The Changing Landscape of Auditor Liability

We provide an overview of shareholder litigation against auditors since the PSLRA. The number of lawsuits per year has declined, dismissals have increased, and settlements in recent years have declined. Our study asks why. Because we find that the likelihood an auditor is sued following a restatement has declined in recent years, it does not appear that the decline can be attributed solely to increases in audit quality. Instead, we consider whether the Supreme Court cases limiting the scope of Rule 10b-5 against private actors may have led to the decline. To study this possibility, we focus on the Supreme Court’s 2007 and 2011 rulings in Tellabs v. Makor and Janus v. First Derivative, respectively. Our analysis provides strong evidence that the higher liability standards imposed by Janus significantly reduced auditors’ liability exposure, but we find only limited evidence that the pleading standards imposed by Tellabs had a significant effect.