead

– Highly competitive rates representing superior “value for money”

– Enterprise wide sharing of knowledge/best practices

 Focus on client needs – and client success

 Results-Driven

– Executing on our business model leads to positive references and

additional business opportunities

Questions/Discussion



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