The Ultimate Guide to Unmodified Audit Opinions: Templates & Reporting Tips

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The Ultimate Guide to Unmodified Audit Opinions: Templates & Reporting Tips

Overview: An unmodified (or unqualified) audit opinion is the gold standard for financial statement users. It means the auditor concludes the financial statements present fairly, in all material respects. This practical guide explains when to issue one, how to write it, and provides real-world templates for nonissuers and issuers.

✅ What is an Unmodified (Unqualified) Opinion?

Unmodified Opinion is the term used under AICPA GAAS for nonissuers. Unqualified Opinion is the equivalent PCAOB term for issuers. Both signal a clean audit report with no material misstatements or scope limitations.

✅ Key Elements for Nonissuer Reports

  • Title & Addressee: Clear title and proper addressee.
  • Opinion Section: Entity name, periods covered, and fair presentation in accordance with GAAP or other framework.
  • Basis for Opinion: Describes GAAS compliance, independence, and sufficient evidence.
  • Management’s Responsibility: Clear statement of management’s duties.
  • Auditor’s Responsibility: Auditor’s role and scope of audit.
  • Going Concern: If substantial doubt exists, include a separate section but do not modify the opinion solely for this.
  • Key Audit Matters (KAMs): Optional for nonissuers when engaged.

📝 Example: Nonissuer – Unmodified Opinion

Independent Auditor's Report

[Addressee]

Opinion

We have audited the financial statements of ABC Company, which comprise the balance sheets as of December 31, 20X1 and 20X0,
and the related statements of income, changes in equity, and cash flows for the years then ended.

In our opinion, the financial statements present fairly, in all material respects, the financial position of ABC Company
in accordance with U.S. GAAP.

Basis for Opinion

We conducted our audits in accordance with GAAS. We are independent and believe our audit evidence is sufficient
and appropriate to provide a basis for our opinion.

✅ Key Elements for Issuer Reports

  • Title: “Report of Independent Registered Public Accounting Firm.”
  • Addressee: Shareholders and board of directors.
  • Opinion on the Financial Statements: Clear statement of scope and fair presentation.
  • Basis for Opinion: References PCAOB registration, independence, scope, and sufficient audit evidence.
  • Critical Audit Matters (CAMs): Must be included unless none identified.
  • Signature, Tenure, Location, Date: Required for PCAOB reports.

📝 Example: Issuer – Unqualified Opinion

Report of Independent Registered Public Accounting Firm

To the shareholders and the board of directors of XYZ Corporation:

Opinion on the Financial Statements

We have audited the accompanying balance sheets of XYZ Corporation as of December 31, 20X2 and 20X1,
and the related statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the years then ended.

In our opinion, the financial statements present fairly, in all material respects, the financial position of XYZ Corporation
in conformity with U.S. GAAP.

Basis for Opinion

We are a public accounting firm registered with the PCAOB and are independent with respect to the company.
We conducted our audit in accordance with PCAOB standards.

Critical Audit Matters

We determined that there are no critical audit matters.

🔑 Best Practices

  • Use clear, professional wording.
  • Include Basis for Opinion immediately after the Opinion section.
  • When applicable, add KAMs or CAMs transparently.
  • Review AICPA AU-C 700 and PCAOB AS 3101 for detailed requirements.

🔗 Helpful References

👉 Keep your unmodified opinions clean, clear, and compliant — every time!

COCOMOCPA

Financial Controller / CPA

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