RSM Transparency Report 2021

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RSM and The Transformation Era

2021 | RSM International

Transparency Report APRIL 2022


April | 2022

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Anticipating challenges, identifying opportunities.

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Title here Subtitle here Contents A message from the CEO

4

The Transformation Era

6

A message from the Global Leader, Quality & Risk

10

The RSM Network

12

RSM’s global structure

13

RSM’s people and culture

14

Governance, leadership, and management

16

Ethics and independence

22

Quality-related policies and requirements

24

Activities to assess and monitor quality

25

RSM Centres of Excellence and leadership groups

27

Global and regional revenues

28

RSM representation

29

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A message from the CEO Over the last year, societies, organisations and governments the world over have been coming to terms with the accelerated change instigated by the global pandemic, attempting to transform themselves to meet the evolving and increasingly challenging expectations of business leaders, workers and consumers. It is clear that we have entered a new business age - an age when digital-first, data-driven technological solutions are assumed; an age when flexible, virtual and agile working is the norm; an age when environmentalism and brand purpose are critical for relevance; an age of new industries, new entrepreneurs and new growth opportunities. RSM has termed this as ‘The Transformation Era’. As a global organisation, we are accelerating our own transformation agenda, while playing an active role in supporting our clients to transform. The Transformation Era is characterised by continuous and accelerated change across a range of business-critical areas. To cater for this, we are proactively building on our agility and resilience by putting in place new technologies to deepen our dedication to quality and trust, evolving our brand and purpose, exploring new services while developing our existing offering, and empowering our people with data and automated systems towards delivering an exceptional client experience. As a global organisation, RSM’s core objective is to bring our team of 51,000 professionals closer together and to support the provision of seamless cross-border services to clients. While global policies and procedures are fundamental to us working cohesively, true collaboration only comes when the collective shares the same values and vision for the future. RSM Member Firms are united under the same brand and high-quality standards, yet the right cultural fit, the sharing of the same beliefs, and our dedication to transform together are just as important as the commitment of Member Firms to meet these global expectations. RSM’s core beliefs of Understanding, Collaboration, and Ideas and Insight are central to The Power of Being Understood, and are underpinned by shared global values of Respect, Integrity, Teamwork, Excellence and Stewardship. Throughout RSM, providing the highest quality services and supporting business leaders in their reorganisation of their business operations and digitalisation of their infrastructure, are key priorities.

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We are committed to helping clients overcome the challenges they face and to harnessing the opportunities that present themselves as part of the Transformation Era. By forming deep, long-lasting relationships and providing relevant ideas and insight, we empower clients to move forward with confidence. While businesses and organisations around the world are being challenged to transform, we continue to provide innovative, high-quality services and solutions to help them thrive in this new business age. Audit, one of RSM’s core service offerings, has been a key focus for RSM’s ongoing transformation, with 2021 seeing the further development of RSM Orb, our global audit solution that scales according to the requirements of individual clients. RSM Orb comprises the methodology, software and tools that are adaptable to local legal requirements and compliant with the International Standards on Auditing. The review and approval of RSM Orb is the responsibility of the Global Quality Committee whilst the Audit Centre of Excellence has the role of defining and shaping our audit services of the future. Significant investment has been made into the development of a new integrated global independence, entity management and service authorisation system for RSM. Once launched – with the first phase of the roll-out coming in 2022 - ‘RSM InTrust’ will further enable timely and informed data-driven decisions to meet ever-changing regulatory requirements. As we protect the public interest, RSM InTrust will safeguard the independence and collective objectivity of our Member Firms and professionals, helping to avoid conflicts of interest in client engagements and empowering our teams, clients and people around the world to move forward with confidence. The strength of RSM derives from the people that work within the organisation and in fully utilising their different strengths, insights, and ideas. There are many people who contribute their time and expertise to RSM’s various leadership groups and committees that help to steer and guide the provision of services and the way we operate. Special thanks go to all of these professionals for their dedication and commitment to the ongoing development and sustainability of RSM in these transformative times.

Jean M Stephens Chief Executive Officer

“ Throughout RSM, providing the highest quality services and supporting business leaders in their reorganisation of their business operations and digitalisation of their infrastructure are key priorities.” Jean Stephens, CEO, RSM International

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The Transformation Era In business, change and transformation occur naturally over time as new trends, technologies, laws, regulations and trade partnerships come into play, and as societal, client and employee expectations evolve. As we have witnessed over the last two years, the global pandemic has acted as a catalyst for the increased rate of change in all these areas and this fast pace of evolution has shown no signs of slowing. Demonstrating agility and the ability to rapidly transform operations and approaches has become a necessity for businesses and organisations around the world in order to remain relevant, profitable and futureproofed for potential crises. To achieve this, RSM re-assessed its business priorities, activities and initiatives to provide clarity and focus on the key areas of its operations, resulting in the development of the Transformation Era concept. This is summarised in the image below and is supported by three core areas of work: Transition, Growth and Purpose. Furthermore, it highlighted the operational areas that many of our clients will also be focusing on over the coming months and years to remain successful through and post the global pandemic.

TRANSITION

PURPOSE

Moving from traditional ways of working, to approaches that utilise new collaborative working practices, new technologies, and new ideas and insights.

Led by the changing expectations of our people and clients around RSM’s wider societal impact, and in pursuing and leading improvements across a range of ESG-related issues. E OS RP PU

TR AN SIT ION

Transforming for a new business age

GROWTH

GROWTH

Through relationship building, maintaining a proactive, strategic focus, and being at the forefront of quality and technological processes to build trust and resilience.

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Thinking ahead and responding rapidly.

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Transition Purposefully moving from traditional ways of working to approaches that utilise new collaborative working practices, new technologies, and new ideas and insights, towards meeting the changing needs of clients and consumers, and to retain and develop talent.

Collaboration: Breaking down silos to encourage increased cross-functional and cross-team working, while embedding a one-team mentality. U nderstanding: Equipping employees for the future and building widespread understanding of capabilities and strengths. I deas and insight: Developing existing and new services and products, harnessing data and technology to evolve service delivery and the sharing of forward-focused insight. RSM has accelerated its efforts to celebrate the rich and diverse opinions throughout the global organisation through a programme of events and online learning. We continue to invest in digital and virtual collaboration technologies to achieve this, including virtual conference platforms, a Global Innovation Hub, and cloud technologies. Our global learning management system has been central to the sharing of ideas and insight with over 100 new courses developed in 2021. This system also facilitated the first virtual RSM Academy which included more than 300 participants from 70 countries.

Growth Seizing new and exciting opportunities to drive growth through internal and external relationship building, maintaining a proactive, strategic focus on targeting new business channels, and being at the forefront of quality and technological processes to build trust and resilience.

Relationship building: Intentionally seeking to better understand and build relevance with clients, suppliers and thirdparty partners, while also nurturing deeper relations between different offices and professionals.

Proactive, strategic focus: Actively exploring acquisitive opportunities, while pursuing sustainable and profitable new service engagements to support the development of existing and new clients. Quality systems and processes: Increasing the sophistication of processes, methodologies and technologies to further build trust, transparency and security, to more confidently grow and serve clients effectively. RSM continues to proactively grow in its size and sophistication through the development and provision of new and existing services and products, while also increasing its geographical presence. In the last twelve months, RSM has added to its global representation in the Bahamas, Kyrgyzstan, Nigeria and Turkey. Business referrals and cross-border work continues to increase year-on-year, supported by training and the implementation of consistent tools and approaches to business development, service approaches, and client relationship building. We have also invested in obtaining the ISO 27001 accreditation for all RSM Member Firms to enhance RSM’s information security position.

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Purpose Activating and amplifying our brand purpose, both internally and externally, and defining a sustainability journey and actions to drive meaningful change. Defining our role as an organisation in relation to those with whom we engage.

Agreeing shared values internally across RSM Member Firms and the Network as a whole, and externally with whomever we partner. Evolving our brand to better reflect the organisation we are today and the organisation we strive to be in the future. Delivering on RSM’s purpose, ‘The Power of Being Understood’, remains central to our success in exceeding the expectations of our clients, colleagues and communities. In 2021, a Purpose and Sustainability Programme was launched to ensure these themes are central to the future development of RSM. Collating information on how we currently deliver on The Power of Being Understood across the Network and gathering details on the wealth of activity being undertaken in relation to ESG across all RSM Member Firms, work has begun to create a global framework and supporting tools to empower all RSM Member Firms to lead improvements across a range of ESG-related issues. Diversity and inclusion is a core focus area, with last year seeing the launch of mental wellness support and training, and a quarterly ‘Women in Leadership Summit’. As we embrace the Transformation Era, we are reviewing every element of our brand to ensure it meets our business objectives and are considering ways we can evolve to ensure RSM has a positive contribution to the environment and society across the different cultures and markets we work in.

The development of a new global strategy for RSM With RSM’s existing global strategy in its final year of application and with the learnings from the global pandemic and new insight around the changing world of business, RSM has been working along a roadmap to develop a new, modern and ambitious global strategy for the organisation. This roadmap was put in place to ensure RSM’s new global strategy is developed collaboratively, capturing leading-edge thinking from an extensive range of experts, both outside RSM and from within RSM Member Firms, and leadership teams. A key initiative as part of this Roadmap was the ‘RSM Leaders – Reimagining our Future’ programme. Running from July 2020 to July 2021, this initiative was designed as a core activity for engaging with experts throughout the RSM Network on key strategic topics. Over three phases, RSM leaders collaborated using an Agile Learning Process to provide ideas and insight around current and relevant strategic issues, with a view to identifying trends and defining long-term innovative solutions and priorities. To achieve this, 80+ leaders from over 30 RSM Member Firms were placed in one of six ‘Action Learning Groups’, offering different cultural, generational, service line, sector and professional perspectives, with the aim of shaping revolutionary and progressive change for the global organisation and its Members. A Global Strategy Taskforce was created to make informed and focused recommendations to the International Board regarding RSM’s future global strategy, drawing from the ‘RSM Leaders - Reimagining our Future’ Programme and a wealth of additional expertise and input from additional workstreams and projects. RSM’s new global strategy will be launched in 2022 for implementation in 2023.

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A message from the Global Leader, Quality & Risk 2021 saw the continued development of new ways of working that may have seemed temporary during the early days of the pandemic, but which are increasingly becoming permanent as the business environment is transformed. Despite the many challenges that this transformation has provided, RSM remains committed to quality across all of our service lines. Quality is the foundation of the RSM Network and a common foundation across all RSM Member Firms. RSM continues to focus on ensuring Member Firms have the common methods and processes required for the ongoing enhancement of the quality of the services they deliver.

Development of RSM Orb RSM Orb, RSM’s Optimal Risk-Based audit solution, which is translated into several languages, supports RSM Member Firms in delivering a consistently high standard of auditing and is critical in delivering The Power of Being Understood. Member Firms use a consistent core audit methodology, software and tools which can be adapted for local regulatory requirements. In 2021, to further enhance quality, several improvements were made to RSM Orb based on feedback from users, most notably, the development of a solution for ‘Micro’ and ‘Dormant’ entities. This enables RSM auditors to perform quality audits by focusing directly on the requirements of International Standards on Auditing that are relevant to these entities.

A new Independence system Being independent is fundamental to RSM’s ability to act as trusted business advisers. RSM has invested in the development of RSM InTrust, a new integrated global independence, entity management and service authorisation system for the RSM Network, phase one of which will go-live in April 2022. RSM InTrust is a response to the increasing regulatory requirements and will enhance RSM’s global independence processes. Its entity management and service authorisation modules will enable timely and informed data-driven decisions by using intelligent technology and automation. Ultimately, it will assist RSM’s client service teams in identifying potential independence issues, in responding accordingly and in moving forwards with confidence.

International Standards on Quality Management (ISQMs) RSM believes that the ISQMs are the basis for continuing the transformation of audit quality in the profession, and both the RSM Global Executive Office and Member Firms have been preparing for the implementation of these new standards on 15 December 2022. This poses a considerable challenge for assurance firms, and the RSM Global Executive Office has provided tools and training to assist RSM Member Firms with their implementation process. These activities will continue throughout 2022 as we approach the implementation date.

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Inspections The ongoing pandemic meant that, for a second year, all Member Firm and global inspections were successfully carried out remotely. We continue to evaluate the structure and content of the Member Firm and Global inspection programmes, particularly in the light of the forthcoming implementation of ISQM 1.

Training In 2021 we continued the development of RSM’s Quality Curriculum, which is accessed through the global intranet and is hosted on RSM’s global learning management system. Training on ISQM 1, Independence, IFRS, Inspections and RSM Orb were added to the Quality Curriculum during the year.

Technology RSM’s globally available, secure, file-sharing client portal, which complements similar portals already in place in some Member Firms, was widely used following its introduction in 2020 and is transforming the way in which Member Firms interact with their clients. Several Member Firms are also piloting the use of client data acquisition scripts, which streamline the gathering of financial information from an individual client’s general ledger across a significant number of ERP providers. As we look to the future, RSM is in the process of evaluating and piloting a number of potential global data analytics solutions, some of which are already being used by individual Member Firms. With the business environment becoming increasingly complex, having data analytics solutions that are suitable for use across the full range of middle market clients will be key in providing a dynamic and responsive audit of the future.

The audit profession is undergoing significant transformation as a result of the implementation of the ISQMs, new ways of working, increasing regulatory pressures and the expectations for innovative digital solutions. RSM is responding to the transformation of our profession in purposeful and forward-thinking ways, while continuing to enhance the resources and tools that it provides to Member Firms as part of the organisation’s never-ending pursuit of quality. With all the initiatives that we have undertaken in 2021, some of which are continuing into 2022, I am confident in RSM’s continued ability to perform high quality work for clients.

Marion Hannon Global Leader, Quality & Risk

“ RSM is responding to the transformation of our profession in purposeful and forward-thinking ways, while continuing to enhance the resources and tools that it provides to Member Firms.” Marion Hannon, Global Leader, Quality & Risk, RSM

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The RSM Network RSM is the brand name used by the Members of the RSM International Network, which are each independent professional services firms and separate legal entities practising in their own right. The Network is not itself a separate legal entity in any jurisdiction, and Membership of the Network does not make any Member Firm responsible for the services of other Firms. RSM International is a private company limited by guarantee and is registered in England & Wales. It is a network umbrella company and does not provide services to clients.

GLOBAL HIGHLIGHTS

Revenue growth of 15.8% from $6.3bn to

offices

countries

$7.26bn

people internationally

RSM Member Firms are driven by a common vision of providing high quality professional services both in their domestic market and in serving the international professional service needs of their client base. KEY SERVICE LINE HIGHLIGHTS

The RSM Network connects Member Firms through common methods and processes, including universally agreed and applied quality standards. These connections enable RSM Member Firm partners and staff to provide consistently high standards of service and advice to clients – everywhere in the world. During 2021, RSM expanded through the addition of a new Member Firm in Turkey, a branch of RSM Tajikistan was 38% 8%its presence8% opened ingrowth Kyrgyzstan, and new Correspondent Firms were in growth in growth in growth inappointed in the Bahamas and Nigeria. The Member Firm in Finland consulting services audit services tax services accounting services left the Network. The unwavering commitment of RSM professionals, combined Membership ofthinking, the has Forum ofperspectives, Firmsinnovative with critical delivered new approaches and a forward-looking gaze to ensure that middle market businesses are primed for growth in the new business age.

RSM International is a member of the Forum of Firms, an association of international networks of accounting firms that Jean M Stephens RSM INTERNATIONAL perform transnational audits. RSM is active in and CEO, fully supports the objective of the Forum of Firms, which is to promote consistent and high-quality standards of financial reporting and auditing practices worldwide and to support convergence of national audit and standards with the International Standards on Auditing. Marion Hannon, RSM’s Global Leader for Quality & Risk, currently represents RSM as a member of the Forum of Firm’s Transnational Auditors Committee. As at December 2021, RSM has Members and Correspondents in over 120 countries, with over 860 offices, more than 51,000 staff and combined revenues in excess of US$7.26 billion (including the US and Canada Alliances), of which, approximately US$2.6 billion was derived from audit services. RSM International and all RSM Member Firms consider strong data and information security to be paramount in ensuring that client and employee data is always protected. To deliver a strong and consistent information security management system, RSM has adopted the internationally recognised ISO 27001 information security standard. RSM Member Firms are working on achieving the ISO 27001 certification to demonstrate to clients that they have in place robust policies and controls that help to maintain the confidentiality, availability and integrity of all client and employee data. 12 RSM AND THE TRANSFORMATION ERA

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RSM’s global structure RSM’s global structure is fundamentally aimed at executing RSM’s global strategy and enabling business development across Member Firms.

Board of Directors

Global Quality Committee

Service Groups and CoEs

Leadership Groups

Committees

Member Firms and our people Other Board SubCommittees

Sector Groups

Regional Councils

Regional Leaders and teams

CEO and GEO Key

Communication lines

Reporting lines

RSM is organised into six regions to facilitate regional crossborder collaboration and the sharing of information and best practices across Members. Generally, each Region includes a Regional Council, and a Regional Leader, supported by a Regional Coordinator. The Regions are responsible for:

The delivery of services within and across RSM’s regions is enhanced by Leadership Groups, Service Groups, Centres of Excellence and Sector Groups. These teams and structures are responsible for:

- Regionalising and championing global initiatives to drive progress against Network objectives - Delivering Regional Conferences and training events - Supporting succession development and identifying/ developing Next Generation Leaders within Members - Facilitating collaboration between Global and Regional Service and Sector Leader Teams and Representatives - Supporting proactive business development and growth initiatives - Assessing and coordinating large global client opportunities - Providing support and guidance to Member Firms on their growth journey - Driving referrals between Member Firms within and across the Regions - Identifying new markets and potential professional services firms for recruitment within their Region - Working with the Global Executive Office on regional go-to-market strategies, materials, content and sponsorships as appropriate.

- Delivery of relevant e-learning, training materials and training events - Development of go-to-market approaches aligned with global messaging - Creation of relevant templates, processes and frameworks - Development of appropriate sub-groups around particular service focus areas - Development of existing services and the identification of new services - Recommendations regarding adopting/developing and integrating new technologies and digital applications - Identification of cross-border client service opportunities - Management of shared digital spaces to promote collaboration between experts across the Network - Building widespread internal and external knowledge of RSM’s capabilities.

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RSM’s people and culture The Power of Being Understood RSM’s purpose, centred around The Power of Being Understood, is all about confidence. When clients work with RSM, they are working with professionals who will take the time to truly understand them, who will bring tailored ideas and insight to their environment and who are committed to helping them make confident decisions about their future. RSM’s vision is ‘to be considered the adviser of choice to middle market leaders globally’. As a set of principles towards realising this vision, RSM has three distinguishing beliefs:

Collaboration

Understanding

Ideas and insight

Building strong, collaborative and lasting relationships with all our clients; being accessible, responsive and adaptive.

Gaining a deep understanding of our clients’ needs, strategies and aspirations and striving to be an essential part of their business environment.

Ensuring every client benefits from tailored thinking and the insight of our professionals locally and globally.

This is underpinned with the following values:

RESPECT

INTEGRITY

TEAMWORK

EXCELLENCE

STEWARDSHIP

Treat others as we would like to be treated

Do the right thing

Work together effectively

Be the best in everything we do

Better our network, members and our people

Diversity and inclusion ‘People’ is a primary element of RSM’s global strategy. By putting all 51,000 RSM people first, the organisation creates an environment that is positive, encouraging, and inclusive, centred around continuous professional and personal development, where talent of all types is identified, developed and valued. This is brought to life externally through the use of natural portraiture as part of the RSM brand, which are bespoke photographs of a diverse selection of RSM professionals from around the world. RSM employs a Global Leader for Diversity and Inclusion as part of the Global Executive Office Team.

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This individual is responsible for developing relevant tools, training materials and other resources. These initiatives are designed to assist RSM Member Firms in achieving the individual and business benefits related to successful diversity and inclusion strategies, as well as the attraction, development, and retention of people with a variety of qualifications, cultures and opinions that are essential to excellence in high performing teams. In recent years, RSM has introduced several successful people initiatives, including the RSM Academy, Next Generation Leaders and Forward Sprint programmes, which are specifically designed to nurture young talent and fresh thinking with an emphasis on every voice and idea being heard. In 2021, the quarterly RSM Women in Leadership Summit, which is open for attendance by all RSM people, was launched to encourage and support RSM women, from new joiners to partners, as they progress through their careers. Through a calendar of global and regional events and programmes, the Network encourages collaboration and fosters deep relationships with its people across the world. In building personal and professional networks within RSM, people are encouraged to collaborate, to support one another and to celebrate individual and shared success. At RSM, inclusion and a sense of belonging are valued as being necessary for growth, creativity, innovation, high performance and job satisfaction. This is fundamental to empowering RSM professionals to perform as first choice advisers, and in their provision of high-quality services.

Learning and development Facilitating widespread access to training, development, insight and best practice is a core purpose of the RSM Network. RSM’s global learning management system plays a key role in achieving this. Launched in 2020, this system is available in Arabic, Chinese, English, French, Portuguese, Russian and Spanish. The courses and modules, many of which are available in multiple languages, include learning around: Technical, software and procedural service line training Business development and marketing Ethics and independence and quality management Data and technology management Business software and systems Leadership and management skills Learning and development is also fundamental to the planning of RSM’s regional and world conferences, in-person/ virtual training programmes, global projects, and the role of RSM’s Centre of Excellence structures.

Member expectations RSM operates under a ‘contributed hours’ model. This means that RSM Member Firms, depending on their size, are expected to provide a certain number of hours each year for initiatives that have a benefit beyond their geographic region. Hours can be contributed towards activities such as training, due diligences, inspections, producing articles or content for publication, or for Centres of Excellence. Asking Member Firms to contribute their time to the Network means Member Firms are committed to the success of RSM and the success of each other, while at the same time raising the profile of individual employees who contribute to these areas. It also provides an opportunity for people to be exposed to global projects and multi-cultural teams. RSM sets expectations for Member Firms to ensure that there are consistently high standards of performance and capability throughout RSM. These expectations describe how RSM conducts itself in professional dealings and how Member Firms connect with each other and with their clients. This is not a set of rules, but rather, a set of benchmarks to align all Members of the RSM international Network behind a common vision to achieve RSM’s global strategic objectives. Member Firms agree to specific requirements in their Membership Agreement regarding expected Member behaviours, but RSM also encourages its Member Firms to maintain their own personality, relevant to their local cultures, while still serving the needs of the Network and their clients at the highest level.

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Governance, leadership and management RSM International Limited Board of Directors (the Board) The RSM International Board of Directors is the governing body of RSM International Limited. Its objectives and responsibilities include: - Creating, approving, and overseeing implementation of the international strategy for the Network - Oversight of matters relating to the membership of RSM, including admitting new Members and termination of membership - Oversight of the ethical and effective leadership of the Network - Approving RSM International’s budget, operational plan and Member Firm fees - Safeguarding the Company’s assets and satisfying itself that the Company has adequate systems and control processes in place - Strategic risk management of RSM International and oversight of risk management policies and best practices - Overseeing a process to ensure adherence to quality standards by Member Firms - Determining and overseeing process for CEO succession - Assessing and determining the CEO’s remuneration.

As of the date of this report the Directors of the RSM International are:

Stefan Walter

Jean-Michel Picaud

Wong Poh Weng

Joe Adams

Simon Hart

Austria

France

Hong Kong

US

UK

Brian Eaton

Guillermo Erhard

Chairperson South Africa

Mexico

THE RSM INTERNATIONAL BOARD OF DIRECTORS

Tom Ferreira US

Jorge Perez Argentina

James Komninos

Jason Chen

Cherif Hammouda

Angela Simatupang

Australia

China

Egypt

Indonesia

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The Directors are appointed for a period of three years, after which they become eligible for re-election. There is provision for the appointment of an additional three directors by the Board who may serve for a period up to three years and who would also be eligible for reappointment. The Chair is also elected for a three-year term and may be re-elected for up to two further three-year terms. Neither the Chair nor the Directors are remunerated. To assist in discharging its responsibilities, the Board has established six subcommittees:

Committees

Purpose

Governance

Assist the Board in the discharge of its responsibilities relating to: - Oversight of RSM Membership matters - Assessment of the processes, practices and the results relating to the Company’s governance - Oversight of relevant existing governance documents

Nomination

Oversight of the administration of the Board appointment process.

Audit

Assist the Board in the discharge of its responsibilities relating to: - The safeguarding of the Company’s assets - The operation of adequate systems and control processes - The preparation of accurate financial reporting information and statements in compliance with all applicable legal and regulatory requirements and accounting standards

Remuneration

Assess and recommend to the Board the remuneration of the CEO and other senior management.

Risk

Provide additional analysis to the Board regarding the strategic risk management of RSM International, and to determine that risk management best practices and policies are established. Formalise Risk Appetite Statements for review and approval by the Board. The Board’s Risk Committee collaborates with the Global Executive Office Operational Risk Team, which is comprised of the CEO, Global Leader for Quality & Risk and other Global Executive Office staff.

Global Quality Committee

Detailed consideration of Network quality matters to equip Member Firms to deliver uniform highquality professional services and to achieve full alignment with RSM Network policies and procedures.

Global Quality Committee (GQC) To ensure quality matters receive the time and attention necessary to drive uniform high-quality professional services, the Board established the Global Quality Committee in April 2021 as a successor to the Transnational Assurance Services Executive Committee. The GQC, as a sub-committee of the Board, operates as an overseer and a maker of recommendations to the Board for consideration and final approval. The Committee does not assume the functions of management, which remain the responsibility of the CEO, officers, and other members of senior management. According to its terms of reference, the GQC, whose members are appointed by the Board, consists of five to nine members of suitably qualified and experienced partners or equivalent from RSM Member Firms. The composition of the GQC is designed to ensure representation from across the RSM regions. The Chair of the GQC is selected by the Board from members of the Committee and serves for a term of three years and can be renominated at the end of the three-year term. Current members of the GQC are from RSM Member Firms in Australia, France, Hong Kong, Mexico, South Africa, US and UK. The Chair of the GQC is from the RSM Member Firm in South Africa.

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The GQC‘s responsibilities are to:

- Consider and recommend RSM policies in relation to: >> Quality management systems/frameworks compliant with Standards issued by the International Auditing and Assurance Standards Board >> Ethics and Independence compliance with the requirements of the International Ethics and Standards Board for Accountants >> Quality Assurance & Risk Containment >> Anti-Bribery and Corruption and any related or associated requirements >> Learning and development, including professional development policies >> The Member Firm Inspection Programme and Global Inspection Programme, which are designed to identify noncompliance with the policy requirements of the Committee >> Confidentiality, safe custody, integrity, accessibility and retrievability of engagement documentation >> Compliance with relevant data protection legislation to safeguard client and personal information and data >> Non-audit services (to the extent necessary) complying with relevant international professional standards >> Any other matters required to facilitate Network compliance with regulatory requirements - C onsider and approve procedures, guidance, minimum processes and controls to facilitate compliance with the RSM policies referred to above - R eview and approve the development and maintenance of an audit methodology, manuals and relevant guidance to ensure compliance with International Standards on Auditing issued by the International Auditing and Assurance Standards Board - Oversee the suitability of software tools or systems which: >> House RSM Orb >> Ensure compliance with RSM Ethics and Independence policies >> S upport the delivery of quality services or aid efficiency across the Network, including engagement risk and compliance systems or other systems used by all service lines - Monitor compliance with policy, procedures, guidance, processes, and controls. This includes: >> Oversight of the Member Firm and Global Inspection Programmes >> Receiving reports on globally coordinated annual independence system monitoring >> Preparing reports on compliance with policy, procedures, guidance, processes and controls. This includes the annual Quality & Alignment Report to the Board which summarises the results of the Member Firm and Global Inspection Programmes >> Other monitoring activities, as necessary - Monitor due diligence activities and approve due diligence reports for the recommendation to the Board for the admission of new Member Firms - Review and comment on Learning and Development activities, considering whether these are consistent with key quality priorities - Undertake any other activities pursuant to promoting quality across the Network - Report to the Board on whether Member Firms have appropriate sanctions policies in place - Recommend sanctions on Member Firms as a result of non-compliance with the Network’s policy directives. A range of sanctions is available where it is determined that a Member Firm is not complying with its Membership obligations across RSM’s strategy, branding, quality standards, risk management and ethics and independence policies and processes. The proposed sanctions are presented by the Global Executive Office to the GQC for review, and a recommendation is then made to the CEO for approval. Where a Member Firm appeals against a sanction that has been imposed, the appeal is considered by the Board or a sub-committee of the Board. Under the Articles of Association of RSM International Limited, the Board has the ultimate authority with regard to the sanction of termination of Membership.

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Global Chief Executive Officer (CEO) The Global Chief Executive Officer (CEO) is appointed by, and accountable to, the RSM International Board. The CEO has overall responsibility for leading on the execution of the Network’s strategy and for developing and growing RSM for, and on behalf of, its Members. On an annual basis the CEO prepares and presents to the Board for approval an annual Operational Plan which outlines the key global activities to deliver against the strategy. The CEO works closely with the Board, Regions, Member Firms, leadership teams and external advisers to deliver on the responsibilities of the role. The CEO also leads the RSM Global Executive Office which is based in London but has staff located in a number of global locations.

Chief Operating Officer (COO) The COO works closely with the CEO to help drive RSM’s strategic plan and central activities, with responsibility for managing several of the Global Executive Office functions. This includes regional and operational support, the leadership groups and Centres of Excellence, Member relations, legal, brand and digital, IT and marketing communications. In addition, the Regional Leaders report to the COO on their activities and workplans for the year, which are aimed at helping Member Firms in their Region to continue developing, collaborating and growing.

Global Executive Office (GEO) The GEO is a global team, reporting ultimately to the CEO, primarily based in London. The GEO is the catalyst for the advancement, transformation and sustainability of RSM - providing leadership and supporting each Member Firm to drive growth through harnessing the full power of the Network. The GEO is responsible for:

-

Executing RSM’s global strategy

-

The development and maintenance of RSM Orb and oversight of Member Firm implementation

Maintaining and growing RSM’s geographic coverage Ensuring the financial health of RSM International anaging and delivering the Global Member Firm Inspection Programme, including compliance with Network ethics M and independence policies The development, management and protection of the RSM global brand Coordination of international client opportunities, business development approaches and international referral protocols Planning and executing an annual events programme for global engagement and collaboration Global training initiatives, including RSM’s global learning management system Ownership and development of RSM’s global intranet and capabilities database and RSM’s global website platform The management of RSM’s global information security Supporting and providing leadership to RSM’s Regions, Committees and Service and Sector Groups

The GEO reflects the diverse nature of the RSM Network and employs staff from many different countries and backgrounds. Staff are encouraged to develop their existing skills and to acquire new ones through participation in continued professional education, which includes mandatory training, as well as taking on new and challenging responsibilities. In addition to receiving continuous feedback, staff have an annual personal development review so that they can reflect on their achievements for the past year and work with their manager to set their objectives for the coming year.

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During 2021, many of the GEO’s staff continued to work remotely in line with local regulatory guidance. The GEO therefore continued to provide additional support to safeguard the Team’s wellbeing and productivity. Within the GEO, the CEO is supported by a Senior Leadership team comprising: Chief Operating Officer Global Leader, Quality & Risk Chief Financial Officer Global Chief Innovation Officer Global Leader for Business Development & Marketing

Remuneration of the Senior Leadership Team is set by the CEO with consultation with the Board Remuneration Committee. The CEO sets the remuneration of all other GEO staff. The RSM Global Leader, Quality & Risk has oversight over the quality of assurance and other services provided by Member Firms. These responsibilities specifically include: Meeting membership obligations of the Forum of Firms RSM quality assurance policies, procedures, and inspections RSM Orb Global ethics and independence Risk appetite statements

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Ethics and independence Ethics and independence policies RSM maintains ethics and independence policies which all Member Firms are required to adopt. These policies help to ensure that Member Firms, partners, and professional employees comply with the independence and ethical requirements of the International Ethics Standards Board for Accountants (IESBA) International Code of Ethics for Professional Accountants (including International Independence Standards). Each Member Firm has a Head of Ethics and Independence – a partner (or equivalent position) who has responsibility to augment these policies, as necessary. This also includes ensuring that their Member Firm reflects any additional local ethical codes or regulatory requirements that establish higher standards than those reflected in the minimum RSM ethics and independence policies. Any amendments made to the basic RSM policies (to include additional local requirements) must be submitted to the GEO for review. Partners or professional employees who have any questions regarding the RSM ethics and independence policies are required to consult promptly with their Member Firm’s Head of Ethics and Independence. If the Member Firm’s Head of Ethics and Independence has a question regarding these policies, they consult with the GEO. Partners and professional employees are required annually to complete an independence compliance questionnaire confirming that they: - Have read the RSM ethics and independence policies - Have read their Member Firm’s ethics and independence policies - Understand the applicability to their activities - Are, and have been for the past year, in compliance with those policies Any qualifications to such confirmation are fully explained in writing and corrective actions are taken by a Member Firm. RSM has an Independence Committee comprised of members of the GEO and representatives from Member Firms. The committee provides input to the GEO on independence matters.

RSM InTrust RSM InTrust For 2021, RSM maintained an online independence, relationship and conflict of interest tracking tool called the Global Relationship Tracker (GRT). RSM InTrust, RSM’s new integrated global independence, entity management and service authorisation system, will launch in April 2022 and replace the GRT. Member Firms are required to use the GRT, and from April 2022 RSM InTrust, to list assurance or non-assurance clients in the following categories: - Public interest entities, including listed entities - Private equity groups or funds - Private entities with ownership or affiliates located in another jurisdiction or country Additionally, all clients that are affiliates of groups meeting the above criteria will be required to be included in RSM InTrust.

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RSM InTrust An independence solution that empowers our teams and clients to move forward with confidence.

Enhancing our global independence, through integrated entity management and service authorisation.

Enabling timely and informed data-driven decisions.

Meeting ever changing regulatory and client requirements through intelligent technology and automated processes.

The GEO, under the direction of the Global Ethics and Independence Leader, is responsible for overseeing the timely maintenance of the system by Member Firms and for overseeing the adequate functioning of the relevant policies and processes. Member Firm partners and professional employees are required to consult the GRT, or from April 2022 RSM InTrust, and take such other precautions that are considered necessary in the circumstances to ensure compliance with the RSM Ethics and Independence policies with respect to financial, business, family, or employment interests. They are also required to ensure compliance with respect to identifying potential conflicts of interest in the services Member Firms provide to clients or prospective clients – particularly international groups. Annually, Member Firms are required to perform procedures to assess the completeness and accuracy of their client information required to be included on the GRT, or from April 2022 RSM InTrust, and report accordingly to the GEO. When a Member Firm partner or professional employee identifies a potential impairment of independence or conflict of interest with respect to a client or prospective client of another Member Firm through system searches and other conflict of interest checks, the Head of Ethics and Independence of the Member Firm is required to be informed. The Head of Ethics and Independence communicates the relevant details of the client (or prospective client) and engagement to the Head of Ethics and Independence of the other relevant Member Firm(s). The(se) relevant Heads of Ethics and Independence then assess the facts and circumstances relating to the potential impairment of independence or conflict of interest and apply the appropriate safeguards, which may include withdrawal from an engagement or opportunity. If Member Firms are unable to agree appropriate safeguards, the GEO and the Chair of the Board are requested to consider the potential impairment of independence or conflict of interest. The Member Firms provide the GEO with the necessary information regarding the relevant facts and circumstances, which will be used to assess the potential impairment of independence or conflict of interest. The GEO and the Chair of the Board will then, after considering the request and information provided, make a recommendation as to the resolution of the potential impairment of independence or conflict of interest which the Member Firms are required to follow.

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Quality-related policies and requirements Client acceptance/continuance Providing high-quality assurance services requires that RSM Member Firms accept only clients who share RSM’s core values and beliefs. Member Firms are required to only enter into relationships with clients who fit key RSM acceptance criteria and who are prepared to pay a fair fee for high-value work. These client acceptance criteria include: - The client acts with integrity and adheres to compliance with all local laws and regulations, including anti-money laundering requirements - The Member Firm complies with RSM ethics and independence policies and is not entering into any client relationship or engagement which would be prohibited under those policies - The Member Firm understands the client’s needs and service requirements - The Member Firm has the necessary capabilities available, including sufficient resources and expertise, to perform the work required by the client and to render the necessary reports and other deliverables within the reporting time frames During the client acceptance process, the prospective engagement partner, or lead assignment partner, also assesses the level of risk attached to the engagement and determines whether special staffing, supervision and review requirements apply. A second partner is assigned to concur with a conclusion to accept any engagement or a client relationship that meets certain risk profiles.

RSM Orb Quality is a fundamental cornerstone for RSM and, in order to support Member Firms in performing high quality audits, the GEO developed RSM Orb, RSM’s risk-based audit solution. It is comprised of four elements: - Proprietary Global Audit Methodology - Global Audit Manual - RSM template housed in licensed software - Guidance In accordance with RSM’s strategy to achieve common methods and processes across the Network, RSM Orb is required to be used by all Member Firms for all audits. To assist local implementation, RSM Orb is available in Chinese, English, French, German, Russian and Spanish. RSM Orb includes requirements for engagement quality control reviews and mandatory consultations with a Member Firm’s Head of Audit, Head of Ethics and Independence (or their designees) or another suitably qualified partner, as appropriate. RSM Orb complies with the requirements of the following: - International Standard on Quality Control issued by the International Auditing and Assurance Standards Board (IAASB) - International Standards on Auditing issued by the IAASB - International Auditing Practice Statements issued by the IAASB - RSM Quality Assurance and Risk Containment Policies Member Firms can tailor RSM Orb to include additional requirements arising from local laws and regulations in each jurisdiction.

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Activities to assess and monitor quality Global inspection and RSM Member Firm monitoring programmes Each individual RSM Member Firm is required to establish a monitoring process designed to provide it with reasonable assurance that the policies and procedures relating to the system of quality control over its assurance and other professional services practices are relevant, adequate, operating effectively, and are aligned with RSM expectations and all applicable requirements established by the International Federation of Accountants (IFAC) standard-setting boards including: - International Standard on Quality Control (ISQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Statements, and Other Assurance and Related Services Engagements - International Standard on Auditing (ISA) 220, Quality Control for an Audit of Financial Statements - IESBA International Code of Ethics for Professional Accountants (including International Independence Standards) Further objectives of an RSM Member Firm’s inspection programme are to provide an evaluation of: - The extent of the Firm’s alignment with RSM policies and procedures - The Firm’s adherence to local/national professional standards and applicable local/national legal and regulatory requirements - Whether the Firm’s quality control system has been appropriately designed and implemented, so that reports that are issued by the Firm or engagement partners are appropriate in the circumstances - Areas where further actions are needed by either the Firm or RSM in order to take corrective actions or make improvements to the Firm’s quality control system A distinct benefit of the inspection process is that it provides the opportunity to identify areas for improvement in engagement management and client service production and delivery systems. Under RSM’s global inspection programme, an inspection team comprised of partners and staff from other Member Firms periodically performs an inspection at Member Firms on a cycle not exceeding three years. RSM global inspections are conducted by independent qualified partners and senior personnel of other Member Firms under the direction of GEO personnel and the Global Leader, Quality & Risk. The RSM global inspection programme is also designed to meet the membership obligations of the Forum of Firms. The RSM International Board has the authority to impose sanctions on a Member Firm to ensure compliance with professional requirements and RSM methodologies, policies and procedures.

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Other quality activities Member Firm admissions RSM seeks to admit new Member Firms that share the RSM vision, purpose, strategy, and values. Each prospective new Member Firm is subjected to a due diligence review, the outcome of which forms the basis for deciding whether to admit the firm as a Member Firm of RSM. The due diligence review includes an assessment of: - The quality and technical capability of the Firm and whether audit and non-audit services are conducted in compliance with applicable professional standards - The commitment of the Firm to a culture of high quality and ethical standards, through compliance with the requirements of ISQC1 - Whether the Firm is aligned with RSM’s global strategy - Whether the Firm can meet the commitments and expectations of being an RSM Member Firm The due diligence reviews are conducted by qualified independent partners and senior personnel from current RSM Member Firms under the direction of GEO personnel and the Global Leader, Quality & Risk. Following review and approval of the due diligence reports by the GQC, the CEO then makes a membership recommendation to the RSM International Board of Directors, which ultimately decides on admission of the Firm to RSM.

Special reviews A special review of an RSM Member Firm is undertaken on instruction of the CEO when significant matters arise in relation to quality or other Member Firm matters. These reviews are conducted by appropriately independent partners and senior personnel from other RSM Member Firms under the direction of GEO personnel and the Global Leader, Quality & Risk. The Board has the authority to impose specific requirements, sanctions or to terminate the Firm’s membership.

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RSM Centres of Excellence and leadership groups RSM Centres of Excellence (CoE), service line groups and sector groups CoEs, service line and sector groups serve to enhance Member Firm core competencies in services delivered to clients and play a critical role in RSM’s international business development efforts. The groups are resourced by professionals from various Member Firms who aim to establish common practices, facilitate seamless regional delivery and align RSM’s resources. CoEs are particularly focused on building and developing capabilities and as such improving the quality of services internationally. Global Audit and Global Consulting CoEs were established in February 2021. The purpose of service line groups is to promote consistent services, share best practices and to explore ways in which RSM’s collective expertise can be used. Sector groups seek to ensure engagement teams across Member Firms understand the implications of sector issues that impact clients and apply deep expertise whether it be through delivering audit, tax or consulting services.

RSM CoEs

RSM service line groups

RSM Sector Groups

Global Audit Global Consulting Global Risk Advisory IFRS International Tax

Global Financial Due Diligence Leadership Team Global Legal Group (will become a CoE for 2022) Global Risk Consulting Committee Global Tax Leadership Group

Automotive Leadership Team Financial Services Leadership Team Real Estate Leadership Team (Europe-focused)

Other relevant groups - The Global Digital Advisory Committee (GDAC) acted in an advisory capacity to the GEO, providing impetus to digital activities and aligning strategic technology initiatives with Network and Member Firm needs. GDAC also played in key role in the deploying new technologies to enhance the quality of services delivered. This group was closed in October 2021 and replaced by RSM’s ‘Digital Visionaries’. - The Global Strategy Taskforce conducts research and leads projects that inform recommendations to the Board with regard to the strategy of the Network. - The Global Innovation Group comprises national innovation leaders who collaborate on innovations to enhance service quality and introduce new products and services. This group is supported by an innovation platform that helps identify and exchange innovations within and between Member Firms.

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Global and regional revenues RSM’s global combined revenues for year ending December 2021, classified according to the International Accounting Bulletin World Survey Categories. 2021 revenues includes $1,937m (2020: $1,568) from alliance and correspondent firms: By region

($m) 2021

($m) 2020

Variance ($m)

Variance (%)

40.6

35.2

5.4

15.3

Asia Pacific

902.0

749.8

152.2

20.3

Europe

1,197.5

1,041.9

155.6

14.9

123.4

111.0

12.4

11.2

57.8

47.0

10.8

23.0

North America

4,935.1

4,283.6

651.5

15.2

Total

7,256.4

6,268.5

987.9

15.8

($m) 2021

($m) 2020

Variance ($m)

Variance (%)

2,622.0

2,437.8

184.2

7.6

455.6

383.9

71.7

18.7

Tax

2,073.0

1,913.2

159.8

8.3

Consulting

1,984.2

1,435.9

548.3

38.2

121.6

97.7

23.9

24.5

7,256.4

6,268.5

987.9

15.8

Africa

Latin America and the Caribbean Middle East

By service line Audit Accounting / Outsourcing

Other Total

£

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RSM representation RSM has Member and Correspondent Firms in the following countries, reflecting RSM’s regional structure*.

AFRICA Angola Botswana Eswatini

Ethiopia Ghana Kenya

Malawi Mauritius Mozambique

Nigeria South Africa Tanzania

Uganda Zambia Zimbabwe

China Hong Kong, SAR India Indonesia

Japan Korea (Republic of) Malaysia Myanmar

New Zealand Pakistan Philippines Singapore

Sri Lanka Taiwan Thailand Vietnam

Czech Republic Denmark France Georgia Germany Gibraltar Greece Hungary Ireland (Republic of)

Isle of Man Israel Italy Kazakhstan Kyrgyzstan Kosovo La Reunion Luxembourg North Macedonia

Malta Mayotte Netherlands Norway Poland Portugal Romania Serbia Slovakia

Spain Sweden Switzerland Tajikistan Turkey Ukraine United Kingdom

El Salvador Guatemala Honduras Mexico Nicaragua

Panama Paraguay Peru Puerto Rico Uruguay

Venezuela

Kuwait Lebanon Mauritania Morocco

Oman Palestine Qatar Saudi Arabia

Senegal Tunisia United Arab Emirates

ASIA PACIFIC Afghanistan Australia Bangladesh Cambodia

EUROPE Albania Andorra Austria Azerbaijan Belgium Bulgaria Channel Islands Croatia Cyprus

LATIN AMERICA & THE CARIBBEAN Argentina Bahamas Bolivia Brazil Cayman Islands

Chile Colombia Costa Rica Dominican Republic Ecuador

MIDDLE EAST & NORTH AFRICA Bahrain Chad Egypt Gabon

Guinea Iraq Ivory Coast Jordan

NORTH AMERICA Canada United States of America

* NB:

he RSM regional split does not align to that used by the International T Accounting Bulletin for their regional fee split shown above.

“ As a global organisation, we are accelerating our own transformation agenda, while playing an active role in supporting our clients to transform. We are proactively building on our agility and resilience by putting in place new technologies to deepen our dedication to quality and trust, evolving our brand and purpose, exploring new services while developing our existing offering, and empowering our people all towards delivering an exceptional client experience.” Jean Stephens CEO, RSM International 29 RSM AND THE TRANSFORMATION ERA

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RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm each of which practices in its own right. The RSM network is not itself a separate legal entity of any description in any jurisdiction. The RSM network is administered by RSM International Limited, a company registered in England and Wales (company number 4040598) whose registered office is at 50 Cannon Street, London EC4N 6JJ. The brand and trademark RSM and other intellectual property rights used by members of the network are owned by RSM International Association, an association governed by article 60 et seq of the Civil Code of Switzerland whose seat is in Zug. © RSM International Association, 2022


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