2005-06-07
Added · Updated
The Office of the Chief Accountant will not recommend enforcement action against Deloitte Touche Tohmatsu member firms for lack of independence if they separate legal practices in compliance with specific terms and conditions. These conditions require that no equity interests be retained, revenue sharing be forbidden, corporate governance be strictly separated, and shared services be limited to a maximum of five years. Transitional credit support is permitted only if removed within nine months of separation or one year from the letter date, and the use of DTT names is restricted to historical reference with a distinctive new identity adopted immediately.
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June 7, 2005
Deloitte Touche Tohmatsu LLP Attn: Mr. Charles A. Horstmann 1633 Broadway New York, NY 10019-6754
Dear Mr. Horstmann:
The staff has reviewed your letter of May 25, 2005 concerning Deloitte Touche Tohmatsu (“DTT” or “DTT Member Firm”) separation of various legal practices (individually, a “Separated Legal Practice”) from DTT. In your letter, you detail key terms of the transaction and conditions that DTT, including entities that have been considered part of DTT under Rule 2-01(f)(2) of Regulation S-X, will comply with in connection with the completion of the separation. Your letter concludes that, based on its compliance with those terms and conditions, the DTT Member Firm should not be considered to be “providing legal services” to, or to have a “mutuality or conflict of interest” or a “direct or material indirect business relationship” with, or a “direct financial interest or material indirect financial interest” in, any audit client (1) that also is a client of, or enters into a business relationship with, such Separated Legal Practice, or (2) in which such Separated Legal Practice invests.
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