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HomeMy WebLinkAbout151-07 RESOLUTIONRESOLUTION NO. 151-07 A RESOLUTION TO APPROVE AN ANNUALLY RENEWABLE FIVE YEAR CONTRACT WITH BKD, LLP IN THE AMOUNT OF $75,000.00 FOR THIS YEAR • • • • WHEREAS, the Accounting Division issued a Request for Qualifications for the outside, independent accounting firm to perform an annual audit of the City's books and ledgers; and WHEREAS, BKD, LLP was selected to continue as the City's independent auditor; and WHEREAS, BKD,LLP agreed to the attached contract for its auditing services at a cost of $75,000.00 for 2007.00. • NOW, THEREFORE, BE IT RESOLVED BY THE CITY .COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS - Section 1: That the City Council of the City of Fayetteville, Arkansas hereby approves the selection of BKD, LLP and approves the Contract (attached as Exhibit A) with BKD, LLP in the amount of $75,000.00 for 2007 audit and accounting work and advice pursuant to the contract and authorizes Mayor Coody to execute the contract. PASSED and APPROVED this 23rd day of August, 2007. APPROVED By: DAN COODY, Mayor Al PEST: By o`oviowillIff .K/TR�''." C,\-- `SG S.•- ••G\SY O,r •."X• z =U• • :FAYETTEVILLE: ;,�croc% %%%% SONDRA E .SMITH, City Clerk/Treasurer CONTRACT 2� This professional services contract is executed this aJ TAday of uti St, 2007 by and between the City of Fayetteville, Arkansas, hereinafter called the City, and BKD, LLP. WHEREAS, the City has issued a Request for Proposal for Independent Audit; and WHEREAS, BKD, LLP has submitted a proposal to provide such professional services; WITNESSETH: IN CONSIDERATION of mutual promises of the parties contained herein and other good and valuable consideration, the parties agree as follows: 1. BKD, LLP shall provide the City with the necessary professional services to audit all funds including those which are covered under the provisions of the Single Audit Act. 2. The term of the contract shall run from the date of execution and shall automatically renew each year, subject to budget approval by the governing body of the City, for such terms as are required to perform the contracted professional auditing services for the fiscal years ending December 31, 2007 through December 31, 2011. 3. The professional accounting services shall be provided in accordance with the terms and conditions set forth in the Request for Proposal, attached hereto and m arked Exhibit "A;" the Proposal to Provide Services, attached hereto and marked Exhibit "B;" and the Engagement Letter, attached hereto and marked Exhibit "C". Each of these Exhibits are hereby incorporated by reference as if set forth word for word in their entirety. 4. BKD, LLP shall be compensated for services rendered under this contract in accordance with the terms and conditions set forth in the Exhibits. No work shall be performed beyond the present scope of this contract without express prior approval by the governing body of the City. 5. The City or BKD, LLP shall have the right to terminate the contract upon 30 days written notice. 6. In the event of a conflict between any terms and conditions of this contract and the Exhibits, the terms and conditions of the Exhibits shall take precedence in the following order: this Contract, Exhibit "C", Exhibit "B" and Exhibit "A". 7. Neither party may assign any of its rights or delegate any of its obligations under this agreement, without the express written consent of the other. 8. It is agreed that the failure of any party to invoke any of the available remedies under this agreement or under law in the event of one or more breaches or defaults by any party under the agreement shall not be construed as a waiver of such provisions and conditions and shall not prevent the parties from invoking such remedies in the event of any future breach or default. 9. Each paragraph of this agreement is severable from all other paragraphs. In the event any court of competent jurisdiction determines that any paragraph or subparagraph is invalid or unenforceable for any reason, all remaining paragraphs and subparagraphs shall remain in full force and effect. 10. This agreement shall be interpreted according to and enforced under the laws of the State of Arkansas. 11. This agreement contains the entire agreement of both parties hereto, and no other oral or written agreement shall be binding on the parties hereto. This agreement supersedes all prior agreements, contracts and understandings of any kind between the parties relating to the subject matter hereof. This agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have executed this professional services contract on or as of the date first written above. ATTEST: =Us°%n: :FAYETTEVILLE; F. QJ�%skANSP° ‘ '''?"1N1,kcv& r� Sondra Smith, City Clerk CITY 0 _ FAYETTEVILLE Dan Coody, Mayor BKD, LLP By: ' •••- I ivr — laKO July 24, 2007 Audit Committee and City Council Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms. Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas 113 West Mountain Fayetteville, AR 72701 We are pleased to confirm the arrangements of our engagement and the nature of the services we will provide to the City of Fayetteville, Arkansas. ENGAGEMENT OBJECTIVES We will audit the basic financial statements of the City of Fayetteville, Arkansas as of and for the year ended December 31, 2007; in accordance with auditing standards generally accepted in the United States of America, the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States and U S Office of Management and Budget (OMB) Circular A-133, Audits of States, Local Governments and Nonprofit Organizations. The objectives of our audit are: ✓ Expression of an opinion on the conformity of your financial statements, in all material respects, with accounting principles generally accepted in the United States of America. ✓ Issuance of a report on your compliance based on the audit of your financial statements. ✓ Issuance of a report on your internal control over financial reporting based on the audit of your financial statements. ✓ Expression of an opinion on your compliance, in all material respects, with the types of compliance requirements described in the U. S. Office of Management and Budget Circular A- 133 Compliance Supplement that are applicable to each of your major federal award programs. 5000 Rogers Avenue, Suite 700 Fort Smith, AR 72903-2079 479.452.1040 Fax 479.452.5549 bkd.com 400 W. Capitol Avenue, Suite 2500 P.O. Box 3667 Little Rock AR 72203-3667 501.372.1040 Fax 501.372.1250 Beyond Your Numbers. 200 E. 11th Avenue P.O. Box 8306 Pine Bluff, AR 7161143306 870.5349172 Fax 870.534.2146 Praxity MEMBER• GLOBAL ALLIANCE OF INDEPENDENT FIRMS -2 - Audit Committee and City Council July 24, 2007 Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Intemal Services Director Ms Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas ✓ Issuance of a report on your internal control over compliance based on the audit of your compliance with the types of compliance requirements that are applicable to each of your major federal award programs. ✓ Issuance of a report on your schedule of expenditures of federal awards. We will also examine the written assertion about the compliance with certain Arkansas state acts made by the management of City of Fayetteville, Arkansas as of and for the year ended December 31, 2007, in accordance with attestation standards established by the American Institute of Certified Public Accountants. The objective of our examination is the expression of an opinion on the conformity of the subject matter of the assertion in all material respects, with the applicable criteria against which it is measured. Our report is intended solely for the information and use of the governing body, management and the State of Arkansas and is not intended to be and should not be used by anyone other than these specified parties. OUR RESPONSIBILITIES Auditing standards generally accepted in the United States of America, Government Auditing Standards and OMB Circular A-133 require that we plan and perfoim: ✓ The audit of the financial statements to obtain reasonable rather than absolute assurance about whether the fmancial statements are free of material misstatement, whether caused by error or fraud. ✓ The audit of compliance with the types of compliance requirements described in the OMB Circular A-133 Compliance Supplement applicable to each major federal award program to obtain reasonable rather than absolute assurance about whether noncompliance having a direct and material effect on a major federal award program occurred. Accordingly, a material misstatement or noncompliance having a direct and material effect may remain undetected. Our audit of the fmancial statements is designed to detect misstatements and noncompliance that, in our judgment, could have a material effect on the financial statements taken as a whole. Consequently, our audit will not necessarily detect errors or fraud resulting in an immaterial misstatement of the financial statements. Audit Committee and City Council Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms. Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas July 24, 2007 Likewise, our audit of compliance with the types of compliance requirements applicable to each major federal award program is designed to detect noncompliance having a direct and material effect on a major program. Consequently, our audit will not necessarily detect noncompliance having an indirect and material or an immaterial effect on any program. An audit also includes obtaining an understanding of internal control sufficient to plan the audit and to determine the nature, timing and extent of audit procedures to be performed An audit is not designed to provide assurance on internal control over financial reporting or on internal control over compliance or to identify reportable conditions. However, we will communicate to you any matter that comes to our attention that we consider a material weakness or significant deficiency. Because of the limits in any internal control structure, errors, fraud, illegal acts or instances of noncompliance may occur and not be detected. Also, in the future, procedures could become inadequate because of changes in conditions or deterioration in design or operation. Two or more people may also circumvent controls, or management may oven-ide the system. We are available to perform additional procedures with regard to fraud detection and prevention at your request, subject to completion of our normal engagement acceptance procedures. The actual terms and fees of such an engagement would be documented in a separate letter to be signed by you and BKD. If, for any reason, we are unable to complete our audit of the financial statements or our audit of compliance with the types of compliance requirements applicable to each major federal award program or are unable to form or have not formed an opinion; we may decline to express an opinion or decline to issue a report as a result of this engagement. If we discover conditions that . may prohibit us from issuing a , standard report, we • will notify you as well In such circumstances, further arrangements may be necessary to continue our engagement. YOUR RESPONSIBILITIES To facilitate our audit, management is responsible for making all financial records documentation and other financial and compliance related information available to us. At the conclusion of our engagement, management will provide to us a letter acknowledging certain responsibilities outlined in this engagement letter and confirming: • The availability of this information • Certain representations made during the audits for all periods presented • The written assertion • The effects of any uncorrected misstatements, if any, resulting from errors or fraud aggregated by us during the current engagement and pertaining to the latest period presented are immaterial, both individually and in the aggregate, to the financial statements taken as a whole Audit Committee and City Council Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms. Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas July 24, 2007 Management is responsible for fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America, for adjusting the financial statements to correct material misstatements and for identifying and ensuring compliance with the laws, regulations, contracts and grants applicable to your activities including your federal award programs Management is also responsible for establishing and maintaining effective internal control over financial reporting and compliance and setting the proper tone; creating and maintaining a culture of honesty and high ethical standards; and establishing appropriate controls to prevent, deter and detect fraud, illegal acts and instances of noncompliance. The results of our tests of compliance and internal control over financial reporting performed in connection with our audit of the financial statements may not fully meet the reasonable needs of report users. Management is responsible for obtaining audits, examinations, agreed-upon procedures or other engagements that satisfy relevant legal, regulatory or contractual requirements or fully meet other reasonable user needs OTHER SERVICES We may perform other services for you not covered by this engagement letter. You agree to assume full responsibility for the substantive outcomes of those services, including any findings that may result. You also acknowledge that those services are adequate for your purposes and that you will establish and monitor the performance of those services to ensure that they meet management's objectives Any and all decisions involving 'management functions related to those services will be made by you, and you accept full responsibility for such decisions. We understand that you will designate a management -level individual to be responsible and accountable for overseeing the performance of those services, and that you will have determined this individual is qualified to conduct such oversight. ENGAGEMENT FEES Our fees will be based on time expended plus charges for travel, long-distance telephone, copies, etc. and will not exceed $75.000. We will issue progress billings during the course of our engagement and our statements are due when received. Our fees are based upon the understanding that your personnel will be available to assist us. Assistance from your personnel is expected to include: • Preparing audit schedules to support all significant balance sheet and certain other accounts • Responding to auditor inquiries • Preparing confirmation and other letters • Pulling selected invoices and other documents from files • Helping to resolve any differences or exceptions noted -5 - Audit Committee and City Council Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms. Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas July 24, 2007 We will provide you with a detailed list of assistance needed before the audit begins. Our timely completion of the audit depends on your timely and accurate schedule and analyses preparation and on the availability of your personnel to provide other assistance. If there are inaccuracies or delays in preparing this material, or if we experience other assistance difficulties that add a significant amount of time to our work, our fees will increase. If these circumstances occur, we will promptly notify you to discuss alternative solutions and the impact on our fees. Our engagement fee does not include any time for post -engagement consultation with your personnel or third parties, consent letters and related procedures for the use of our reports in offering documents, inquiries from regulators or testimony or deposition regarding any subpoena. Charges for such services will be billed separately. The Auditing Standards Board of the American Institute of Certified Public Accountants, which promulgates generally accepted auditing standards, has recently issued eight new standards collectively known as the Risk Assessment Suite. The Risk Assessment Suite imposes new requirements significantly expanding information to be gathered about the entity being audited, its environment, risks it faces and how it controls those risks. The Suite also imposes new requirements significantly enhancing the rigor and detail of the process of assessing and developing responses to risks of material misstatement of the particular entity's financial statements as well as documentation thereof. z Our fees may also increase if ourduties or responsibilities are increased by rulemaking of any regulatory body or any additional new accounting or auditing standards. We will consult with you in the event any other regulations or standards are issued that may impact our fees. If our invoices for this or any other engagement you may have with BKD are not paid within 30 days, we may suspend or terminate our services for this or any other engagement In the event our work is suspended or terminated as a result of nonpayment, you agree we will not be responsible for any consequences to you. OTHER ENGAGEMENT MATTERS AND LIMITATIONS Our workpapers and documentation retained in any form of media for this engagement are the property of BKD We can be compelled to provide information under legal process In addition, we may be requested by regulatory or enforcement bodies to make certain workpapers available to them pursuant to authority granted by law or regulation. You agree that we have no legal responsibility to you in the event we provide such documents or information. Audit Committee and City Council Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms. Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas July 24, 2007 You agree to indemnify and hold harmless BKD and its personnel from any claims, liabilities, costs and expenses relating to our services under this agreement attributable to false or incomplete representations by management, except to the extent determined to have resulted from the intentional. or deliberate misconduct of BKD personnel. You agree that any dispute regarding this engagement will, prior to resorting to litigation, be submitted to mediation upon written request by either party. Both parties agree to try in good faith to settle the dispute in mediation. The American Arbitration Association will administer any such mediation in accordance with its Commercial Mediation Rules. The results of the mediation proceeding shall be binding only if each of us agrees to be bound. We will share any costs of mediation proceedings equally. If any provision of this agreement is declared invalid or unenforceable, no other provision of this agreement is affected and all other provisions remain in full force and effect. This engagement letter represents the entire agreement regarding the services described herein and supersedes all prior negotiations, proposals, representations or agreements, written or oral, regarding these services It shall be binding on heirs, successors and assigns of you and BKD We may from time to time use third -party service providers in serving your account. We may share confidential information about you with these service providers, but remain committed to maintaining the confidentiality and security of your information. Accordingly, we maintain internal policies, procedures and safeguards to protect the confidentiality of your information In addition, we will secure confidentiality agreementswith all service providers to maintain the confidentiality of your information In the event that we are unable to secure an appropriate confidentiality agreement, you will be asked to provide your consent prior to the sharing of your confidential information with the third -party service provider. We will, at our discretion or upon your request, deliver financial statements or similar documents to you electronically via floppy disk, CD-ROM, e-mail or other mechanism. You recognize and accept the risk involved, particularly in e-mail delivery as the Internet is not necessarily a secure medium of communication as messages can be intercepted and read by those determined to do so. You agree you will not modify these documents for internal use or for distribution to third parties. You also understand that we may on occasion send you documents marked as draft and understand that those are for your review purpose only, should not be distributed in any way and should be destroyed as soon as possible. -7 - Audit Committee and City Council July 24, 2007 Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms. Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas If you intend to include these financial statements and our report in an offering document at some future date, you agree to seek our permission to do so at that time. You agree to provide reasonable notice to allow sufficient time for us to perform certain additional procedures. Any time you intend to publish or otherwise reproduce these financial statements and our report and make reference to our firm name in any manner in connection therewith, you agree to provide us with printers' proofs or masters for our review and approval before printing or other reproduction. You will also provide us with a copy of the final reproduced material for our approval before it is distributed. Our fees for such services are in addition to those discussed elsewhere in this letter. You agree to notify us if you desire to place these financial statements or our report thereon on an electronic site, such as the World Wide Web. You recognize that we have no responsibility as auditors to review information contained in electronic sites. BKD is a registered limited liability partnership under Missouri law. Under applicable professional standards, partners of BKD, LLP have the same responsibilities as do partners in a general accounting and consulting partnership with respect to conformance by themselves and other professionals. in BKD with their professional and ethical obligations. However, unlike the partners in a general partnership, the partners in a registered limited liability partnership do not have individual civil liability, directly or indirectly, including by way of indemnification, contribution, assessment or otherwise, for any debts, obligations or liabilities of or chargeable to the registered limited liability partnership or each other, whether arising in tort, contract or otherwise. HIPAA BUSINESS ASSOCIATE AGREEMENT We agree not to use or disclose Protected Health Information of your employees (hereinafter referred to as "PHI") obtained or produced in any form of media during the course of our work, other than for purposes of (a) performing our engagement, (b) management and administration of BKD, or (c) carrying out legal responsibilities of BKD We represent to you that we have implemented what we consider to be appropriate administrative, physical and technical safeguards to protect the confidentiality, integrity and availability of that PHI. With respect to your PHI, we will report to you any material security incident or use or disclosure not authorized by this agreement and, to the extent practical, assist you in mitigating any harmful effects caused by material security incidents or unauthorized uses or disclosures of which we have knowledge. We agree that any material violation of these confidentiality provisions entitles you to terminate this engagement. -8 - Audit Committee and City Council Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas BKD agrees to: July 24, 2007 1. Upon their request, make available to the Secretary of Health and Human Services our internal practices and books and records relating to the use and disclosure of PHI for purposes of determining your compliance with the Security and Privacy Rule, subject to any applicable legal privileges. To the extent we maintain information that is part of a Designated Record Set, make available information necessary for you to make an accounting of disclosures of PHI about an individual. 3. To the extent we maintain information that is part of a Designated Record Set, make available information necessary for you to respond to requests by individuals for access to PHI that is not in your possession but is considered part of a Designated Record Set. 4. Upon receipt of a written request from you, incorporate any amendments or corrections to PHI contained in our workpapers in accordance with the Security and Privacy Rule to the extent such PHI is considered part of a Designated Record Set. For purposes of this agreement, the term "Security and Privacy Rule" refers to the final rules published to implement the Administrative Simplification provisions of the Health Insurance Portability and Accountability Act of 1996, specifically 45 CFR Parts 160 and 164. The terms "Protected Health Information" and "Designated Record Set" have the same meaning as defined in the Security and Privacy Rule. • At the conclusion or termination of this engagement, any PHI retained by us will be subject to the same safeguards as for active engagements. We will obtain from any agents, including subcontractors, to whom we provide PHI received from you, or created or received by us on behalf of you, an agreement to the same restrictions and conditions that apply to us with respect to such PHI To the extent that any relevant provision of HIPAA is eliminated or held to be invalid by a court of competent jurisdiction, the corresponding portion of this agreement shall be deemed of no force and effect for any purpose. To the extent that any relevant provision of HIPAA is materially amended in a manner that changes the obligations of business associates or covered entities that are embodied in term(s) of this engagement, the Parties agree to negotiate in good faith appropriate amendment(s) to this engagement to give effect to such revised obligations In addition, the terms of this engagement should be construed in light of any interpretation and/or guidance on HIPAA issued by HHS from time to time. -9 - Audit Committee and City Council Honorable Dan Coody, Mayor Mr. Paul Becker, Finance and Internal Services Director Ms Marsha Farthing, Accounting Manager City of Fayetteville, Arkansas July 24, 2007 If the above arrangements are acceptable to you, please sign the enclosed copy of this letter and return it to us. BKD, LLP The services and arrangements described in this letter are in accordance with our understanding and are acceptable to us. CITY OF FAYET EVILLE, ARKANSAS BY TITLE DATE Marsha Farthing Submitted By City of Fayetteville Staff Review Form City Council Agenda Items and Contracts, Leases or Agreements 8/21/2007 City Council Meeting Date Agenda Items Only Accounting and Audit Division Action Required: Finance Department Approval of a five year contract with Baird, Kurtz & Dobson, LLP (BKD) for independent audit services and approval of the 2007 year audit engagment letter. $75,000 Cost of this request allocated to various funds Account Number Project Number Budgeted Item x Category / Project Budget Funds Used to Date Remaining Balance Budget Adjustment Attached Program Category / Project Name Program / Project Category Name Fund Name Department Director City omey Y4inrnceDireorsi� Mayor E -7 —0 7 Date ale/O1 Date Date Date Previous Ordinance or Resolution # Original Contract Date: Original Contract Number: Comments: Revised April 16, 2007 WINK:le THE CITY OF FAYETTEVILLE, ARKANSAS To: Mayor Dan Coody and the Fayetteville City Council Thru: Paul Becker, Finance Director From: Marsha Farthing, Accounting Director Date: Augusta, 2007 Subject: Annual Audit Recommendation Approval of a resolution approving a five year contract with Baird, Kurtz & Dobson (BKD), LLP for independent audit services for 2007 through 2011 and approval of the 2007 year audit engagement. Background In August 2002 the City Council passed Resolution 124-02 approving a five year contract with Baird, Kurtz & Dobson (BKD), LLP, to provide independent audit services for the City. BKD was selected for another five years of audit services through the City's RFP process on July 20, 2007. Discussion The City is required, under Arkansas statutes and applicable bond issues, to have an annual financial audit conducted by either Legislative Audit or a Certified Public Accounting firm licensed' in Arkansas: Because of the requirements of bond indentures, the City has for the past thirty plus years utilized the services of a private CPA firm to perform these mandated financial audits. BKD was selected by the City following the applicable rules and regulations concerning the procurement of auditing services. The City entered into a five-year agreement in August 2002 and selected BKD for another five years through the RFP process in July 2007. Under thisdontract BKD"will provide an annual audit of the City's financial statements and a review'of the City's internal control system as required by state law. In addition to the financial audit, BKD also issues a report on internal control and compliance requirements for major federal award programs as required by the Single Audit Act. The single audit is the primary mechanism used by federal agencies to ensure accountability for federal awards to non-federal entities. 113 WEST MOUNTAIN 72701 479-521-7700 FAX , 479-575-8257 • Finally, BKD also provides technical assistance to the City in producing the Comprehensive Annual Financial Report (CAFR). The CAFR includes the City's financial statements as well as statistical information required by the City's bond covenants. Budget Impact The cost of the 2007 audit is $75,000. The audit will be budgeted in General Fund but the costs will be allocated to the various funds of the City. RESOLUTION NO. A RESOLUTION TO APPROVE AN ANNUALLY RENEWABLE FIVE YEAR CONTRACT WITH BKD LLP IN THE AMOUNT OF $75,000.00 FOR THIS YEAR WHEREAS, the Accounting Division issued a Request for Qualifications for the outside, independent accounting firm to perform an annual audit of the City's books and ledgers; and WHEREAS, BKD, LLP was selected to continue as the City's independent auditor; and WHEREAS, BKD,LLP agreed to the attached contract for its auditing services at a cost of $75,000.00 for 2007.00. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS - Section 1: That the City Council of the City of Fayetteville, Arkansas hereby approves the selection of BKD, LLP and approves the Contract (attached as Exhibit A) with BKD, LLP in the amount of $75,000.00 for 2007 audit and accounting work and advice pursuant to the contract and authorizes Mayor Coody to execute the contract. PASSED and APPROVED this 21st day of August, 2007. APPROVED: ATTEST: • By: By: DAN COODY, Mayor SONDRA E SMITH, City Clerk/Treasurer CONTRACT 4 /� This professional services contract is executed this c(-- day of Ptui Si 2007 by and between the City of. Fayetteville, Arkansas, hereinafter called :i to City, and BKD, LLP. WHEREAS, the City has issued a Request for Proposal for Independent Audit; and WHEREAS, BKD, LLP has submitteda proposal to provide such professional services; WITNESSETH: IN CONSIDERATION of mutual promises of the parties contained herein and other good and .valuable consideration, the parties agree as follows: 1. BKD,. LLP -shall provide .the City with the necessary professional services to audit allfunds including those, which are covered under the provisions of the Single Audit Act. 2. The term of the contract shall: run from the date of execution and shall automatically renew:each year, subject to budget approval by the governing body of the. City, for such terms- as are required to perform the contracted professional auditing services for the fiscal years ending December 31, 2007 through. December 31,2011. 3. The professional accounting services shall be provided in accordance with the terms -and conditions set 'forth in the:Request for Proposal, attached hereto. and m arked Exhibit ."A; the: Proposal to Provide Services, attached hereto and marked Exhibit "B,' and .the Engagement Letter, attached hereto arid marked - Exhibit "C". Each of - these'Ezliibits are-hereby•incorporated by reference as if set forth word for wordin their entirety: 4. BKD, LLP shall ,be compensated for services rendered under this contract in accordance, with the. terms and conditions set forthin the Exhibits. No work shall be performed beyond the present scope of this contract without express prior approval bythe governing`body.of the City. 5. The City or BKD; LLP shall have the right -to -terminate the contract upon 30 days written notice 6. hi the .event of a conflict between any terms and conditions of this contract and the Exhibits, the terms -and conditions of the Exhibits shall. take 'precedence in the 'following order: this Contract, Exhibit "C", Exhibit. "B' and Exhibit "Aft. 7.. Neither party -may assign any of its rights or delegate any of its; obligations under this agreement, without the express written consent of the other. 8. + itis agreed:that'the failure of; any party to invoke any of. the available:' remedies under this agreement or under law in the event of one or more breaches or defaults by any party under the agreement shall not be construed as a waiver of such provisionsand conditions and 'shall not prevent theparties from zinvoking -such remedies in the event of any future breach or default. 9. '` Each paragraph of this agreement is severable from all other paragraphs. In the event any court of competent jurisdiction determines that any paragraph or subparagraph is invalid or unenforceable for any reason, all remaining paragraphs and subparagraphs shall remain in full force and effect. 10. This agreement shall` be interpreted according to and enforced under the laws of the State of. Arkansas.. 11. This agreement contains the entire agreement of both parties hereto, and no other oral or written agreement shall be binding on the parties hereto. This agreement supersedes all prior agreements, contracts and understandings of any kind between ;the parties,relating;to the subject matter Hereof. This agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have executed this professional. services contract on or as of the date 'first written above. • ATTEST: CITY OF FAYE'11 EVILLE Dan Coody, Mayor • Sondra Smith, City Clerk dp BKD, LLP CONTRACT aJ This professional' seri/ices .contract is executed this day of flel & i' & , 2007 by and between the City of Fayetteville, Arkansas, hereinafter called the City,. and BKD, LLP. WHEREAS,: the City has issued a Request for Proposal for Independent Audit; and, WHEREAS, BKD, LLPhas submitteda. proposal to provide such professional services; WITNESSETH: IN CONSIDERATION of mutual promises- of the parties contained herein and other good and valuable consideration, the :parties agree as follows: 1. :BKD,, LLP: shall, provide .the City with the necessary professional services toauditall funds including those: which are covered under the provisions of the Single Audit Act. 14, 2. The tern of the contract shall run from the date of execution and shall automatically renew each year, subject to budget approval by the governing body of the Cit}, for such'terms as are required to perform the contracted professional auditing -services for the fiscalyears ending December 31, 2007 through December 31 2011: 3. The With the terms and conditions set forth in the Request for Proposal, attached herete. and marked Exhibit 'A;" ;the Proposal. to Provide Services, attached hereto arid marked Exhibit "B;" and the Engagement_ Letter, attached hereto and marked: Exhibit "C". Each of'these Ezlibits are hereby."incorporated by reference"as if set forth word for word in thea entirety, , 4. BKD,LLP shall be_compeinsated for services rendered under this contract in accordance with.the terms aind conditions setforth in the Exhibits. .No work shall-be'performed` beyond 11ie present scope of this contract without' express'" prior approvalby thegoverning'body of the City. 5. The City or BKD, LLP shallhave the right toffterminate the Contract upon 30 days written notice:, , - 6. .A- In the event of a conflict between any terms and conditions_. ofthis Contract and the Exhibits, `thecterms and conditions of the 'Exhibits shall: take' F. precedence iri the following order this- Contract, Exhibit. "C"; •Exhibit `B' and Exhibit "A". - ' 7. Neither party may assignany of its rights or delegate any of its obligations under this.agreement, without the express written consent of the other. 8. It is agreed that the failure of any party to invoke any of the available. remedies under this agreement or under.law in the event of one or more breaches or defaults by any party under the agreement shall not be construed as a waiver. of such provisions and conditions and shall not prevent the parties from invoking such remedies in the event of any future breach or default. 9. Each paragraph of this agreement is severable from all other paragraphs. In the event any court of competent jurisdiction determines that any paragraph or subparagraph is invalid or unenforceable for any reason, all remaining paragraphs and subparagraphs shall remain in full force and effect. 10. This agreement -shall -be interpreted according to and enforced under the laws of the State of Arkansas. 11. This agreement contains the entire agreement of both parties hereto,` and no other oral or written agreement shall be binding on the parties hereto: This agreement supersedes all prior agreements, contracts and understandings of any kind between the parties relating to the subject matter hereof. This agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall: constitute one andthe same instrument. IN WITNESS WHEREOF,'.the:parties hereto have executed this professional services contraction or as of the date first written above. ATTEST: Sondra Smith; Crty, Clerk CITY OF FAYETTEVILLE Dan Coody, Mayor BKD, LLP • By: AR'K,AISIS AS I CITY OF FAYETTEVILLE 113 W. Mountain St. Fayetteville, AR 72701 REQUEST FOR PROPOSAL RFP #07-10 Independent Financial Auditor RFP #: 07-10 DATE ISSUED: Friday, June 22, 2007 DEADLINE: Friday, July 13, 2007 at 2:00 PM, Central Standard Time PURCHASING AGENT: Andrea Foren, 479.575.8220, atoren@ci.fayetteville.ar.us PROPOSAL DELIVERY ADDRESS: City of Fayetteville, Purchasing Division — Room 306, 113 W. Mountain, Fayetteville, AR 72701 City of Fayetteville, Arkansas RFP 07-10, Independent Financial Auditor Page 1 of 10 City of Fayetteville RFP 07-10, Independent Financial Auditor Terms & Conditions The City of Fayetteville will receive sealed technical and fee proposals until 2:00 PM, Central Standard Time (CST), Friday July 13, 2007, for the above referenced services which are described in the schedules attached hereto. Packaging and sealed envelopes shall be labeled "RFP 07-10, Independent Financial Auditor" with the name of the submitting firm. . 2. Any questions and/or specifications that may need clarification should be submitted in writing and forwarded to the Purchasing Agent at the referenced contact information prior to this proposal opening date. It shall be the Proposers' responsibility to seek clarification as early as possible prior to the opening of proposals. 3. The person, firm, or corporation participating in this solicitation shall submit its technical and fee proposals on or before the hour and day stated above. No proposal may be withdrawn or modified in any way after the deadline for proposal openings. 4. The Proposers' response shall include a technical proposal and fee proposal with all other information requested in this Request for Proposal (RFP). The fees listed in such fee proposal shall be the full cost to the City of Fayetteville for the complete services listed in this request for proposal. 5. These instructions are an integral part of any proposal. 6. The City of Fayetteville reserves the right to reject any or all proposals, wave informalities, and make an award, in the best interest of the City. 7. Proposers are advised to examine all documents and current parameters of the services in becoming fully informed as to their conditions. This includes the conformity with specific standards and the character, quality and quantity of the reports and services required. Failure to examine these areas will not relieve the successful Proposer of his obligation to furnish all deliverables and• services necessary to carry out the provisions of the contract. , 8. This contract will be awarded, if awarded, to the most responsive and responsible Proposer according to the criteria provided in this RFP. , 9. The City of Fayetteville will consider the degree to which each Proposer has submitted a complete Technical and Fee Proposal without irregularities, excisions, special conditions, or alternative proposals for any item unless specifically requested in the RFP. 10. It is the responsibility of the Proposer to have its sealed proposal at the Purchasing Agents Office prior to the time of opening; Proposals received after the scheduled deadline time and date will remain unopened and will not be considered. 11. The following address should be used on the outside of the envelope containing the proposals: CITY OF FAYETTEVILLE Purchasing Division - Room 306 113 W. Mountain Fayetteville, AR 72701 City of Fayetteville, Arkansas RFP 07-10, Independent Financial Auditor Page 2 of 10 12. Each Proposer shall submit one (1) original and seven (7) copies of its technical and fee proposal. An electronic copy of all submitted documents shall be submitted on a properly labeled CD. The use of documents formatted for Adobe (PDF) is highly recommended. ' City of Fayetteville, Arkansas RFP 07-10, Independent Financial Auditor Page 3 of 10 City of Fayetteville RFP 07-10, Independent Financial Auditor Project Information The City of Fayetteville invites proposals to audit the financial statements of the City for fiscal years ended December 31, 2007 to 2011, including all funds which are included under the provisions of the Single Audit Act. A. At any point in the selection process, the Proposer may be requested to submit information supplemental to the proposal. Upon opening the proposals, the selection committee, which will be comprised of the Audit Committee and various Finance staff, will convene to evaluate the proposals on the basis of the criteria described below. Interviews maybe held with the three firms deemed to be the most highly qualified to provide the services required. A contract will be negotiated with the firm ranked the best qualified by the selection committee. If the selection committee is unable to negotiate a satisfactory contract with the top ranked firm, negotiations with that firm shall be terminated, and negotiations will begin with the next highest ranked firm. Once a recommendation is reached by the selection committee, the selection will be presented to the City Council for their approval. The City's 2006 Comprehensive Annual Financial Report (CAFR) and 2007 Annual Budget and Work Program are available on the City's website, as listed below. If you need assistance in retrieving the CAFR or information on the City's Annual Budget & Work Program, please contact Andrea Foren at 479-575-8220 or aforen@ci.fayettevili.e.ar.us. The documents can be found at the City's website of www.accessfayettevjlle.org. CAFR: Documents (Accounting & Audit) Annual Budget & Work Program: Documents (Budget & Research) The following tentative timetable has been established for the completion of the award of an audit contract: Advertisement for Proposals • Deadline for Proposals Selection Committee Meeting Interviews with short listed firms Deadline to City Clerk for Council City Council Meeting June 22"d July 13th July 20th (short list firms for interviews) August 9th (afternoon) & 10th (morning) August 17th September 4th •let ru City of Fayetteville, Arkansas RFP 07-10, Independent Financial Auditor Page 4 of 10 B. Mandatory requirement for each submitting firm: 1. The firm must be a Certified Public Accounting firm properly licensed to practice in the State of Arkansas. 2. The firm must meet the independence standards of the US General Accounting Office's Government Auditing Standards. 3. The Proposer shall procure, and shall maintain during the life of this contract, professional liability insurance in the amount of $1,000,000 combined single limit. Certificates of insurance stating coverage indicated above must be delivered to the Purchasing Manager prior to issuance of Notice to Proceed with this proposal. C. Audit Contact Any questions concerning this RFP should only be directed to: Andrea Foren Purchasing Agent 113 W. Mountain Fayetteville, AR 72701 (479) 575-8220 aforen @ci.fayetteville.ar.us D. Reservation of Right of Rejection The City of Fayetteville reserves the right to reject any or all proposals when it is in the best interest of the City as determined by the selection committee. II. AUDIT OBJECTIVES AND SCOPE OF SERVICES A. There are two objectives of the services covered by this RFP. Each responder must consider each of these objectives separately and reflect such treatment in the proposal: 1. To express an opinion on the fair presentation of its basic financial statements in conformity with generally accepted accounting principles. 2. To assist in the review of the CAFR of the City of Fayetteville in order for the City to receive the Certificate of Achievement for Excellence in Financial Reporting presented by the Government Finance Officers Association (GFOA). The auditor will be expected to comply substantially with GASB reporting standards in all work associated with the audit and submission of the CAFR. B. The audits will be conducted in accordance with Generally Accepted Auditing Standards, as well as the following guidelines and requirements: City of Fayetteville, Arkansas RFP,07-10, Independent Financial Auditor Page 5 of 10 1. AICPA Industry Audit and Accounting Guide - Audits of State and Local Governmental Units 2. US General Accounting Office's Government Auditing Standards 3. Audits of State and Local Governments and Non-`Profit'Oganizations-OMB Circular A-133 4. Grants and•Cooperative Agreements with State and Local Governments -OMB Circular A-102 5. OMB Compliance Supplement for Single Audits of State and Local Governments 6. Applicable laws of the State of Arkansas The Arkansas Legislative Joint Auditing Committee has exempted the City of Fayetteville from the record keeping requirements of Act 159 of 1973. C. The periods to be covered are the City's fiscal years ending December 31, 2007, 2008, 2009, 2010, and 2011. A contract will be awarded for all five years upon approval of the City Council with the consent of the proposer in accordance with the terms of the proposal. Each year of the contract shall be contingent upon satisfactory performance and funds being appropriated. Should funds not be appropriated, the contract would be canceled for any remaining years. D. The independent auditor is expected to provide assistance in interpreting financial reporting requirements. It will be the auditor's responsibility to proofread, cross check, and critique the entire CAFR document in addition to auditing the numbers and disclosures contained therein. The auditor shall provide all comments on the CAFR to the City by May 15 of each year. m� The CAFR will be published in final form and distributed to GFOA by June 30 of each year. E. The auditor in charge shall conduct an entrance and an exit conference with the Audit Committee. Year end field work shall be completed by May 1. Prior to June 15 of each year, the auditor will issue a management letter. Where appropriate, recommendations for system improvements are to be included and the Auditor may be requested to provide assistance to implement recommendations. A draft of this letter should be submitted for review by the City before final copies are prepared. F. Interest of Auditor: Auditor covenants that neither it nor any of its members has any interest and shall not acquire any interest, direct or indirect, financial or otherwise, that would conflict in any manner or degree with performance of service hereunder. Auditor certifies that no one in their firm has or will have, during the course of the firm's audit contract, any financial interest under this agreement as an officer or employee of the City. G. Non -Assignability: Both parties recognize that this proposal is one for personal services and cannot be transferred, assigned, or sublet by either party without prior written consent of the other. City of Fayetteville, Arkansas RFP 07-10, Independent Financial Auditor Page 6 of 10 H. Worker's Compensation: By executing an agreement, Auditor certifies that it is aware of the provision of A.C.A. §11-9-401, which requires every employer to pay or provide compensation for an employee's disability or death from injury arising out of or in the course of employment and certifies that it will comply with such provisions before commencing the performance of the work of this proposal. I. Miscellaneous provisions: 1. Periodic progress billings may be submitted as work progresses, but not more often than monthly and not more than 75% of the estimated cost of audit services will be paid during the yearly audit period. The remaining 25% will be paid upon delivery of the completed audit. The total progress billings must be itemized based on the amount of time expended on each fund. 2. The auditor shall keep the City advised of pending and actual changes in financial disclosures, accounting practices, and reporting guidelines which would impact the City and its financial records, and shall be available for consultation and clarification of such matters. III. DESCRIPTION OF THE GOVERNMENTAL ENTITY AND ITS ACCOUNTING SYSTEM A. The City of Fayetteville is a municipality in the State of Arkansas. The City currently has a General Fund which is the main operating fund for the City, seven special revenue funds, three debt service funds, five capital projects funds, four enterprise funds, one internal service fund, two trust funds, and two discretely presented component units. B. All intergovernmental grants, entitlements, and shared revenues will be included under the single audit concept. . C. The laws of the State of Arkansas require an operating budget for the General Fund. This budget is disclosed in the CAFR and reflects all approved amendments. All other governmental funds which have an adopted budget shall be disclosed in the. same manner with appropriate disclosures for any governmental funds which do not have an adopted budget. D. Description of the Automated Accounting Systems 1. The City has an Information Technology division which consists of thirteen full time employees: an information technology manager, a senior programmer/analyst, a systems administrator, a network engineer, a business systems analyst, a systems analyst, a database administrator, a GIS coordinator, four GIS technicians, and a property location analyst. Assistance from this division in obtaining necessary reports and data can be obtained on a scheduled basis. 2. Currently, the City is utilising the following New World Systems software modules on an IBM iSeries AS/400 Model 720: o. , City of Fayetteville, Arkansas REP 07-10, Independent Financial Auditor Page 7 of 10 a. Financial Management Software: general ledger, budgetary accounting, annual budget processing, accounts payable, purchasing and encumbrance control, requisition processing, revenue accounting/cash receipts, billing and receivable, fixed assets, integrated inventory/purchasing, and cash register interface. b. Human Resources Software: payroll with base personnel module and advanced personnel module. c. Utility Management Information System Software: water/sewer/other module automatic PC meter read, and LogosNet.toGov utility web payment processing module. d. Animal Licensing Software. e. Parking Tickets Module. 3. The District Court utilizes Virtual Justice software developed by MSI Consulting Group, LLC. The software is Microsoft Sequel based application running on an IBM xSeries server. 4. The Fleet Division uses FASTER software developed by CCG Systems, Inc. The system is Microsoft Sequel based and is used to manage the majority of City vehicles and equipment. 5. The City utilizes software developed by Hansen Information Technologies, Inc., for management of assets, work orders, customer service requests, building permits, building inspections, and code enforcement. The software is Microsoft Sequel based application running on an IBM xSeries server. 6. The City has a LAN/WAN which connects all servers, personal computers, and peripheral devices across twenty locations. "` 7: The City has personal computers, connected with the IBM iSeries AS/400 through the LAN, which use the standard Microsoft XP Office software and various other software packages, including the following: a. Microsoft Excel spreadsheet software b. Microsoft Word word processing software c. Paradox database software d. Access database software 8. The Police, Fire and Central Dispatch divisions utilize an IBM iSeries AS/400 and New World Systems Public Safety software. E. Office space is available for audit staff use. Access is available to a telephone, the internet, and a copier. IV. TECHNICAL QUALIFICATIONS AND APPROACH The format of the proposal may be styled at the discretion of the auditor. However, all proposals will address each of the following items in the order presented: A. Qualifications of the firm and its coordinating office in performing governmental audits 15% 1. Describe the firm's strengths, audit philosophy, and strategy for the future. City of Fayetteville, Arkansas RFP 07-10, Independent Financial Auditor Page 8 of 10 2. List any members of the firm which are nationally recognized professionals in public finance or government accounting, such as members of the executive boards of committees of the GFOA or GASB. 3. Describe the fine's affirmative action plan and how minorities are placed in the firm. 4. Disclose material lawsuits in progress (or in the past) against the firm; disclose any indictments, criminal penalties, sanctions, etc. B. Experience, competence, and capacity for performance of the firm and its coordinating office in governmental audits 30% 1. Qualifications of the Coordinating Office: a. State whether the office is part of a national, regional, or local accounting firm. b. List the number of partners, managers, supervisors, and staff located in the coordinating office in the audit, tax, and management consulting divisions. c. List the address of the firm and any coordinating offices that will be working on the audit. d. Describe the extent of statistical and computer assisted audit techniques used in governmental audits including the use of electronic work papers. e. Describe the organization of the audit staff. 2. Availability and qualifications of the assigned individuals: a. List the partners, managers, and supervisors who will be assigned to the engagement. Please provide specific qualifications of these individuals in municipal accounting and auditing. On your list, include education, position in the firm, and years and types of experience. b. Describe specialized skills, training, or background in public finance and governmental accounting of the assigned individual staff members. c. Address theavailability of staff members both during the audit and throughout the year for consultation. Include an explanation of the plan your firm has to commit the necessary resources to ensure completion of the audit work by the due dates. 3. Description of the firm's internal quality control procedures: a. Outline the levels of review to which work papers are subjected. b. Describe any disciplinary action imposed by the AICPA, State Boards of Public Accountancy, State Societies of CPAs, or Securities and Exchange Commission during the past three years indicating any involvement of the coordinating office. c. Describe results of recent peer review and its status under the Peer Review Program. City of Fayetteville, Arkansas RFP 07-10, Independent Financial Auditor Page 9 of 10 C. Proposed method of performing audit 20% 1. sDescribe the audit plan in general and specify areas that in your opinion may require particular audit emphasis. 2. Explain the firm's understanding of the audit work that is to be performed for the City of Fayetteville. 3. Describe in detail the type of personnel assistance (hours, level of staff, etc.) that the City would be expected to provide and how this would be coordinated by the auditors with the City management. 4. Indicate in detail computer expertise which would be expected from City staff or other resources expected in order to complete the control reviews. D. Past performance of the firm and its coordinating office in governmental audits 20% 1. List local government clients or other clients which are felt .to be relevant to this RFP which are currently or have been served by the firm and the coordinating office, indicating those having a Certificate of Achievement for Excellence in Financial Reporting awarded by GFOA. 2. Provide names and telephone numbers of appropriate officials for reference purposes. E. Price Proposal 15% 1. Basis for fee and not -to -exceed cost shall be submitted to the Purchasing Officer in the sealed proposal envelope. This proposal should include a schedule for each of the five years in the following format: a. Billing rates per class of employee b. Estimated number of hours per class of employee c. Maximum not to exceed cost per year d. Any special provisions which would affect the proposed fees such as performing arbitrage calculations. V. PROPOSAL CONTENT Proposals should be prepared simply and economically, providing a straight forward, concise description of auditor's ability to meet the requirements for the project. Fancy bindings, colored displays, and promotional material are not required. Emphasis should be on completeness and clarity of content. Please limit your proposal to 25 pages or less. City of Fayetteville, Arkansas RFP 07-10,.Independent Financial Auditor Page 10 of 10 City of Fayetteville, Arkansas Technical Proposal for Audit Services July 19, 2007 • AR'K-ANS-A5' BD LLP The information in this proposal is proprietary and provided for the express purpose of evaluating BKD's capabilities. This information is, not to be distributed to any third parties or used for any other purpose. City of Fayetteville, Contents Introduction A. Qualifications of BKD 1 1 B. Experience, Competence and Capacity 7 C. Proposed Method of Performing Audit 15 D. Past Performance in Governmental Audits 16 Appendices About BKD A The BKD Audit B Our Values C BKD: Our Integrity, Quality & Stability D Peer Review Letter E A Proposal for Professional Services from- City of Fayetteville, Arkansas Introduction Thank you for the opportunity to continue to be a professional services advisor to the City of Fayetteville. As you know, BKD has the resources and technical expertise to meet your needs and deadlines. Equally important, you know that our client service standards and guidelines, detailed in our book, The BKD Experience: Unmatched Client Service, distinguish us from other professional services providers. We are committed to delivering results with integrity: solutions that are ethical while also practical; timely and affordable. As requested in RFP 07=10, Section IV., our proposal is intended to adhere to your general requirements outlined in Section VI by responding to your specific areas of interest in assessing our ability to meet your needs. Where appropriate, we have added information we believe is helpful in your assessment of our technical qualifications. We are confident you will continue to find the BKD Experience delivers the high -quality solutions you seek at a fair price in the time frame you require. Qualifications of BKD = BKD is the accounting firm of choice for growing local and state governments in the central United States. As one of the 10 largest CPA and advisory firms in the country, according to Public Accounting Report and as the largest in our area, we help clients go beyond their numbers by applying our technical expertise, unmatched client service and disciplined delivery of solutions to their management and financial needs. BKD Arkansas The largest number of professional staff available of any public accounting firm in the state, according to the Arkansas Business Journal, is at BKD. We currently have offices in Fort Smith, Little Rock and Pine Bluff. Administration and coordination of our audit services is centered in the Little Rock office. We maintain a government audit services team based in Fort Smith that will provide the majority of the professional resources to meet the needs of the City. A Proposal for Professional Services from City of Fayetteville, Arkansas Here's what you can count on from BKD: ✓ Our Commitment to Delivering Unmatched Client Service BKD has taken its commitment to delivering unmatched client service so seriously that we have codified our standards and supporting guidelines in The BKD Experience: Unmatched Client Service, a book written for our people that sets the firm's expectations for serving clients. In the foreword to the book, David Maister, a well- known consultant to accounting and law firms, writes, "This book contains a great deal of wisdom about how to work with (and for) clients.... All too often, clients report that what is missing are professionals who are adept at constructing a supportive, helpful, working relationship... .the ideas in this book provide a great launching pad for this essential skill. Here in brief are our five client service standards: At BKD, integrity trumps economics —for us and for you every time. • Integrity First - For more than 80 years, BKD has been • doing what's right and advising our clients accordingly. Our Public Interest Council —one of the few in the country —is a voluntary layer of ethics oversight we have in place so that you can continue to trust in the integrity of our advice. At BKD, integrity trumps economics —for us and for you every time. • True Expertise - We're proud of the intelligence, credentials, experience and business savvy of our people. The team behind your BKD advisor has a broad base of skills and knowledge to evaluate, advise and deliver solutions for you. You can count on BKD to strive to get both the big and small things right. • Professional Demeanor - You expect your professional advisors to have or display a certain appearance, attitude, character, communication skills and behavior. You'll find your BKD advisors true professionals who inspire your confidence and keep your respect. Proposal for Professional Services from City of Fayetteville, • Responsive Reliability - Results you can count on: that's what, you expect from your professional advisors. You can count on BKD to do what we say we will do. Though we cannot guarantee a certain outcome for you, you can look at our record of consistently delivering what our clients hired us to do. • Principled Innovation - You expect from your advisor creative, valuable advice that also is sound and ethical. That's what you get from BKD as we share best practices, ideas and alternative approaches that while innovative also are principled. ✓ Large -firm Resources with Small -firm Values As one of the largest CPA As one of the largest CPA and advisory firms in the and advisory firms in the 'country, BKD has deep resources to deliver quality services country, BKD has deep to state and local governments such as the City of resources to deliver quality Fayetteville. Our geographic reach is matched by a breadth services to local and state of expertise and a quality control system that can only be governments such as the supported by firms of a certain size. Locally, we are City of Fayetteville. ranked first in size among CPA and advisory firms. Though we are a large firm, BKD has a dedication to personal client service more typical of small firms. Our PRIDE values of passion, respect, integrity, discipline and excellence reflect the solid, middle-class backgrounds and strong work ethic of our people. We were once a small firm and have not forgotten that legacy of personal attention to clients. You'll find our people care about you and are committed to delivering results with integrity: solutions that are unquestionably ethical while also practical, timely and affordable. We've found that by being ✓ Hands-on Partner/Manager Involvement on Site with you, we get To deliver the BKD Experience of unmatched client better information and service, BKD insists on the personal involvement of perspective, resulting in partners and managers in serving clients. That means face more on -point recommen- time with you. We have a client service guideline called dations and solutions for "On Site = In Sight & Insight," which simply means get out you. of your office and into the client's. We've found that by being on site with you, we get better information and A Proposal for Professional Services fromvD City of Fayetteville, Arkansas perspective, resulting in more on -point recommendations and solutions for you. We also have a low partner -to -staff ratio of one to five, which allows us to leverage work to younger staff while giving staff direct access to the partner or manager overseeing your project. Our partners and managers are not one step removed from an engagement team. They are active members of the team. ✓ A Team Effort At BKD, unmatched client service is a team effort. You will be supported by a team of individuals with a mix of skills and expertise. Beyond this immediate support team is a far larger network of resources you can tap into. Whenever possible, we keep a consistent client service team working for you. This reduces the learning curve and saves you the time, frustration and disruption of dealing with -new advisors unfamiliar with your city. You will find your BKD team well informed and readily accessible. ✓ Our. State and Local Government Expertise BKD Not -for -Profit & Government Group works with hundreds of governmental organizations, including -airports, public colleges and universities, convention organizations, municipalities, state utilities, state agencies and transporta- tion authorities. Our participation in such organizations as the Arkansas and National Government Finance Officers Associations and Association of Government Accountants helps keep us abreast of issues and trends affecting governmental organizations like yours. :Governmental i�Audit Quality Center BKD is a member of the American Institute of Certified Public Accountants' Governmental Audit Quality Center whose members have demonstrated a commitment to governmental audit quality and to raising awareness about the importance of such audits. A Proposal for Professional Services from B City of Fayetteville, Arkansas In addition to our core accounting and auditing services, we help governmental organizations with: Financial accountability - Including board and council reporting packages, accounting standards, meaningful financial statements, governing body fiduciary education, internal controls, Comprehensive Annual Financial Report preparation, process and operational efficiency and payroll tax and benefit reporting. Performance measurement - Including performance measurement processes, outcomes measurement, reliability of performance measures and report design. Budgeting - Including budgets, cash flows, budgets and gap analysis of NACSLB best practices. Debt administration - Including financing alternatives, feasibility studies, revenue projections, forecasts, trans- lation of debt -related documents into practical accounting steps, escrow verifications, arbitrage rebate calculations, municipal leasing structures, privatization options and performance -based contracts. ✓ Expertise in Auditing and Preparing Comprehensive Annual Financial Report (CAFR) and the Certificate of Achievement for Excellence in Financial Reporting Program Some of our clients engage us to prepare their CAFR, while others ask us to review them. Our review includes an evaluation of your reports using our independently prepared checklists designed to provide assurance in financial reporting and disclosure accuracy and completeness. We will work with you to resolve any identified discrepancies, the result of which should be reports that contain minimal exceptions. Currently, the Arkansas Practice Unit works with six organizations that successfully apply for and receive the GFOA Certificate of Achievement for Excellence in Financial Reporting. , Proposal for Professional Services from A' City of Fayetteville, BKD Partner Jim Brown has firmwide responsibilities for oversight of BKD's quality control for the firm's not -for-profit and governmental practice and is a member of the City's audit team. He is a liaison with the Governmental Accounting Standards Board (GASB) and U.S. General Accounting Office (GAO) and serves as a principal instructor for the firm's government/not-for-profit accounting and auditing update. In addition, he is responsible for concurring review of many audit, attestation, compilation and review engagements. Jim is in frequent demand as a speaker on auditing and accounting matters and has served as a consultant to various governmental agencies on these subjects. He has addressed numerous national and state conferences on the subjects of auditing standards and auditing federal assistance programs. He has co- authored articles on various auditing topics published in the Journal of Accountancy and The Practical. Accountant. BKD prohibits discrimination in employment on the basis of an individual's race, creed, color, sex, sexual orientation, age, religion, disability or national origin. This policy is designed to ensure equal employment opportunities, including but not limited to employee selection, promotion, training and development, compensation, termination and disciplinary action. We monitor this program to make sure it complies with federal, state and local regulations and guidelines and develops employment programs at all levels. All management and supervisory personnel are responsible for enforcing the firm's AA/EEO policies and being knowledgeable of current legal and regulatory developments in this area. BKD has an impressive 80+ year record, free of major litigation, penalties and debt. BKD has an impressive 80+ year record, free of major litigation, penalties and debt. •We maintain high professional practice standards as part of our BKD Proposal for Professional Services from:RD City of Fayetteville, Experience, including a strong system of quality control that emphasizes independence and objectivity and includes many control features that exceed our profession's requirements. See Appel.,. ndi for more specifics about our litigation history and financial stability. ✓ High -quality Clients for a High -quality Firm One of the reasons BKD has always received a clean peer review and why litigation against us is so infrequent is that we work with high -quality clients. Experience, Competence and Capacity One of the reasons BKD has always received a clean peer review and why litigation against us is so infrequent is that we work with high -quality clients. One of the guidelines under our Integrity First client service standard is "Client Integrity Counts." Our client acceptance standards are high. As a current client of BKD, you are a part of a group of organizations that appreciate our standards and share similar values to our own. Our clients, like our people, have integrity, strong work ethics and a focus on providing excellent products and services. We are proud of our clients and believe they are equally proud to be associated with BKD. Be assured the City is a valued client. BKD is a large regional accounting firm in the Central and Southern United States. In Arkansas, there are 16 partners, 12 managers, 6 supervisors and approximately 50 staff located in the Fort Smith, Little Rock and Pine Bluff offices providing audit, tax and management consulting solutions to high -quality clients. V Use Statistical and Computer Assisted Audit Techniques BKD has found significant added value and increased efficiency in the use of computer -assisted auditing techniques (CAAT), including an automated audit program system, a variety of electronic templates and ACL. ACL is a powerful product that allows us to import electronic information from clients in a variety of formats and perform sophisticated analyses. A Proposal for Professional Services from City of Fayetteville, Arkansas ACL is the worldwide industry leader in CAAT software. . We have trained more than 80 individuals throughout our firm to become software champions who can apply this special expertise on your audit, if appropriate. There are significant opportunities to use this software, particularly on inventory and receivables, and the software can provide useful information and reduce audit costs. We anticipate your city would be a candidate for this approach. Work papers are prepared electronically using sophisticated audit trial balance software, audit program generator applications, Microsoft Excel and Word. Our files are reviewed, indexed and cross-referenced in a digital paperless environment specifically designed for our audit process and stored our servers. All audit staff are trained on these software applications and are proficient in the use of these time saving audit tools. ✓ Organization of Audit Staff The BKD method of staffing audits and ensuring continuity is a team approach. The City will be assigned an engagement team that will consist of two or more partners and/or senior managers to serve as primary or secondary contacts. These individuals are long-term members of BKD and will provide continuing service as long as our relationship continues. The expected turnover within this group is virtually none. This team will be assisted by an audit in -charge and such other staff as necessary to meet the needs of the City. Continuity of staffing will be maintained to the maximum extent possible given turnover rates within our industry. The continuity of service by BKD is provided at the manager, senior manager and partner levels. Unlike the large international firms, the vast majority of our partners developed from the staff level within the community where they practice. Our turnover ratios at the manager level and above are extremely low. Accordingly, the senior members of your service team rarely change. BKD staff are encouraged to grow and develop within the local Proposal for Professional Services from AQ, City of Fayetteville, Arkansas community with the knowledge that they will be partners in the future without being transferred to other cities. BKD's #1 asset is our outstanding team of people who strive daily to deliver on our commitment to unmatched client service. They are the trusted advisors who put a face on the BKD Experience and bring meaning to your numbers. You'll find the following team of advisors personally committed to delivering results that work for you. The BKD engagement team members assigned to the City's engagement meet the continuing education requirements of the Government Accounting Office (GAO). They all attend our government conference on an annual basis which includes audit training as well as updates on new pronouncements issued by GASB and other standard setting bodies applicable to governmental audit and accounting. Kevin L. Kemp, CPA Engagement Partner Little Rock Kevin has more than 14 years of experience and is a member of the BKD Not -for -Profit & Government Group providing audit and management consulting services to a client base that includes municipalities and their component units, utilities, state agencies and numerous service related entities that receive government assistance. He has been a speaker at the State Government Finance Officers' Association conference on GASB 34 and the accounting challenges faced by municipalities. He has responsibility for the government and not -for-profit entities served by the Arkansas practice unit. In this role, he has served as primary contact for numerous clients, provided review services for audits subject to OMB Circular A-133 and maintained contacts with regulatory agencies. Additionally, he has recruiting and training responsibilities. Kevin serves the Cities of Little Rock, Fort Smith, Fayetteville and Bentonville, Arkansas as well as Lubbock, Texas. Proposal for Professional Services from e City of Fayetteville, Arkansas His professional affiliations include membership in the Arkansas and Texas Government Finance Officers Association, American Institute of Certified Public Accountants, Arkansas Society of Certified Public Accountants and Texas Municipal League. He serves on BKD's firmwide Government/Not-For- Profit Niche Committee. Kevin graduated in 1993 from the University of Central Arkansas, Conway, with a BBA in accounting. James E. Brown, CPA, CGFM Accounting & Auditing Services Quality Control Partner Administration, Springfield, MO Jim has more than 30 years of public accounting experience and is widely known for his expertise in auditing and attestation standards and accounting and auditing for governmental and not -for-profit organizations. As quality control partner in BKD's administration office, he consults with other BKD offices on accounting and auditing matters involving their not -for-profit and governmental organization clients. He coordinates the firm's quality control with respect to this industry and maintains liaison with the Governmental Accounting Standards Board (GASB) and U.S. General Accounting Office (GAO). He serves as a principal instructor for the firm's annual auditing and accounting update, government/not-for-profit accounting and auditing update and health care accounting and"auditing update courses. In addition, he is responsible for concurring review of many audit, attestation, compilation and review engagements. Jim is a frequent speaker on auditing and accounting matters and has served as a consultant to various governmental agencies on these subjects. He has addressed numerous national and state conferences on the subjects of auditing standards and auditing federal assistance programs. He has co- authored articles on various auditing topics published in the Journal of Accountancy and The Practical Accountant. A graduate of Missouri Southern State University, Joplin, Jim has served as an adjunct member of its accounting faculty. He A Proposal for Professional Services from' 0 10 City of Fayetteville, Arkansas has served on the Auditing Standards Board and Board of Examiners for the American Institute of Certified Public Accountants (AICPA). He also served as the chair or a member of various task forces and subcommittees for those bodies. Jim has served on various GASB task forces, including the new reporting model (GASB 34/35) task force. He is the former accounting and auditing director for BKD's Southern Missouri practice. Jim has participated in numerous peer reviews of the quality control systems of other CPA firms and served as an investigative consultant for the Missouri State Board of Accountancy. He is a member of the AICPA, Missouri Society of Certified Public Accountants and Springfield Police and Fire Pension System Board of Trustees. Andrew Richards, CPA Senior Engagement Manager Fort Smith Andy is a member of BKDNot-for-Profit & Government Group. With more than 10 years of experience at BKD, he provides audit and advisory services to not -for-profit and governmental entities, as well as employee benefit plans. He has experience in working with not -for-profit and governmental entities subject to OMB Circular A-133, including school districts, municipalities, mental health facilities and low-income housing projects. He also has been trained in the laws and regulations of employee benefit plans, including the requirements of the Employee Retirement Income Security Act of 1974 and the Department of Labor. Andy serves the Cities of Fayetteville, Fort Smith, Bentonville, Arkansas as well as Norman, Stillwater and Tulsa, Oklahoma. He is a member of the American Institute of Certified Public Accountants and Arkansas Society of Certified Public Accountants. He also is a committee member of the BKD Foundation. Proposal for Professional Services from 11 City of Fayetteville, Andy is a 1996 graduate of the University of Arkansas, Fayetteville, where he earned a B.S. degree in business administration and accounting. S. Joel Haaser, CPA Senior In -charge Accountant Fort Smith Joel is a member of BKD's Arkansas Practice Unit. He has over six years of experience in auditing not -for-profit organizations and governmental entities. Along with auditing experience, he also, has over five years of experience in personal, corporate and not -for-profit taxation. His experience has enabled him to become very knowledgeable in organizations that must comply with OMB Circular A-133 standards including municipalities, school districts, and other not -for-profit organizations. He served a key role in the 2005 and 2006 audits of Fort Smith and Fayetteville, Arkansas and Stillwater and Norman, Oklahoma. He graduated from Arkansas State University's Fort Smith Campus in 1999 where he earned a Bachelor of Science degree in Accounting. His professional memberships include the American Institute of Certified Public Accountants and the Arkansas Society of Certified Public Accountants. Availability of Staff Members All engagements are staffed with the expectation that our team members will be available to assist throughout the year with consultation as needed and permitted under the GAO independence rules. Your audit will be scheduled and personnel assigned to ensure completion of the engagement by the due date of the audit. Problems encountered during the engagement that might delay completion will be discussed with appropriate City personnel at the point they arise. Proposal for Professional Services from' 12 City of Fayetteville, Arkansas We propose the following staffing and work schedule for the audit of your December 31, 2007 financial statements: ✓ Preliminary Fieldwork — December 2007 To complete the planning for the primary fieldwork and to obtain some preliminary information from you and your staff, we plan to be on -site at your offices for 4 or 5 days. During our visit, we will complete our assessment of internal control and visit with you about events that may have occurred during the year affecting your audit. ✓ Final Fieldwork — April 2008 The bulk of the audit work will be performed during an approximate 3 -week visit to your offices. Our staff, including an experienced senior and 1 or 2 staff, will be on - site to examine your records and inquire about issues that will support our audit opinion. The engagement partner/manager will be on -site at the end of final fieldwork to assist in resolving particularly difficult matters, review the work of the staff and meet with you about any reporting or other audit matters as needed. ✓ Report Delivery — May 2008 After completing our fieldwork, we generally deliver your audit report and our opinion within four -six weeks. The process involves completing the documentation of our files, following up on pending matters and submitting the work of the engagement team to our quality control professionals who further challenge the work performed. We find delays in delivery of the final report are often the result of not receiving timely information from third parties. We will be proactive in keeping you informed about issues remaining and may ask for your assistance in receiving information from third parties to avoid delays in issuing our report. ✓ Presentation to the Governing Body For many clients, a presentation of the financial statements and audit results to the governing body is the culmination _A Proposal for Professional Services from 13 City of Fayetteville, Arkansas of our effort. We are happy to spend time with your Audit Committee, City Council, Mayor and management to discuss the financial statements and identified opportunities for improvement. All audit work papers prepared by the engagement team is reviewed the engagement partner/manager. Following are some of the features of and additional reviews required by our accounting quality control system: • BKD's Public Interest Council exceeds the accounting profession's standards by providing additional ethics oversight of our professional and business practices through an independent advisory body. We are one of two CPA firms in the country that have taken this step. •- All professional personnel are required to confirm their independence with respect to the firm's assurance clients annually. • The director of accounting and auditing services, a partner independent of client duties, is responsible for overseeing this process and making any judgments on application of the independence rules. _ • We, have rigid standards for acceptance of new engagements. Unusually large or complex new engagements require the approval of the professional practices partner. • All assurance engagements are reviewed by a second partner or manager who is not involved in providing services to the client. • We require consultation with accountants well versed in difficult accounting or auditing issues. • We conduct our own internal peer reviews regularly. • Our training programs provide substantially more training than required by professional standards. Our professionals average more than 60 hours of training annually. ® Cefrte� for` PUblid ( 0f466 BKD is a member of the American Institute of Certified Public Audit Firm S Accountants' (AICPA) Center for Public Company Audit Q°°`"@'Sy Firms. The Center's member firms have demonstrated a A Proposal for Professional Services from 14 City of Fayetteville, commitment to public company audit quality. As a member, BKD makes the firm's peer review report findings publicly available. The peer review process is an integral component of our overall quality control program. An independent CPA firm regularly reviews our work, and we have always received a "clean" opinion in these reviews. BKD, in fact, was repre- sented on the original AICPA quality review committee that developed the national peer review program in the mid -1970s, and our own quality control program dates from. 1974. See Appr"" e d zSF for a copy of our most recent peer review report. Proposed Method of Performing the Audit Audit Plan in General Our audit focuses on the likelihood of a material misstatement in the financial statements. We direct our audit emphasis to the areas of higher risk, focusing on the unique characteristics of the operating environment, the effectiveness of your internal • control'and your financial statement amounts and disclosures. See Appel dfor a detailed description of our audit philos- ophy and general approach. Scope of Audit Services We understand that you require the following: ✓ Audit of the City's financial statements as of December 31, in accordance with auditing standards generally accepted in the United States of America and Government Auditing Standards. ✓ An audit and accompanying report on the City's compliance with the provisions of OMB Circular A-133, Audits of States, Local Governments, and Non -Profit Organizations ✓ Report on the City's compliance with certain state municipal accounting laws. Proposal for Professional Services from ti 15 City of Fayetteville, Arkansas BKD utilizes a team approach to auditing wherein we involve your staff to the greatest extent possible. This gives the staff a sense of pride in being a part of the process and results in a savings to you in professional fees. We expect items, such as the following, to be completed prior to the commencement of the engagement. ✓ Completed internal control questionnaires ✓ Access to the City's trial balance from computer system ✓ Printed copy of general ledger and trial balance ✓ Final adjusting entries ✓ Copies of the minutes from City Council meetings V Bank reconciliations ✓ Detail of yearly activity in investment accounts ✓ Reconciling work papers for inter -fund accounts ✓ Work papers to support selected revenue and expense accounts ✓ Detail listing of selected receivable/payable accounts ✓ Schedules of fixes asset additions and deletions Items will be requested during the preliminary fieldwork and well before the final fieldwork begins. We will also request assistance in obtaining documentation to support audit procedures. We anticipate that assistance of this type as well as account analysis work performed the City's accounting staff and management will range between 60 and 80 hours. We also anticipate that we need approximately 8 hours of assistance from your Information Technology Division. Past Performance in Governmental Audits Our clients are our greatest ambassadors, and we're proud to let them speak for us. Below is a select list of clients with operations or needs similar to yours whom you may wish to contact about their BKD Experience. A representative list of clients also is provided. A Proposal for Professional Services fromRIjD 16 City of Fayetteville, Arkansas Client References *City of Little Rock Bob Biles, Director of Finance \ (501) 371-4806 *City of Fort Smith Kara Bushkuhl, Director of Finance (479) 484-2285 City of Bentonville Denise Land, Finance Director (479) 271-3118 *City of Norman, Oklahoma Clint Mercer, Chief Accountant (405) 217-7720 s, *City of Stillwater, Oklahoma Marcy Alexander, Finance Director (405) 271-3118 Representative List of Clients (local and firmwide) * - Currently receives the GFOA "Excellence and Financial Reporting" award on annual basis with the assistance of BKD. ✓ *City of Lubbock, Texas ✓ *City of Tulsa, Oklahoma ✓ City of Stuttgart, Arkansas ✓ Fort Smith Regional Airport Commission ✓ North Little Rock Electric Department ✓ Mena Water & Sewer Department ✓ *City of Lincoln, Nebraska V *City of Denver, Colorado ✓ Cherokee Nation ✓ *City of Aurora, Colorado Our. Commitment to You Our clients deserve and to the best of our ability receive unmatched client service. We welcome the opportunity for you to continue to experience the same as we deliver the solutions to your needs outlined in this proposal. Proposal for Professional Services from 114 City of Fayetteville, Arkansas 'The client is our reason for being here." —A BKD Employee Our goal is to deliver results with integrity: solutions that are ethical while also practical, timely and affordable. If you select us as your CPAs and advisors, you will find your BKD advisors personally committed to taking you beyond your numbers to meet your financial and management goals. We look forward to introducing you to the BKD Experience. Proposal for Professional Services from(_R1j0 iE: City of Fayetteville, Appendix A About BKD The mission of BKD is to always strive for excellence in providing services to clients, create rewarding career - opportunities and maintain sound professional, business and financial standards. BKD, LLP is the CPA and advisory firm of choice for growing entities and high net -worth individuals. We help entities and individuals go beyond their numbers by applying our technical expertise, unmatched client service and disciplined delivery of solutions to their management and financial needs. The mission of BKD is to always strive for excellence in providing services to clients, create rewarding career opportunities and maintain sound professional, business and financial standards. Together, our mission; our PRIDE values of passion, respect, integrity, discipline and excellence; and our commitment to unmatched client service guide our professional advisors in delivering results with integrity: solutions that are ethical while also practical, timely and affordable. With revenues of $330 million, BKD is one of the 10 largest CPA and advisory firms in the country. The firm's 1,600 personnel, including approximately 220 partners, are located in 27 offices in Arkansas, Colorado, Illinois, Indiana, Kansas, Kentucky, Missouri, Nebraska, Ohio, Oklahoma and Texas. BKD is headquartered in Springfield, Missouri, where Managing Partner Neal Spencer is based. BKD delivers the BKD Experience of unmatched client service to thousands of individuals; closely held and publicly traded businesses in the health care, manufacturing, distribution, financial services, construction, real estate and other industries; not -for-profit organizations; and governmental entities. The firm also has service niches in: ✓ SOX 404 ✓ Business succession planning ✓ Forensic accounting and dispute consulting ✓ International tax ✓ Research and development tax credits ✓ Wealth management (WealthPlan) ✓ Employee benefit plans ✓ Fraud investigations ✓ Information technology ✓ Real estate cost segregation ✓ State and local tax Statement of Qualifications for Auditing Services from,RD D City of Fayetteville, Arkansas Our wholly owned subsidiaries and foundation are: BKD Corporate Finance, LLC assists companies with corporate finance services, including mergers, acquisitions, sales, management buyouts, recapitalizations, ESOPs, financing and initial public offering advisory services. Member,NASD and SIPC. BKD Foundation helps enrich BKD communities with financial support and a commitment of time. BKD Insurance, LLC, a NASD -registered broker -dealer, facilitates the delivery of BKD's WealthPlan insurance solutions through a professional relationship with an independent insurance company. Equal Opportunity BKD is committed to equal opportunity. We recruit, employ, compensate and promote without regard to race, creed, color, sex, sexual orientation, age, religion, disability or national origin. BKD Wealth Advisors, LLC is an investment advisory firm registered with the Securities and Exchange Commission (SEC), providing the WealthPlan services of investment management, personal wealth planning and estate planning. BKD is registered with the Public Company Accounting Oversight Board (PCAOB), which is required to serve as an independent auditor of public companies. BKD audits more than 80 Securities and Exchange Commission registrants, including more than 20 benefit plan audits. As a member of the American Institute of Certified Public Accountants (AICPA), BKD also is a member of its Private Companies Practice Section (PCPS), the AICPA Alliance for CPA Firms; and its three quality centers: Center for Public Company Audit Firms, Employee Benefit Plan Audit Quality Center and Governmental Audit Quality Center. Statement of Qualifications for Auditing Services from�Y" a City of Fayetteville, Arkansas Appendix B The BKD Audit vn. Our Audit Approach We assess the City's inherent risk, its internal control over financial reporting and the likelihood a material misstatement may occur. We direct our audit emphasis to the areas of higher risk, focusing on the unique characteristics of the operating environment, the effectiveness of your internal control and your financial statement amounts and disclosures. In addition to the importance of compliance with professional standards, BKD's approach to auditing emphasizes the need to be practical. It is important to realize that financial information is most valuable when it is accurate, timely and obtainable at a reasonable cost. ✓ Assess Your City Our audit approach begins with an assessment of your internal control activities in an effort to determine the extent to which they can be relied on when designing our audit tests. That process is managed either through a series of internal control questionnaires on their own or in combination with internal control documentation that you may already have in place. Depending on the complexity of the internal control and the extent to which we intend to rely upon it, various tests or walkthroughs will generally be performed to provide us evidence regarding the operating effectiveness of your internal control activities. Further evaluation may be performed as part of the primary audit tests. V Develop Audit Plan and Preliminary Procedures Based on our understanding of your entity and our assessment of your internal control, we plan our audit to achieve the appropriate level of assurance regarding material misstatements. Statement of Qualifications for Auditing Services from City of Fayetteville, Arkansas As part of our preliminary work, we will perform certain procedures, including conducting interviews of certain personnel, to identify risks of material misstatement due to fraud within your entity. We provide clients with a checklist of items needed to complete the audit, thus facilitating its timely completion. The planning process includes preliminary analytical procedures on current and prior years' financial data combined with assessing other risks facing your entity in order to establish a planned level of materiality. The planning process also includes the design of the specific audit tests and a determination of the extent that analytical procedures can efficiently and effectively replace or supplement other substantive procedures. We provide clients with a checklist of items needed to complete the audit, thus facilitating its timely completion. ✓ Perform Audit Tests, Including Analytics and Sampling Based on our preliminary analysis and audit plan, we will design audit tests that take advantage of strengths in your internal control system. In most cases, we would not need to examine 100% of your activity in order to issue our opinion. Typically, a BKD audit would encompass various strategy alternatives, including: • Key item testing • Sampling • Analytical procedures • A combination of the strategy alternatives Some items within an account may be large enough by themselves to involve significant risk of material misstatement separately or when added to other known misstatements. These key items are audited individually. Analytical procedures involve auditing a material population by investigating the relationship of the population balance or distribution to an expectation such as other accounts, historical trends or other related measures. Statement of Qualifications for Auditing Services from o City of Fayetteville, Arkansas ✓ More About Analytical Procedures BKD recognizes that stronger analytical procedures can reduce or eliminate other substantive procedures that are usually more time consuming. We would typically consider analysis such as: Ratio analysis — comparing relationships among account balances, ratios, nonfinancial data, budgets or industry averages. Reasonableness tests — using financial and/or nonfinancial data to develop an expectation of an account balance. Successfully using analytical procedures requires auditors to ask the questions: • What is the risk of material misstatement? • How would we find those misstatements? • Have I gathered enough audit evidence? When analytical procedures provide sufficient evidence, other substantive audit procedures should not be necessary. If analytical procedures are not sufficient, some combination of analytical and substantive procedures is likely to be the preferred approach. ✓ Complete the Audit We bring greater value and quality to our audits by asking another member of our assurance team who has otherwise not been involved in the engagement to review the financial statements and workpapers before issuing in order to challenge the judgments of all parties involved. A cornerstone of the quality of our audits is the use of a concurring reviewer before the issuance of any reports. We bring greater value and quality to our audits by asking another member of our assurance team who has otherwise not been involved in the engagement to review the financial statements and workpapers before issuing in order to challenge the judgments of all parties involved. As needed, our firmwide technical resources also provide highly specialized expertise to deal with particularly challenging or unique situations that may arise in the course of your audit. Statement of Qualifications for Auditing Services from e City of Fayetteville, ✓ General Logistics We work with your people to avoid unnecessary disruptions to normal operations. We also strive to make good use of your internal resources, including existing schedules, reconciliations, management reports and other accounting records. ✓ Benefits of a BKD Audit The benefits of a BKD audit extend far beyond compliance requirements. Our team also provides comments that are operational in nature. Audited financial statements the centerpiece of BKD's assurance services —have added benefits for clients far beyond their immediate compliance function. A BKD audit will: Provide assurance on the fairness of your financial statements for creditors, vendors, regulators and investors • Evaluate consistency of application of your accounting principles and procedures from period to period In addition, with the knowledge of your business gained through the performance of the audit coupled with our experience in your industry, BKD may: • Provide insights to help you improve your business Suggest ways you might strengthen your internal control over financial reporting, including safeguarding of assets ✓ Communicate the Results of Our Audit Management letters were originally required to communicate to managers, audit committees and council members any internal control features the auditors considered a material weakness or reportable condition; This is an important feature. We also may include comments on other aspects of your operations that come to our attention. A Statement of Qualifications for Auditing Services from City of Fayetteville, Arkansas We prepare management letters for many of the audits we undertake and review drafts with management before finalizing. ✓ Our. Expectations of You Your staff can help improve the audit's efficiency and reduce costs. In working with the City of Fayetteville, we have developed an efficient approach that avoids wasted effort. We also plan our work to facilitate client participation to help control costs and meet deadlines. The City can continue to play a major role in timely completion of the audit. We will need your staff to maintain records in good condition, provide the necessary schedules and cooperate with our audit team. We will provide a list of the needed schedules well in advance of any deadlines as well as spreadsheet templates for many of these schedules. We also will meet with your staff as needed to help ensure they clearly understand what we need. ✓ Other Assurance Services You also may benefit from our other assurance services, including: • Industry -specific financial reporting services • Performance of agreed -upon procedures • Other regulatory filings and government reports • Due diligence/special investigations • Projected and forecasted financial statements Statement of Qualifications for Auditing Services from .V"'' City of Fayetteville, Arkansas Appendix C Our Values Clients like you care about what we stand for as a firm. BKD's most valuable asset is our people, and their collective values of passion, respect, integrity, discipline and excellence have become the firm's values of PRIDE. You see our partners and employees "living the PRIDE" everyday as they provide solutions to your business and financial needs. PRIDE defines the way BKD does business and is the foundation for the BKD Experience of unmatched client service. Following are the five BKD PRIDE values and what they mean for you. V Passion • Passion for service to others • Passion for making tomorrow better than today BKD's mission is to first "strive for excellence in providing services to clients." This commitment drives our practice and accounts for the dedication of our partners and staff to meeting your deadlines and needs. Consistent with our values, we are enthusiastically committed to making tomorrow better than today by helping you make informed decisions to improve business and financial outcomes. V Respect Respect for the differences that make our team strong Respect for our legacy and the benefits of change BKD respects diversity. You benefit from our diverse client service teams, which bring a broad mix of skills and approaches to bear on your needs. We treat our clients with respect and proactively embrace change. While respecting the lessons of our legacy and yours, we seek the opportunities change inevitably offers. ✓ Integrity • Integrity to do the right thing • Integrity to be objective and independent Statement of Qualifications for Auditing Services from City of Fayetteville, Arkansas "Do the right thing" has been the tone from the top of BKD since our founding in 1923. You and your stakeholders and customers rely on our integrity and objectivity to help you make smart business decisions. We are committed to telling you what you need to know vs. what you want to hear. That's what you expect from one of the nation's 10 largest CPA and advisory firms. ✓ Discipline • Discipline in process and innovation • Discipline to balance professional and personal commitments Discipline is a hallmark of BKD, and as a client, you benefit from our well -established and successful protocols, standards and processes. In addition, by maintaining an appropriate balance in our professional and personal commitments, we are fresh and energized when engaged in helping you resolve issues and advance your goals. V Excellence • Excellence in skills and competencies • Excellence in our quest to be the best We are committed to lifelong learning to continually improve the technical and analytical skills we apply to your needs. Our aggressive ambition to "be the best" means we seek to consistently surpass your expectations. Statement of Qualifications for Auditing Services tromjfl City of Fayetteville, Arkansas Appendix D With the enactment of the Sarbanes-Oxley Act of 2002 and related regulations, both public and nonpublic entities are BKD: Our Integrity, asking more questions to qualify their current or prospective auditors. The following information addresses questions Quality & Stability boards of directors and audit committees are asking related to financial stability, insurance, corporate governance issues and independence. Financial Stability V Our Financial House BKD's capital structure is 100% partner financed. Our partnership agreement requires partners to maintain capital accounts, which are reviewed annually to ensure the firm has sufficient capital to finance operations, capital expenditures, expansion, etc. BKD is debt free. Our pension plan is a defined contribution plan, funded as benefits are earned. Retirement payments to partners are fixed, limited under our partnership agreement to a low percentage of firm net income and partially pre -funded by significant investments in life insurance. Our system of financial and budgetary controls provides for timely monthly financial statements. Each month management compares actual financial data to the current year's budget and to the previous year's figures. On a daily basis, management can monitor the firm's financial • performance and adopt appropriate strategies to meet changing conditions. We are confident our financial house is in order, and our partners are committed to keeping it that way. V Insurance Coverage BKD maintains professional liability insurance coverage to protect us in the unlikely event substantial litigation would ever threaten our financial stability. The firm's management committee determines the appropriate amount of coverage, giving consideration to the nature of our clientele, the services we perform and other factors. Our A Statement of Qualifications for Auditing Services from. A City of Fayetteville, Arkansas coverage exceeds $40 million, and we believe it is comparable to other firms our size and what you would expect of a firm of our size and nature. We also maintain adequate commercial insurance coverage, which includes general liability, excess general liability, auto liability and worker's compensation. Litigation History BKD's emphasis on quality has rewarded the firm with an excellent track record regarding claims related to professional services. Underwriters of professional liability insurance for accounting firms have informed us that we have one of the best litigation histories in the accounting profession.. To avoid litigation, BKD maintains an extensive risk management program addressing a multitude of issues ranging from client acceptance to final working paper and financial statement review. Regulatory Sanctions & Investigations BKD has no sanctions or restrictions imposed by professional organizations, regulatory authorities or other government , institutions. Large Client Dependency BKD's $330 million in revenues is made up of assurance services 46%, tax 32% and consulting 22%. No single client comprises even 1% of BKD's revenues. As such, none of our clients are large enough to even imply our judgment could be impaired by the threat of lost revenues. Nevertheless, BKD has implemented a policy to ensure objectivity in the review of certain larger engagements, both private and public. For these engagements, the firm's director of accounting and auditing services and the managing partner assign a partner in a. different office from the engagement partner to review the engagement and advise quality control personnel of any• concerns or potential problems. Statement of Qualifications for Auditing Services from City of Fayetteville, Arkansas Appendix E fl Gunderson UP Cudifed Nbllr Armunlanls & CunsAwa September 7, 2005 To the Partners of BKD LLP and the Center for Public. Company Audit Firms Peer Review Committee 'We have reviewed the system'of quality control for, the accounting and auditing practice of BKD LLP (the, firm):applicable to non -SEC issuers in effect for the year ended May 31, 2005. The firm's accounting and.auditing practice: applicable to SEC issuers was hot reviewed by us since the Public Company Accounting Oversight Board (PCAOB) is responsible. for inspecting that portion of the firm's accounting andauditing practice in accordance with PCAOB'requirements. A system of quality control encompasses. the firm's :organizational structure and the policies :adopted land procedures established to provide it with reasonable, assurance of complying 'with professional standards. The elenients of quality control are described in the Statements on Quality .Control Standards issued by the American Institute of Certified Public Accountants (the A CPA). The design of the system, and compliance with it, are the responsibilities of the firm. Our responsibility is to express an opinion on the design of the system, and the firm's compliance with that system based on. our review. Our review was conducted in accordance with standards established by the Peer Review Committee of the Center ,for;Public Company Audit Finns and included procedures to plan and perform the review that are summarized in the attached description of thepeer review process. Our review would not necessarily disclose all weaknesses in the system.of quality control. or all instances oflack of compliance with, it singe it was based on selective tests. .Because -,there are inherent limitations inthe effectiveness of any system of quality control, departures from the system may occur and:not be detected. Also, projection of any evaluation of a system of quality control to future periods: is subject to the risk'that the system of quality control may become inadequate because of changes• in conditions, or that, the degree of:compliance. with the policies or procedures may deteriorate. In our opinion, the system of quality control for the accounting and auditing practice applicable to the non -SEC issuers of BKD LLP in effect for the year ended Ma"y' 31, 2005, has been designed to meet the requirements oPthe quality control standards for an accounting and auditing practice established by the AICPA, and was complied with during the year then ended to provide' the firm with reasonable assurance of complying with professional standards. /%N$/ /unnorI,n,a)r ill. Ju:B l (ilv.urk, II'irrm++n SCGn irk 41l.j7Glb%II fu*: 417:4r6SIXd Auditing Services from City of Fayetteville, Attachment to theleer Report of BKD i tP' Description of'the Peer Review Process Overview Firms enrolled in the AICPA, Center for Public Company. Audit Firms (the Center) Peer:Review Program have their system':of quality control; periodically reviewed by'independent peers. These reviews are system and'!compliance oriented with the objective of:ev,atuatingwhethcr: The :reviewed firm's system of quality control for'its accounting and auditing practice applicable to'non-SEC .issuers :has been designed to meet the requirements of the. Quality Control. Standards established by the AICPA:. The reviewed :firm's quality control policies and procedures applicable to non -SEC issuers were being complied with to provide the firm with .reasonable assurance of complying with professional standards. A peer review is based on selective tests and. directed .at assessing whether the design of and compliance with the .firm's system Hof _quality control. for its accounting and auditing practice applicable to :non -SEC issuers provides the firm"with Treasonable,. not absolute, assurance :of complying with professional; standards. Consequently a peer ;review on the firm's system of quality control is not intended to, and does not, provide assurance 'with respect to any individual ,engagement conducted by' the firm or that none of the', financial statements audited by thefirm should:beaestated.. 'The Center's PeerReview Committee (PRC),establishes and maintains peer review standards. At 'regular meetings and through report evaluation task forces, the PRC considers each peer review, evaluates. the. ,reviewer's competence and performance, and examines .every reports 'letter of commle'nts; and accompanying response from the feviewed'firm that states its corrective action plan before the peer review is finalized. The Center's tstaff plays a key role in overseeing the performance of peer reviews working closely with the peer review teams. and the PRC. Once the, PRC accepts the peer review reports, letters of conunents, and :reviewed firms' responses, .theyart maintained in afile available to the public. In, some situations, the public -file also includes a signed undertaking by the firm agreeing to specific follow-up action requested by the PRC: Firms that perform audits or _play asubstantial ,role in the audit of one ormore. SEC issuers, as •defined bth y e Public Company Accounting Oversight Board, (PGA0B), are required to be -registered with ;and have their accounting and auditing practice applicable to SEC issuers inspected by the PCA0B. Therefore, we did not review the firm's accounting and auditing practice! applicable to! SEC. issuers. Statement of Qualifications for Auditing Services froml e City of Fayetteville, Arkansas -Planning, the Review for the Firrn's Accounting and Auditing Pfactice Applicable. to Non- SEC.I.ssuers; 'To plan. the'. review of BED.. LLP, we obtained an understanding of (1) the nature and extent of the fir's.: accounting and auditing ,practice; and (2) the design of the firms system. of :quality control sufficient'to assess the .inherent and control risks implicit in its practice. Inherent risks were assessed'by obtaining an understanding of, the firm's practice, such as the; industries of its clients and other factors of complexity in serving those clients, and the organization of the firm's personnel 'into practice units. Control risks were, assessed by obtaining an understanding of the design of the firm's: system of quality control, including its audit methodology, and .monitoring procedures. Assessing control risk is the process of,evaluating 'the effectiveness of the reviewed firm's system of quality control in preventing the performance of engagements that °do not comply'with:professional standards: Performing.'the Review of the .Ffrn'sl Accounting,and Auditirig,Practice Applicable to. Non- SEC'Isgriers: Based konour assessment of the combined level of inherent and control risks, we identified practice units and .selected engagements within those. units'to test for compliance; with the: firm's system of quality control.. The engagements selected for review included engagements performed under the Government Auditing Standards, audits performed under FDICIA, a multi - office audit, and audits of 'Employee Benefit Plans. The: engagements selected for review represented :a cross-section of the .firm's accounting and auditing practice with emphasis on liigber-risk: engagements: The engagement reviews included examining working paper filesand reports 'and interviewingengagcment.personnel. the: scope: of the peer review. alsoincluded examining' selected administrative. and personnel: files to -detemune compliance with the :firm's policies .and procedures for the elements of quality control pertaining to independence; integrity; and :objectivity; personnel management; and acceptance and continuance of clients' and engagements. Prior to concluding the review, we reassessed theadequacy' of scope, and conducted a.meeting. with firm. management to discuss our findings and recommendations. Proposal for Professional Services from(BKJI City of Fayetteville, Arkansas Fee Proposal For the Years Ending December 31, 2007, 2008, 2009, 2010, and 2011 Our fees are based on the complexity of the work undertaken and on the amount of time required to perform it. Based on the present understanding of the work to be performed in auditing the financial statements of the City of Fayetteville, Arkansas, the fees for the audits are as follows: • Employee Hourly Estimated Class Rates Hours 2007 2008 2009 2010 2011 Partner $255 to $300 20 $ 5,100 $ 5,300 $ 5,500 $ 5,700 $ 5,900 Senior Manager 187 to 220 60 11,200 11,600 12,100 12,600 13,100 Senior 113 to 134 190 21,500 22,400 23,300 24,200 25,200 Staff 90 to 107 365 33,700 35,000 36,400 37,900 39,400 Clerical 65 to 70 15 1,000 1,000 1,000 1,000 1,000 Total 650 72,500 75,300 78,300 81,400 84,600 Direct Expenses (travel, copying, telephone, etc) Total not -to -exceed 2,500 2,600 2,700. 2,800 2,900 $ 75000 $ 77,900 $ 81,000 $ 84,200 $ 87,500 Statements on Auditing Standards Nos. 104-111 (SAS 104-111), The Risk Assessment Suite The Auditing Standards Board of the American Institute of Certified Public Accountants, which promulgates generally accepted auditing standards, has recently issued eight new standards collectively known as the Risk Assessment Suite. The Risk Assessment Suite imposes new requirements significantly expanding information to be gathered about the entity being audited, its environment, risks it faces and how it controls those risks. The Suite also imposes new requirements significantly enhancing the rigor and detail of the process of assessing and developing responses to risks of material misstatement of the particular entity's financial statements as well as documentation thereof. Our fees specified above include the increase that will result from the additional time and effort necessary to perform your audit because of the Risk Assessment Suite. Additional Services Should any additional services not related to the audit (preparation of the Comprehensive Annual Financial Report, preparation of notes to the financial statements, performance of arbitrage calculations, etc.) be required, additional fees will be negotiated at that time. However, to facilitate the City's evaluation of the proposal we have estimated our fees for certain services as follows: Preparation of the CAFR $ 18,000 $ 18,600 $ 19,300 $ 20,000 $ 20,700 Preparation of notes to the financial statements $ 4,250 $ 4,400 $ 4,600 $ 4,800 $ 5,000 Performance of arbitrage calculations - $2,250 to $4,000 per year per outstanding bond issue. Other Matters Our acceptance of this engagement is subject to completion of our normal client acceptance procedures. Upon acceptance, the actual terms of our engagement will be documented in a separate letter to be signed by the City and BKD, LLP. 9 N O 0 b) J O) Ul a W N -s N 4 4 --. 2' o o w a m N O Dy' 'y t.'N" '� — O F t' it,..- w J - 7C[ G3Wt U) {t.� o ).'FY 01 i c tJ i d 5� ti o C j m T ;3 • S w N '-fiasf q r e e. C .4 t' Z .' . ' FYI T< t. < dF n N a M a a a a a b a H N J W 0 0 0 0 0 0 0 0 0 0 - o ' . CD 0 0 0 0 0 0 O o O o 0. a :'7.' "' 0 0 0 0 0 0 0 0 0 0 0 0. o ."' v5i N it r; �... .' (f7] V O O a: m o ,;S. Oc O +n a.." o ,� ..z *.. L.� F¢N Rl• c oar ....y J O Q I +o in Q Ya7 N 0. o ' 0 CD CD C � o o O m O O N 0 b ,-, x y n CD T 6 y N Z ry O From: Clarice Pearman To: Farthing, Marsha Date: 9.7.07 3:07 PM Subject: Res. 151-07 Attachments:. 151-07 BKD LLP 2007.pdf CC: Audit; Vice, Peggy Marsha, Attached is a copy of the resolution passed by City Council, August 23, 2007. I forward to you an signed contract and letter agreement via interoffice mail. I will also forward your original purchase requisition to Purchasing. Please let me know if anything else is needed for this item. Have a good day. Thanks. Clarice