Loading...
HomeMy WebLinkAboutURA RES 2016-42 RESOLUTION NO, RESOLUTION AUTHORIZE THE EXECUTION OF THE FINANCIAL AUDIT CONTRACT FOR THE CALDWELL URBAN RENEWAL AGENCY WITH FIDE BAILLY FOR THE YEAR ENDED SEPTEMBER 30, 2016; BE IT HEREBY RESOLVED by the Urban Renewal Agency of the City of Caldwell to approve the execution of the financial audit contract with Bide Bailly hereto as set forth in full. PASSED BY THE URBAN RENEWAL AGENCY OF THE CITY OF CALDW LL this 1'71" day of October, 2016, APPROVED BY THE CHAIRMAN OF THE URBAN RENEWAL AGENCY OF THE CITY OF CALDWELL on this 17th day of October, 2016. 3 iPP V D■ Ba ........................... Y r n Renewal ear Chairman. ATTEST: , r� City CIer r CPAs L BL SI M ADVI SIRS October 10, 201 To the Board of Commissioners Caldwell East Urban Renewal Agency Caldwell,Idaho We are engaged to audit the financial statements of the governmental activities and the fund information of Caldwell East Urban Renewal Agency for the year ended September 3 o, 2016.Profess ionat standards re wire that we provide you with the following information related to our audit. we would also appreciate the opportunity to meet with you to discuss this i nfo rin ti on further since a two-way dialogue can provide valuable i liformation for the audit prices. Our Ides ponsi biIities under U.S. General l Accepted Au diting,Standards anti Coves-nme t A uditiag Sfandai-ds As stated in our engagement letter dated October 10,2016,our responsibility,as described by professional standards,is to express opinions about whether the financial statements prepared by lnanageni ent with your oversight are fairly presented,in all material respects,in conformity with U.S.generally accepted accounting principles. Our audit of the financial statements does not relieve you or management of your responsibilities. As part of our audit,we will consider the internal control of Caldwell East Urban Renewal Agency. Such considerations are solely for the purpose of determining our audit procedures and not to provide any assurance concerning such internal control. As part of obtaining reasonable assurance about whether the financial statements are free of material misstatement we Zvi I l also perform tests of Caldwel l East Urban Renewal Agency's compliance ith c rtain provisions of laws, regulations, contracts,and grants. However,providing an opinion on compliance with those provisions is not an objective of our audit. Generally accepted accounting principles provide for certain required supplementary information I SI to supplement the basic financial statements. Our responsibility with respect to the management's discussion and analysis and the schedule of revenues, expenditures,and changes in fund balance—budget to actual,which supplement the basic financial statements, is to apply certain limited procedures in accordance with generally accepted auditing standards. However,the RSI will not be audited arid, because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance,we will not express an opinion or provide any assurance on the RSI. Planned Scope and Timing of the Audit An audit includes examining,ors a test basis, evidence supporting the amounts and disclosures in the financial statements;therefore,our audit will involve i udgment about the number of trans actions to be examined and the areas to be tested. Our audit will include obtaining an understanding of the entity and its environment, including internal control, sufficient to assess the risks of material misstatement of the financial statements and to design the nature,tinting, and extent of further audit procedures. Material misstatements may reSLIlt from I errors, 2 fraudulent financial repotting, misappropriation of assets,or 4 violations of laws or govertumental regulations that are attributable to the entity or to acts by management or employees acting on behalf of the entity. We will generally www.eidebaiIly.com 1 877 W.Rain SI.,Sle.800 1 Boise,ID 83702-5858 M T 208.344.7150 1 F 208. AA. A3 I E E i communicate ur significarit findings at the conclusion of the audit. However., some matters could be communicated sooners,particularly if significant difficulties are encountered during the audit inhere assistance is needed to ovei-come the difficu Ri es or if the difficulties may lead to a mod ifi ed opinion. We wi11 also communicate any internal control related matters that are required to be communicated under professional standards. We expect to begin our audit on approximately December 5,2016.Jodi Daugherty is the engagement partner and is responsible for supervising the engagement and s igning the report or authorizing another individual to sign 1t. This information is intended solely for the use of the Board of Commissioners and management of Caldwell East [urban Renewal Agency and is not intended to be, and should not be,used by anyone other than these specified parties. lety truly yours, Eide Bailly LLP pop Ei'de,B a- l"-11-- y-,m CPAs&BUSING ADVISORS October 15,2016 Caldwell East Urban renewal Agency Attn: Carol Mitchell 621 Cleveland Blvd Caldwell,Idaho 83905 We are pleased to confirm our understanding of the services we are to provide Caldwell East Urban renewal Agency for the year ended September 30,2016. we wi l I audit the financial statements of the governmental activities and fund information, including the related notes to the financial statements,which collectively comprise the basic financial statements of Caldwell East Urban Renewal Agency as of and for the year ended September 30,2016.Accounting standards generally accepted in the United States of America provide for certain required supplementary information RSI ,such as management's discussion and analysis iD A ,to supplement Caldwell last Urban Renewal Agency's basic financial statements. Such information,although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential pant of financial reporting for placing the basic financial statements in an appropriate operational,economic, or historical context.As part of our engagement,we will apply cet-tain limited procedures to Cardwell last Urban Renewal wal Agency's RS1 in accordance with auditing standards generally accepted in the United States of America. Thee limited procedures will consist of inquiries of management regarding the nie#hods of preparing the information and comparing the inforniatron for consistency with inanagement's responses to our inquiries,the basic financial statements,and ether knowledge we obtained during our audit of the basic financial statements.We will not express are opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. The following RS1 is required by generally accepted accounting principles and will be subjected to certain limited procedures, but will not be audited: 1 Management's Discussion and Analysis. 2 Schedule of F Revenue,Expenditures,and changes in Fund Balances—Budget to Actual—General Fund Audit Objectives The objective of our audit is the expression of opinions as to whether your financial statements are fairly presented,in all material respects, in conformity with U.S.genera Ily accepted accounting principles and to report on the fairness of the supplementary information referred to in the second paragraph when considered in relation to the financial statements as a whole. Our audit will be conducted in accordance with auditing standards generally accepted in the United States of America and the standards for financial audits contained in Government A uditing Standards, issued by the Comptroller General of the United States, and wilI include tests of the accounting records of Caldwell East Urban Renewal Agency and other procedures we consider necessary to enable us to express such opinions. we will issue a written report upon completion of our audit of Caldwell East Urban Renewal Agency's financial statements. Our report will be addressed to Members of the Board of Commissioners of Caldwell East Urban Renewal Agency.We cannot provide assurance that unmodified opinions will be expressed. Circumstances may arise in which it is necessary for us to modify our opinions or add emphasis-of-natter or other-mat-ter paragraphs. if our opinions are other than unmodified,we will discuss the reasons with you in advance.If, for any reason,we are unable to complete the audit or are unable to form or have not formed opinions,we may decline to express opinions or issue reports,or may withdraw from this engagement. www.eideboilly.com 1 877 1 W.Main St.,Sle.800 1 Boise,ID 83702.5858 1 T 208-344.7150 1 F 208.34A.7A35 I E E We will also provide a report(that does not include an opinion)on internal control related to the financial statements and compliance with the provisions of laws,regulations, contracts, and grant agreements, noncompliance with which could have a material effect on the financial statements as required by Government udit ng Standards. The report on internal control and on coni pliance and other in atters will include a paragraph that states 1 that the purpose of the report is solely to describe the scope of testing of internal control and compliance, and the results of that testing, and not to provide an opinion on the effectiveness of the entity's internal control on compliance, and that the report is integral part of an audit performed in accordance with Governin enl A udiang Standards in con sidedng the entity's internal control and compliance.The paragraph will also state that the report is not suitable for any other purpose.If during our audit we become aware that Caldwell East Urban Renewal Agency is subject to an audit requirement that is not en compass ed in the tents of this engakgem nt,we will communicate to inanagenient and those changed with governance that an audit in accordance with U.S. generally accepted auditing standards and the standards for financial audits contained in Government uditing Standards may not satisfy the relevant legal,regulatory,or contractual requirenient . Audit rocedui•e General An audit includes examining,on a test basis,evidence supporting the amounts and disclosures in the financial statements; therefore, our audit wi11 involve judgment abort the number of transactions to be examined and the areas to be tested.Are audit also includes evaluating the appropriateness of a counting policies used and the reasonableness of significant accounting estimates made by management,as well as evaluating the overall presentation of the financial statements.we will plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement,whether fr•oni 1 er'ror's, fraudulent financial reporting, misappropriation of assets,or violations of laws or governmental regulations that are attributable to the government or to acts by management or employees acting on behalf of the government. Because the determination of abuse is subjective, Goi;ei-t7t�ient,4itditing-Standat-ds do not expect auditors to provide reasonable assurance of detecting abuse. Because of the inherent Iiniitations of an audit,combined with the inherent limitations of internal control, and because we wil[not perform a detailed examination of all transactions,there is a risk that material misst tements may exist and not be detected by us,even though the audit is properly planned and performed in accordance with U.S. generally accepted auditing standards and Governin ent A uditi g Standards. In addition,an audit is not designed to detect 1mmaterial in isst tenients or violations of laws or govermnental.regulations that do not have a direct and material effect on the financial statements. However,we will inform the appropriate level of management of any material rr r• ,any fraudulent financial reporting,or misappropriation of assets that come to our attention. we will also inform the appropriate level of management o n y violations of laws or governmental regulations that come to our attention, unless clearly inconsequential,and of any material abuse that conies to our attention. Our riesponsibiIity as auditors is liinited to the period covered by our audit and does not extend to later periods for which we are not engaged as auditors. Our procedures will include tests of documentary evidence supporting the transactions recorded in the accounts, and may include tests of the physical existence of inventories,and direct confirmation of receivables and certain other assets and liabilities by correspondence with selected individuals,funding sources, creditors, and financial institutions. We will request written representations from your attorneys as part of the engagement, and they may bi11 you for responding to this inquiry. At the conc[us ion of our audit,we wi11 require certain written representations from you about your responsibilities for the financial statements; compliance with laws, regulations,contracts,and grant agreements;and other responsibilities required by generally accepted auditing standards. 2 Audit Pi- cedur s--Int rnaI Control Our audit will include obtaining an Understanding of the government and its environment, in ludi ng internal control, sufficient to assess the risks of material misstatement of the financial statements and to sign the nature, timing,and extent of further audit procedures. Tests of controls.may be rf rm ed to test the ff tiv n s of certain controls that we consider relevant to preventing and detecting errors and fraud that are material to the financial statements and to preventing and detecting misstatements resulting from illcgal acts and other noncompliance matters that have a direct and material effect on the financial statements. Our•tests, if performed, will be less in scope than world be necessary to render an opinion on internal control arid,accordingly,no opinion will be expressed in our report on internal control issued pursuant to Go venune)it A uditing Standards. An audit is not designed to provide assuran a on internal control or to identify significant deficiencies or material weaknesses.However,during the audit,we will communicate to management and those charged with governance internal control related natters that are required to be communicated under AI PA professional standards and Audit Pro ccdux•es ornpliancc As part of obtaining reasonable assurance about whether the financial statements are free of material inisstatement, we will perform tests of Caldwell East Urban renewal Agency's compliance with the provisions of applicable laws,regulations, contracts,agreements, and grants.However, the objective of our audit will not be to provide an opinion on overall comp Iiance and eve will not express such an opinion in our report on compliance issued pursuant to GovernmentAuditing Standards. Other Services We may also assist in preparing the financial statements and related notes of Caldwell East Urban Renewal Agency in conformity with U.S.generally accepted accounting principles based on information provided by you. We may also provide other nonattest services related to preparation of proposed adjusting journal entries related to GASB 34. These nonaudit services do not constitute an audit under GovernmentAudifing Standards and such services will not be conducted in.accordance with Governni ent A udr"fingStandards. We will perform the series in accordance with applicable professional standards. We, in our sole professional judgment, reserve the right to refuse to perform any procedure or tale any action that could be construed as assuming management responsibilities. Management Responsibilities Management is responsible for establishing and maintaining effective internal controls, including evaluating and monitoring ongoing activities,to Help ensure that appropriate goals and objectives are met;following laws and regulation;and ensuring that management and financial information is reliable and properly reported. Management is also responsible for implementing systems designed to achieve compliance with applicable laws, regulations,contracts,and grant agreements. You are also responsible for the selection and application of accounting principles,for the preparation and fair presentation of the financial statements and all accompanying information in conformity with U.S.generally accepted accounting principles, and for compliance with applicable laws and regulations and the provisions of contracts and grant agreements. Management is also responsible for making all financial records and related information available to gas and for the accuracy and completeness of that information. You are also responsible for providing us with 1 access to all information of which you are aware that is relevant to the preparation and fair presentation of the financial st tements, 2 additional information that we may request for the purpose of the audit,and(3)unrrestricted access to persons within the government from whom we determine it necessary to obtain audit evidence. 3 Your responsibilities include adjusting the financial statements to correct material misstatements and for confirming to us in the written representation letter that the effects of any uncorrected misstatements aggregated by us during the current engagement and pertaining to the latest period presented are immaterial, loth individually and in the aggregate,to the financial statements taken as a whole. You are responsible le for the design and implementation of programs and controls to prevent and detect fraud,and for informing us about all known or suspected fraud affecting the government involving I management, employees who have significant roles in internal control, and others where the fi•aUd could have a material effect on the financial statements. Your responsibilities include informing us of your knowledge of any allegations of fraud or suspected fraud affecting tlic govern men t received in communications from employees, fornier employe s, grantors,regulators,or others. In addition,you are responsible for identifying and ensuring that the government complies with applicable laws,regulations,contracts,agreements, and grants and for taking timely and appropriate steps to remedy fraud l and noncompliance with provisions of laws,regulations,contracts or grant agreements, or abuse that we report. You are responsible for the preparation of the supplementary information,which we have been engaged to report on, in conformity with U.S. generally accepted accounting principles.You agree to include our report on the supplementary information in any document that contains and indicates that we have reported on the supplementary information.You also agree to include the audited financial statements with any presentation of the supplementary information that includes our report thereon.Your responsibilities include acknowledging to us in the written representation letter that 1 you are responsible for presentation of the supplementary information in accordance with GAAP; your believe the supplementary inforination, including its form and content, is fairly presented in accordance with GAAP; the methods of measurement or presentation have not changed from those used in the prior period or, if they have changed, the reasons for such changes); and you have disclosed to us any significant assumptions or interpretations underlying the measurement or presentation of the supplementary information. Management is responsible for establishing and maintaining a process for tracking the status of audit findings and recommendations. Management is also responsible for identifying and providing report copies of previous financial audits,attestation engagements, performance audits or other studies related to the objectives discussed in the Audit Objectives section of this letter. This responsibility includes relaying to us corrective actions taken to address significant findings and recommendations resulting from those audits, attestation engagements, performance audits,or other studies. You are also responsible for providing management's views on our current findings,conclusions, and recommendations, as well as your planned corrective actions,for the report, and for the timing and format for providing that information. You agree to a s ine all management responsibilities relating to the financial statements and related notes and any other non edit services we provide including preparation of proposed adjusting journal entries related to GASB 4. You will be required to acknowledge in the managemment representation letter out•assistance with preparation of the financial statements and related notes and that you have reviewed and approved the financial statements and related notes prior to their issuance and have accepted responsibility for therm.Further,you agree to oversee the nonaudit services by designating an individual,preferably from senior management,who possesses suitable skill,knowledge, or experience; evaluate the adequacy and results of those services;and accept responsibility for them Engagement Administration,Fees,and other We may from time to tune,and depending on the circumstances,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 personal information. In addition,we will secure confidentiality agreements with all service providers to maintain the confidentiality of your information and we will take reasonable precautions to determine that they have appropriate procedures in place to prevent the unauthorized release of your confidential information to others.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-part r service provider. Fui'th rmore, we will remain responsible for the work provided by any such third-patty service providers. We understand that your employees will prepare all cash or other confirmations we request and will locate any documents selected by us for testing. We will provide copies of our reports to Caldwell Fast Urban Renewal Agency; however,management is responsible for distribution of the reports and the financial statements. Unless restricted by law or regulation,or containing privileged and confidential information, copies of our reports are to be made available for public inspection. The audit documentation for this engagement is the property of Lrde Badly LLP and constitutes confidential information. However,subject to applicable lags and regulations,audit documentation and appropriate individuals will be made available upon request and in a timely manner to a state regulator or its designee, a federal agency providing direct or indirect funding, or the U.S. Government Accountability Office for purposes of a quality review of the audit,to resolve audit findings,or to carry out oversight responsibilities. we will ratify you of any such request.If requested, access to such audit documentation will be provided under the supervision of bide Bailly LLP personnel. Furthermore,upon request,Ave may provide copies of selected audit documentation to the aforementioned parties. These parties may intend, or decide,to distribute the copies or information contained therein to others,including other governmental agencies The audit documentation for this engagement will be retained for a minimuni of five years after the report release date or for any additional period requested by the state regulator. If we are aware that a federal a warding agency or au itee is contesting an audit finding,we will contact the party ies contesting the audit finding for guidance prior to destroying the audit documentation. We expect to begin our audit on approximately December 5, 2016.Jodi Daugherty is the engagement partner and is responsible for supervising the engagement and signing the reports or authorizing another individual to sign them. Our fee for these services will be at out,standard hourly rates plus out-of-pocket costs(such as report reproduction,word processing, postage,travel,copies,telephone, etc.)except that we agree that our gross fee, including expenses,will not exceed$6,100. This fee is based on our understanding that City staff w l l prepare the financial statements. If our assistance is needed in the preparation of the financial statements, the fee is$125 per hour. Our stand arid hourly rates vary according to the degree of fesponsibility involved and the experience level of the personnel assigned to your audit. Our invoices for these fees will be rendered each month as work progresses and are payable on presentation. The above fee is based on anticipated cooperation from your personnel and the assumption that unexpected circumstances will not be encountered during the audit. If significant additional time is necessary, we will discuss it with you and arrive at a new fee estiniate before we incur the additional costs. In addition,we will be compensated for any tiinc and expenses, including time and expenses of legal counsel,we may incur ire conducting or responding to discovery requests or partici ati ng as a witness or otherwise in any legal,regulatory, or other•proceedings as a result of our Firm's perform ante of these set-vices.You and you r attorney will receive, if lawful, a copy of every subpoena we are asked to respond to on your behalf and will have the ability to control the extent of the discovery process to control the costs you may incurs. Should our relationship terminate before our audit procedures are completed and a report issued,you will be billed for services to the date of termination.All bills are payable upon receipt.A service charge of 1%per month, which is an annual rate of 1 %, will be added to all accounts unpaid 30 days after billing date. vernm ent A uditing Standards require that we provide,upon r•e guest, a copy of our most recent external peer review report and any subsequent review reports to the parity contracting for the audit.Accord i ngly,we will provide a copy of our most recent peer review report at your request. DISPUTE RESOLUTION The following procedures shall be used to resolve any disagreement,controversy or claim that may arise out of any aspect of ur services or relationship with you, including this engagement,for any reason("Dispute"). Specifically,we agree to first mediate. Mediation All Disputes between its shall first be submitted to non-binding medi tion by written notice "I1 ediati n Notice" to the other party. In nn diction,we will work with y o u to resolve any differences voluntarily with the aid of an impartial mediator. The mediator wiII be selected by mutual agreement,but if we cannot agree on a mediator,one shall be designated by the American Arbitration Association "AAA" . The mediation will be conducted as specified by the mediat r and agreed upon by the parties. The parties agree to discuss their differences in good faith and to attempt,with the assistance of the inediat r,to reach an amicable resolution of the Dispute. Mediation will be conducted with the parties in person to Boise,Idaho. Each party will bead its own costs in the mediation. The fees and expenses of the mediator will be shared equally by the parties. Either party may commence suit on a Dispute after the mediator declares an impasse. Governing Law and enue We both agree to submit any unresolved Dispute to trial by a federal or state court venu d in Minneapolis, Minnesota. This agreement shall be governed by and construed in accordance with the laws of the State of Minnesota(regardless of the laws that might be applicable under the principles of conflict of law)as to all matter=s including without limitation,matters of validity, construction, eff ct and performance. LIMITATION OF DAMAGES AND No PDNITI E DAM-AGES The exclusive remedy available to you in any adjudication proceeding shall be the Might to pursue claims for actual damages that are directly caused by acts or omissions that are breaches by us of our duties under this agreement and/or under applicable professional standards, such damages will be limited to no more than two times fees paid under this agreement. In no evert shall we be Iiable to you for any punitive on exemplary damages, or for attorneys' fees. TIME LIMITATION The nature of our services males it difficult,with the passage of time,to gather and present evidence that fully and fairly establishes the facts underlying any Dispute. We both agree that,notwithstanding any statute of Iimit ti ns that m ight otherwise apply to Dispute, it is reasonable that you may no t bring any legal proceeding against us unless it is commenced within twenty-f ur 4 months "Limitation Period" after the date when we deliver our report,return or other deliverable under this agreement to your,regardless of whether we do other services for you or that may relate to the audit. The Limitations Period applies and begins to run even if you have not suffered any damage or loss,or have not become aware of the existence or possible existence of a Dispute. 6 INDEMNI'F'Y You agree that none of Fide B ai I ly LLP,its partners, affiliates, officers or empl o (col l tiv l r"Fide Bai ll r" shall be responsible for or liable to you for any misstatements in your financial statements and/or tax return that we may fail to detect as a result of knowing representations ma le to us,or the concealment or intentional withholding of information from us, by any ofyour owners,directors, officers or employees, whether or not they acted in doing so in your interests o r for your benefit, and to hold Elde B ai I ly harmless from any claims, losses, settlements,judgments,awards, daniages and attorneys' fees from any such misstatement,provided that the services performed hereunder•were performed in accordance with professional standards, in all niarter•ial respects. If a claim is brought against you by a third-party that arises out of or is in any way related to the services provided under tliis engagement,you agree to indemnify Fide Bailly LLP,its partners,affiliates, officers and employees (collectively"Fide Bai11y"),against any losses,including settlement payments,judgments,damage award s, punitive or exemplary damages, and the costs of litigation(including attorneys' fees)associated with the services performed hereunder provided that the services were performed in accordance with professional standards, in all material respects. ASSIGNMENTS PROHIBITED You agree tliat you wi11 not and may not assign, sel 1, barer or transfer any legal rights,causes of actions, claims or Disputes you inay have against Eide Bailly, its pailners, affiliates,officers and employees,to any other person or party, or to any trustee,receiver on other third patty. We appreciate the opportunity to be of service to aldwell East Urban Renewal Agency and believe this letter accurately summarizes the significant teams of our engagement. If you have any questions,please let gas know. If you agree with the terms of our engagement as described in this letter,please sign the enclosed copy and return it to u . EIDE BAILLY LLB' Jodi Daul§teirtner ACCEPTED BY Caldwell East Urban Renewal Agency Si atur Title 7