Peter Hughes has been a member of the International Ethics Standards Board for Accountants (IESBA, the Ethics Board) since 2010. He is currently a partner at KPMG in the UK, where he heads KPMG International's Global Independence Group. He is responsible for overseeing ethics and independence policy, guidance, and training for member firms of KPMG International.

Can you talk a little about your background?

PH: I’ve worked in the accounting profession my entire working life, initially as a trainee accountant and auditor, then involved in transactions work, and most recently professional ethics. At various stages in my career, I have been involved in technical roles within my network of firms so have had the benefit of seeing a wide range of challenges faced by accountants and auditors, relating both to technical and ethical issues. During that time I’ve seen an enormous increase in the volume and complexity of professional standards and can appreciate the challenges that professional accountants face in trying to comply with those standards. I’ve always felt though that accountants recognize the responsibilities they face as professionals and the privileged position they hold in society. However, public expectations of accountants and the technical standards they work to are continually changing, so it’s enormously challenging. I believe that accountants recognize they need to do the right thing, but exactly how to achieve that can be open to debate. So this led me to having a particular interest in ethical issues.                                        

What has been the most rewarding part of serving on the board?

PH: I would say that working on the development of professional standards with an international team and seeing how people approach the task from many different cultural and intellectual perspectives has been the most rewarding. There are few absolutes, but trying to find the common ground or the right balance is very satisfying. This was particularly true of the Conflicts of Interest project that I worked on, but has been true of all the many projects I’ve been involved with during my time on the board.

A lot of people will say that an ethical culture starts with the tone at the top. Do you have any advice for leadership to instill a culture of ethics at their company or practice?

PH: Experience has shown that one can have all the ethical codes and standards one likes in an organization, but unless the leadership “walks the talk,” they won’t make much difference. In my personal view what is crucial for setting the tone of an organization is for the leadership to be prepared to speak out on the core values of the organization—obviously to embody those values themselves, but also to have an open and consultative style and the ability to act when things aren’t right.

Do you think that ethics standards can help prevent accounting and other forms of financial fraud?

PH: I definitely think they have a significant role to play. There are no doubt ambiguous messages about the role of accountants, particularly auditors, in safeguarding the public interest and in some quarters, a significant expectation gap as to what they can achieve. It’s critical that ethical standards for accountants establish a clear expectation, and where appropriate requirements, as to how accountants should behave; and, most importantly, the part that they can also play in helping others to do the right thing. But there needs also to be an understanding of the limitations of what professional accountants can achieve and that they are most effective when operating in an environment that is responsive to public interest considerations, including, of course, an effective corporate governance framework.

Have you in your professional life ever faced an ethical dilemma that you weren’t sure how to handle?

PH: In my technical advisory role, in particular, I’ve seen cases where auditors have felt compromised by the conduct of management of the companies that they audit. For me, the challenge is how auditors can act in the public interest while at all times acting in accordance with professional standards. Sometimes the dilemma has been that simply walking away from an audit engagement might be the easiest thing to do and might even be the response suggested by ethical standards. But is this always the best way to protect the interests of shareholders? I think it’s important that ethical standards recognize that resignation does not always serve the public interest. I certainly think that improvements in corporate governance standards and greater opportunity for transparency have helped auditors in meeting their responsibilities, while also being seen to act in the public interest.

A distinguishing mark of the accountancy profession is its acceptance of the responsibility to act in the public interest. What does this mean to you?

PH: This question has been one of the most interesting, but also most challenging, issues that I’ve faced in my time on the IESBA and particularly so when working on the Non-compliance with Laws and Regulations (NOCLAR) project. In the case of NOCLAR, our proposed guidance is intended to help the accountant to see clearly the role they can play to help company management and those charged with governance to address the situation. Our proposed guidance would also help accountants when determining whether disclosure to an external authority would be the proper an appropriate course of action in some cases. We have to recognize though that the responsibility cannot just fall on the shoulders of accountants. They have a part to play—and a significant one—in the whole system of corporate governance, which is designed to protect the interests of stakeholders and the wider public, but they can’t do it alone. 

You are also deeply involved in the board’s project to improve the structure of the Code. What are some of the challenges for that one?

PH: The project to simplify and clarify the language and presentation of the IESBA Code of Ethics for Professional Accountants (the Code) is a fascinating one. Working on the structure and the drafting conventions of the Code brings home just how complex it is, and potentially how ambiguous it might be, particularly when it’s translated into other languages and read by different audiences. But the task of trying to come up with the “mot juste” for a particular word in the Code (in English of course), has taught me the truth of the adage that the US and the UK are two countries divided by a common language! And, I’m sure the same applies no matter which two English-speaking countries you are comparing. Fortunately the task force can draw on the skills of a multi-lingual Board as well as our editor whom we’ve hired as a plain English expert. Together we’re drawing up a list of preferred terms whose meaning we can all agree on. These terms will be used consistently in the Code to facilitate accurate translations. It will be critical that we receive input to our Exposure Draft, which we anticipate will be approved and published for comment in Q4 this year, from as wide a group of stakeholders as possible.

Stavros Thomadakis became chair of the International Ethics Standards Board for Accountants (IESBA, the Ethics Board) in January 2015. Dr. Thomadakis is emeritus professor of financial economics at the University of Athens. He was the first chair of the Public Interest Oversight Board (PIOB, 2005-2011), which oversees the activities of the IESBA and other standard setters.

How will your previous work as Public Interest Oversight Board (PIOB) chair and your background in academia influence how you approach your role as IESBA chair?

ST: As a long-time academic, I've learned to be patient and to synthesize many different points of view using a constructive approach. I think that has become part of what I would call my style of operating, not only as an academic, but also as a regulator, as PIOB chair, and now IESBA chair.

Of course, as a former chair of the PIOB I am familiar with the Ethics Board. I have been committed to the public interest for many years and in various capacities during my career, and I bring this strong commitment to the IESBA. I can already see that the members of the IESBA share a similar commitment, so I look forward to working with them to continue to strengthen the relevance of the board’s work to the public interest.

Many parties associated with the capital markets have been criticized as a result of the global financial crisis. How has the IESBA been affected by the crisis?

ST: I think the accounting profession is still facing residual distrust and reputational damage that was directed at many professionals associated with the capital markets as a result of the global financial crisis, including auditors and accountants in both practice and business.

Ethics has become a central issue in the post-crisis world. Expectations for ethical behavior and for the ethics standard setter have been raised. That is why the regulatory community and the wider public are more closely following our work. And that is why our attention must be directed to expectations and to the risk that a prominent ethical failure in the world of auditing may adversely affect our reputation.

As standards and standard setting are instruments of the profession’s self-commitment, they can be used to rebuild confidence in the profession in all quarters—with users, regulators, and the general public. The oversight arrangements that are in place for standard setting will also contribute to this outcome.

What are some of your goals as you begin your tenure as chair of the board?

ST: My primary goal as chair is simple and practical: to lead the IESBA to produce results from our various projects that will raise the quality of the Code [Code of Ethics for Professional Accountants] and enhance the reputation of the IESBA as an independent international standard setter.

The implementation of the Code by many jurisdictions and the ability of the Code to inspire accountants and auditors, regulators, and policy-makers, around the world in their work, will be sure signs of our leadership in ethical thinking and practice. My predecessor, Jörgen Holmquist, had a very keen sense of this and it informed his pursuit of an active outreach and communication agenda. I plan to continue in his steps and consolidate our standing among important stakeholders.

Our strong public interest commitment must remain constantly visible and relevant. Among the various standard-setting activities that surround the accounting profession, ethics is the one most focused on mindsets, culture, and behavior. As we seek to influence and reshape the mindsets of others by offering high-quality standards and an overall ethical framework, we must also constantly improve and raise our own. No matter if we are practitioners or non-practitioners, professionals or academics, our mindset in this board must remain fully compatible with our public interest mission.

What would you say in response to the implied criticism of those who have asked if the IESBA Code represents the “lowest common denominator”?

ST: The answer is, and should be, a resounding: “No, it does not.” Given our international aspiration, we must produce a Code that is global in its perspective and has global applicability. If the standards that we propose inconvenience existing practices in certain parts or certain activities of the profession, this is no reason for stepping back. It is reason for ensuring that they are efficient, functional, and effective in achieving an ethical outcome.

This can only be achieved by remaining principles based. There are notable areas, auditor independence being the foremost example, where regulations in important jurisdictions have forged ahead of the Code and specified explicit rules that are more stringent than our standards. This is not a failure of the Code, as some say, since specific needs will always arise in one or the other jurisdiction that will necessitate specific requirements or prohibitions.

Needless to say, there are some cases where major jurisdictions may follow dissimilar or even opposing solutions to ethical issues. In those cases, the Code must seek adjustments that will embody principled synthesis. In such areas, especially, the assistance and guidance of our oversight body, the Public Interest Oversight Board, will be sought and valued. 

How can the IESBA Code remain relevant in a rapidly changing world?

ST: In a dynamic and changing world, we must also be dynamic and forward looking. Every project that we undertake, every standard that we produce, and every pronouncement that we make, must be put to the test. Are we responding effectively to new challenges? This is our challenge because what needs to be done is not always what is convenient or comfortable, for us or our stakeholders.

To achieve its goal, standard setting has to be sensitive to changes in the environment, and that is something that the IESBA is already doing in the context of its strategic plan. Wide consultation with all stakeholders is important. This is where serving the public interest comes in again. The public interest is not a fixed set of rules written in stone. It depends on the circumstances and can be adjusted as new challenges arise. Certainly after the financial crisis, we need to reflect anew on public interest requirements, in particular their international aspect, which is critical for any global standard-setting body.

There will be times when we must follow the directional signs implied by the examples of more advanced jurisdictions, which have after all experienced the crisis deeply, and seek adjustments that will bring the Code to compatible modes with the implied trends. And, of course, we also need to be sensitive to the challenges that arise in parts of the world where regulations are not as advanced. But the real question is whether we can set principles and requirements that disturb the status quo in areas where ethical practice needs to be elevated. And, those are the areas to which we will direct our efforts and attention in order to remain effective and relevant. 

Wui San Kwok became a member of the International Ethics Standards Board for Accountants (IESBA) in 2010, and is currently serving as its Deputy Chair, having served as its Interim Chair in 2014. He is a Partner at PricewaterhouseCoopers LLP in Singapore. 

What made you interested in serving on the IESBA?

WK: I didn't volunteer. I didn’t also know what the IESBA was then. I run a consulting unit in my firm. Ethics standards setting is far removed from what I do day to day.

It began when a retiring IESBA member was looking for a successor. He is Irish and very supportive of geographical diversity at IESBA. He said half-jokingly, “The IESBA needs an Asian but also to continue the Irish heritage.” He knew that I had spent about 10 years in Northern Ireland. He was rather persuasive.

So I took this up, and am so glad I did. It's been a journey of personal learnings—tremendously interesting and challenging, as a member and then Interim Chair—that I won’t ever forget.

What particular perspectives or experiences do you bring to the board?

WK: As a consultant, probably big picture and pragmatism.

The IESBA deals with so many things. We must, however, always keep sight of the big picture. We can't pursue idealism to solve complex problems in what is an imperfect world. A good Code has to be operable in the real world. It must be balanced and proportionate. Conversely, one cannot constantly get hung up on the status quo. We must be keenly aware of issues of significant public interests, and unavoidable winds of change. We must know when to let go and move on.

What is the most challenging part of setting international ethics standards?

WK: Interesting question. It doesn’t matter which culture you come from. Good ethical principles are universal. I doubt you need to be convinced that you ought to be honest, behave professionally and with due care, and so on.

Therefore, the challenge is not defining acceptable ethical principles, but rather defining the acceptable practices to meet those principles, and that is where people having widely differing opinions. These are often influenced by culture, changes in societal expectations, and even politics.

For example, people argue day and night about where to draw the line on gifts and entertainment, what services auditors may provide to audit clients, and so on.

Hence, if you ask me, the often long and arduous process of bringing consensus and in determining where to draw those lines has to be the most challenging aspect of standard setting. We are striving for global convergence. Challenging, but so satisfying when we get it done. And right.

A distinguishing mark of the accountancy profession is its acceptance of the responsibility to act in the public interest. What does this mean to you?

WK: I will leave public interest for another day. Otherwise, we’ll be here for a very long time! 

For now, I would say trust and relevance. Our existence and importance to the public is linked very closely to us being a trusted profession, and doing things that are most relevant to our stakeholders.  These two words guide me whenever I think about an issue concerning the public interest.   

They are mutually exclusive. We can deliver relevant work of outstanding quality, but if the public does not trust our output, we fail. And, once trust is lost, it's very difficult to regain it.

Similarly, we can be completely trusted, but if we do not do the things that are the most relevant to our stakeholders, we will have a problem. We will become irrelevant in time, and fail.

We serve many unique public interest roles, and trust is central to all of these. Many of these are with captive audiences. Eyes are always on our actions. So we must continue to proactively self-regulate and self-innovate to preserve public trust and relevance in what we do. We must anticipate emerging areas of significant interest to our stakeholders, including changing needs and expectations. We must manage them ahead of time.

What pressures or challenges do accounting professionals face today in terms of acting ethically?

WK: Not easy to answer. The profession is diverse: SMPs and large firms; professionals in business, in government, and public practice; varied businesses and job roles. They face very different challenges.

For now, I think the one common challenge many will not dispute is managing the fast and significant, sometimes unclear, changes in ethical standards and expectations: reporting suspected illegal acts; independence requirements; conflicts of interest; public and regulator expectations, such as tax morality; dealing with complex jurisdictional differences.

Many forget that there is often a human face to all of this. These issues can impact personal lives. Families are involved. Ethical requirements can have consequences on opportunities and priorities. These challenges and pressures can impact talent attraction and retention to particular fields, such as auditing.

The human face behind SMPs is also worth mentioning. The pressures and challenges arising from changes in standards can be immense. Let’s be real. These are businesses, and people’s livelihoods are concerned. One can’t, for example, expect a change in a business model, or diversification of client portfolios and revenue, overnight. The market structure may also make it more challenging for change to take place.

What do you see as the key factors influencing the development of global ethics standards in the future?

WK: Two areas are worth mentioning: more and better research is one. This includes the assessment of incremental benefits to the public interest and the trade-offs of policy change. I feel that sometimes, we are having to make important decisions that have widespread implications based on perception. Like the principles of good regulation, evidenced-based standards are always more credible and persuasive in gaining acceptance.

Secondly, I would like to see better understanding and collaboration between the profession and regulators in standard setting at the global level. I still sense distance, and possibly some distrust, too.  We need to work on that. Standard setters and regulators are equally important stakeholders in this process. Though differences in views will arise, in the end, both are on the same side.

The world badly needs convergence to a common global ethical code, not more divergence. The IESBA has and must continue to occupy this leadership position. I retire in December 2015 and will be watching the progress of the IESBA with high expectations.

Claire Ighodaro became a member of the International Ethics Standards Board for Accountants (IESBA, the Ethics Board) in 2013. She is a board member and Audit Committee Chair of Lloyd’s of London and a non-executive director and Governance Committee Chair of Merrill Lynch International. She is a past president of CIMA.

Can you talk a little about your background?

CI: I actually started off not planning to be an accountant at all. I loved math and physics, and I wanted to be a civil engineer. However in the '70s, despite having done well in math and physics, I was told by everyone—teachers and others—that civil engineering for a girl wasn't a good idea. I remember one person saying to me, “you do realize there are no women's toilets on building sites? You would probably never get a position,” which probably was quite true in the '70s.

When an uncle suggested accounting, I really didn't have a strong understanding of what accountants did. When I got into it, it wasn’t quite what I had planned. I was a bit concerned starting out that I would not be able to make my own way as strongly as I wanted to in such a structured career framework. And then, just by chance, I discovered management accounting. And I thought well, that sounds more interesting for me because I can apply my knowledge and my interests, and I won't be constrained. Ultimately, I was able to go into industry, and I ended up working in an engineering company after all. So I was able to combine the two interests and I thoroughly enjoyed the career it gave me.

You then went on to become the president of CIMA.

CI: Yes, I became the first female president of CIMA in 2003. I did not start at CIMA with the intention of becoming president. Bear in mind that in those days, the councils of the institutes were composed of mostly men—in a group of 50, there might be three or four women.

I didn’t want to be a token of any sort so when I was first approached I was against it, but I finally agreed to being included on the ballot. I never expected to be elected and was rather shocked when I was. At first, I was horrified actually. But it also gave me confidence that my colleagues had elected me. So even when things were difficult, I felt it my responsibility to them to take the leadership role and to do it properly. So I threw myself into it, while continuing to work full-time at BT, which was stressful, but I felt it was important for presidents of the chartered accounting bodies to continue to be actively engaged in accounting and workplace issues.

Why do you think it has taken so long for women to be elected to these leadership positions?

CI: I suppose people often choose according to what they are used to. And that was why I was surprised when I was nominated and elected. My colleagues were different. They were supportive from the beginning, even those who didn’t necessarily agree with everything I proposed. But they were very supportive as a group. And I was very honored to be their president.

A lot of people will say that an ethical work culture starts with the tone at the top. Do you have any advice for leadership to instill a culture of ethics at their company or practice?

CI: I strongly believe that matters such as ethics have to start from the top. You have to walk the talk. And it's deeper than just declaring that you require an ethical culture in your organization. It's what you do, it’s what you require of your own people, and it’s how you set the strategy and rewards within the organization. You have every opportunity as a leader to do that.

It's more important than just setting the tone. You also need to put in place the right frameworks—the right control structures that help people to be ethical, such as a good whistleblowing policy.

I chair audit committees in non-executive directorship roles for large corporations and one of the things I look at is whether we have had any whistleblowing incidents. And, I don’t wish to see them, but if there aren’t any whistleblowing incidents, you must ask why not. I check the policy. Is the policy applied? Is it understood? Is it easily available? I want to make sure if there aren’t any incidents that it's not because people just don't know that there is a policy to guide and protect them.

I also look to see how any whistleblowing incidents have been dealt with. Were they elevated through management and those charged with governance? So, for example, as chair of the audit committee, am I written into that policy or do people get blocked from speaking to an external director? There needs to be a robust framework that enables people to raise ethical matters if they feel that they're not being heard by management.

At the same time, leadership has to ensure that middle management understands this too. Many organizations are quite good at having strong trainee or graduate trainee programs, where they induct new leaders and talk about the culture. But the truth of the matter is that organizations are led by the people that are in the middle. So how does the organization talk with people who may have been there for a long time or have come in from elsewhere with a different culture?  How do we address ethics training right through the organization at every level?  And how do we test it?  There needn't be a fear of ethics. It doesn't mean you're uncompetitive. Quite the reverse, one hopes.

So yes, I do feel there's a huge responsibility for leadership.

Do you think that ethics standards can help prevent accounting and other forms of financial fraud?

CI: I believe that employers need to have a clear and consistent message about ethics. I think that ethics being out there in front can help in preventing accounting and financial fraud. Not just because the policy tells you the right thing, you may know what the right thing to do is, but that there's an added layer of guidance and protection whereby you have a framework—a code—which is part of your professional responsibility. And if you are being asked perhaps by your board or by your manager to do things which you can see are unethical, you may worry about insubordination in saying no. But with the Ethics Code you have this other protection. And, in this way, you are not disobeying your boss, you are following company policy. It gives you something concrete to point to.

Have you in your professional life ever faced an ethical dilemma that you weren’t sure how to handle?

CI: I’ve faced ethical dilemmas, but I don’t think I was ever unsure how to deal with them. I've always been conscious of ethics. And, I'm very proud of my profession. So I've always understood even when we didn't have this huge focus on ethics, we've always had it as an underlying principle. So I've always felt there are rules—professional standards—to which I have to operate.

I can think of places I've worked where the leadership have perhaps been very bullish in their approach, and naturally they want you to produce information for a board that puts their case in the best possible light. And you sometimes feel uncomfortable because you have some information which says well, that really looks more like recommendation B than A. They might want you to present A because that supports them. As a professional accountant I would prepare both options but in presenting make clear the fact that B is a clear outcome of this analysis. And it gets down to saying as a professional accountant I'm required to tell you this. Now that doesn't mean that you have to create unnecessary challenges. What objectivity (one of the ethics code’s five fundamental principles) means in this context is that professional accountants are required to present all the relevant information accurately and completely.

What pressures or challenges do accounting professionals face today in terms of acting ethically? Are there any particular challenges for accountants in the country in which you work?

CI: Pressure from superiors or colleagues, as I was getting at in the last question, is a very key area, and research shows that professional accountants frequently seek guidance from their professional bodies on this. In fact, this is an area that my taskforce is looking at in regard to Part C of the Code, which deals with professional accountants in business.

We have proposed a brand new section, which I think will be very helpful for accountants. It's quite an interesting area because there are different kinds of pressure to consider. For instance, pressure from a superior to work hard to meet an agreed deadline is one kind of pressure, but it is a pressure that is appropriate for the role.

What we have tried to do in the new section is to separate out the pressure that is normal or quotidian pressure placed on someone to do their job well—to be efficient, effective, and to meet their objectives—from the pressures to make someone do something which is unethical.

So it's not just about pressure, but it's about dealing with pressure to perform your job in an unethical manner, to breach the code. And for those pressures, we have sought to give professional accountants a series of actions whereby they can analyze the pressure and make sure that it's not just their being new to their role or not being confident enough; and how then they can manage the situation by putting safeguards in place. In some cases, we haven't used the language of threats and safeguards from other parts of the code; rather, we've used “guidelines” quite deliberately and offered examples of actions that might be considered in order to ensure that the professional accountant does not, as a result of the pressure, breach the code of ethics.

In your professional life, having worked in different countries or with or in multinational organizations, have you experienced different corporate ethics environments due to cultural differences? If so, please describe.

CI: I'm British born of Nigerian descent. I'm a UK chartered management accountant. I work in the UK, but I've also served on boards in Nigeria and held international roles. Sometimes I come across very superficial views of the culture in other places. And, some can be almost insulting, for example, assuming that one culture is inherently more accepting of unethical behavior than another culture. I don't find this to be correct.

In my experience, working internationally and having sat on boards which operate across the world, I do not believe there is any culture where their ethics clash with our Code. So when it is suggested that in developing our ethics code we have to “recognize different cultures,” I always step back and ask, what do we mean by that? Every culture requires ethical behavior.

All right, there might be some interpretation in the area of gifts, but you have a responsibility to use your discretion to not accept a gift that is intended to persuade you to act in a manner which is unethical—and separate those from gifts that are just part of normal cultural gift-giving.

Generally, issues around ethics are international and universal. It’s interesting because you may not realize until you've worked internationally, or come together through an organization such as IFAC, that all these different people working in different cultures are working in similar ways and with the same aims. So I do feel that we can have a coherent international code of ethical standards that we can all apply to our work.