The Department of Defense Office of Inspector General (“DoD IG”) appears poised to place new emphasis on the pursuit of fraud cases in certain key enforcement areas, at least according to updated agency guidance recently published online. Earlier this month, the DoD IG quietly revised its “Auditor Fraud Resources” page, intended to serve as guidance for DCAA auditors, by adding new materials addressing fraud scenarios in the context of defective pricing and forward pricing proposal audits. Although the appearance of this new guidance was the cause of little fanfare, the prospect of increased enforcement activity in these areas could significantly impact the defense contracting community.

DoD IG Guidance: Audit Scenarios & Fraud Indicators

The Inspector General Act of 1978 requires the DoD IG to “provide policy direction for audits and investigations relating to fraud, waste, and abuse.” In fulfillment of this duty, the DoD IG maintains an online “Auditor Fraud Resources” repository, which contains guidance and information designed to “increase an auditor’s awareness of possible risk factors” in common audit scenarios. Within these resources is a separate page, the “Contract Audit Fraud Scenarios and Resources” page, devoted specifically to government contracts audit scenarios and related “fraud indicators.” DCAA auditors are instructed to “familiarize themselves with the basic knowledge provided by the scenarios [and fraud indicators]” and to “creatively use it while performing any audit or review.” As such, these online resources not only serve an internal agency training function, but also often foreshadow shifts in audit priorities. Moreover, when DCAA auditors discover an indication of potential fraud, DoD Instruction 7600.02 (Audit Policies) directs them to refer the issue to the appropriate investigative agency. Thus, defense contractors are well-advised to review this guidance and keep apprised of changes like those discussed below.

Defective Pricing Audits

As noted, the DoD IG recently added two new audit scenarios to its Auditor Fraud Resources page. In the first scenario, auditors initiated a post-award defective pricing audit following a contractor’s completion of a firm-fixed priced contract. The contract price had been negotiated at the time of award based on cost or pricing data provided in the contractor’s proposal. Upon contract completion, however, it was determined that the contractor’s actual incurred costs for parts and other materials were significantly less than those reflected in the proposal’s pricing data. The auditors determined that this cost underrun was due to two factors: (1) for certain parts, the contractor had obtained (and provided to the government) price quotes from one vendor, only to subsequently purchase parts from a different vendor at a lower price; and (2) for other parts, the contractor had obtained (and provided to the government) an initial or budgetary quote from a vendor, only to subsequently negotiate a lower firm quote after contract award. The audit team therefore determined that the contractor’s cost or pricing data was not TINA-compliant (i.e., current, accurate, and complete), and that the materials had been defectively priced. Accordingly, the auditors calculated a commensurate price adjustment and referred the matter to DoD criminal investigators for further action.

Following this hypothetical scenario is a list of “fraud indicators” related to defective pricing. These indicators of defective pricing include “a significant variance between proposed and negotiated vendor prices”; “use of different vendors or subcontractors than proposed”; and “using higher budgetary/planning quotes to support proposal knowing that lower firm quotes have been or will be submitted on request.” Of equal interest, however, are three areas in the accompanying discussion regarding the application of these fraud indicators.

First, the guidance warns auditors to be especially vigilant “in contracts for major weapon systems with extensive bills of material and/or complex, multiple subcontracting tiers,” ensuring that these programs will likely see added scrutiny. Second, the guidance includes the following startling pronouncement: “The main difference between defective pricing and potential fraud include the root cause of the underrun and the contractor’s intent. Since the auditor does not prove intent, the circumstances leading to defective pricing generally warrant a fraud referral.” Stated differently, auditors are expected to refer an item if the fraud indicators are present, regardless whether there is any actual evidence of criminal intent. Third, the guidance notes that auditors should consider potential fraud indicators beyond the contractor’s actions at award, to include how the contractor responded to questions raised during the audit. For example, among the fraud indicators in this area are denials by contractor employees of the existence of historical or other records that are later found in the audit. Contractors need to be vigilant from the start of the audit to provide appropriate cooperation in order to avoid an adverse finding based solely on conduct during the audit.

Forward Pricing Rate Proposal Audits and Falsified Documents

The second new audit scenario, focusing on the falsification of documents in the forward pricing proposal context, involves an audit of a contractor’s forward pricing rate proposal (FPRP) that reflected substantial facility rental costs. In this situation, the contractor could not provide documentation to support these rental costs (e.g., lease agreements, accounts payable records, etc.) in a timely manner. The auditors eventually obtained the lease files from the contractor’s leasing management company, whereupon they discovered that the contractor’s actual rental costs were significantly lower than those claimed in the FPRP. Shortly thereafter, the contractor provided the auditors with a lease agreement and rental invoices that looked similar to those obtained from the leasing company, but that appeared to have been altered to reflect higher rental amounts. In light of this apparent falsification of records, the audit team referred the matter to a DoD criminal investigator for further action.

Following this audit scenario is another list of “fraud indicators,” this time concerning falsified documents. Some of these indicators are fairly intuitive (e.g., “supporting documentation . . . does not match information obtained from third party sources”; “illegible copies of supporting documentation”; “changes to the original documentation that do not appear to be authentic”), but others are less obvious. For instance, one of the listed indicators of falsified documents is “[u]nreasonable delays in providing supporting documentation that should be readily available.” Of course, the DCAA’s perception of what should be “readily available” does not always align with contracting reality. Still, given that DCAA categorizes delays in producing documentation as a “fraud indicator” is a useful reminder of the importance of providing supporting documentation on a timely basis, as well as the need to communicate proactively when it appears that more time may be needed.

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Photo of Susan B. Cassidy Susan B. Cassidy

Susan is co-chair of the firm’s Aerospace and Defense Industry Group and is a partner in the firm’s Government Contracts and Cybersecurity Practice Groups. She previously served as in-house counsel for two major defense contractors and advises a broad range of government contractors…

Susan is co-chair of the firm’s Aerospace and Defense Industry Group and is a partner in the firm’s Government Contracts and Cybersecurity Practice Groups. She previously served as in-house counsel for two major defense contractors and advises a broad range of government contractors on compliance with FAR and DFARS requirements, with a special expertise in supply chain, cybersecurity and FedRAMP requirements. She has an active investigations practice and advises contractors when faced with cyber incidents involving government information, as well as representing contractors facing allegations of cyber fraud under the False Claims Act. Susan relies on her expertise and experience with the Defense Department and the Intelligence Community to help her clients navigate the complex regulatory intersection of cybersecurity, national security, and government contracts. She is Chambers rated in both Government Contracts and Government Contracts Cybersecurity. In 2023, Chambers USA quoted sources stating that “Susan’s in-house experience coupled with her deep understanding of the regulatory requirements is the perfect balance to navigate legal and commercial matters.”

Her clients range from new entrants into the federal procurement market to well established defense contractors and she provides compliance advices across a broad spectrum of procurement issues. Susan consistently remains at the forefront of legislative and regulatory changes in the procurement area, and in 2018, the National Law Review selected her as a “Go-to Thought Leader” on the topic of Cybersecurity for Government Contractors.

In her work with global, national, and start-up contractors, Susan advises companies on all aspects of government supply chain issues including:

  • Government cybersecurity requirements, including the Cybersecurity Maturity Model Certification (CMMC), DFARS 7012, and NIST SP 800-171 requirements,
  • Evolving sourcing issues such as Section 889, counterfeit part requirements, Section 5949 and limitations on sourcing from China
  • Federal Acquisition Security Council (FASC) regulations and product exclusions,
  • Controlled unclassified information (CUI) obligations, and
  • M&A government cybersecurity due diligence.

Susan has an active internal investigations practice that assists clients when allegations of non-compliance arise with procurement requirements, such as in the following areas:

  • Procurement fraud and FAR mandatory disclosure requirements,
  • Cyber incidents and data spills involving sensitive government information,
  • Allegations of violations of national security requirements, and
  • Compliance with MIL-SPEC requirements, the Qualified Products List, and other sourcing obligations.

In addition to her counseling and investigatory practice, Susan has considerable litigation experience and has represented clients in bid protests, prime-subcontractor disputes, Administrative Procedure Act cases, and product liability litigation before federal courts, state courts, and administrative agencies.

Susan is a former Public Contract Law Procurement Division Co-Chair, former Co-Chair and current Vice-Chair of the ABA PCL Cybersecurity, Privacy and Emerging Technology Committee.

Prior to joining Covington, Susan served as in-house senior counsel at Northrop Grumman Corporation and Motorola Incorporated.

Photo of Michael Wagner Michael Wagner

Mike Wagner represents companies and individuals in complex compliance and enforcement matters arising in the public procurement context. Combining deep regulatory expertise and extensive investigations experience, Mike helps government contractors navigate detailed procurement rules and achieve the efficient resolution of government investigations and…

Mike Wagner represents companies and individuals in complex compliance and enforcement matters arising in the public procurement context. Combining deep regulatory expertise and extensive investigations experience, Mike helps government contractors navigate detailed procurement rules and achieve the efficient resolution of government investigations and enforcement actions.

Mike regularly represents contractors in federal and state compliance and enforcement matters relating to a range of procurement laws and regulations. He has particular experience handling investigations and litigation brought under the civil False Claims Act, and he routinely counsels government contractors on mandatory and voluntary disclosure considerations under the FAR, DFARS, and related regulatory regimes. He also represents contractors in high-stakes suspension and debarment matters at the federal and state levels, and he has served as Co-Chair of the ABA Suspension & Debarment Committee and is principal editor of the American Bar Association’s Practitioner’s Guide to Suspension & Debarment (4th ed.) (2018).

Mike also has extensive experience representing companies pursuing and negotiating grants, cooperative agreements, and Other Transaction Authority agreements (OTAs). In this regard, he has particular familiarity with the semiconductor and clean energy industries, and he has devoted substantial time in recent years to advising clients on strategic considerations for pursuing opportunities under the CHIPS Act, Inflation Reduction Act, and Bipartisan Infrastructure Law.

In his counseling practice, Mike regularly advises government contractors and suppliers on best practices for managing the rapidly-evolving array of cybersecurity and supply chain security rules and requirements. In particular, he helps companies assess and navigate domestic preference and country-of-origin requirements under the Buy American Act (BAA), Trade Agreements Act (TAA), Berry Amendment, and DOD Specialty Metals regulation. He also assists clients in managing product and information security considerations related to overseas manufacture and development of Information and Communication Technologies & Services (ICTS).

Mike serves on Covington’s Hiring Committee and is Co-Chair of the firm’s Summer Associate Program. He is a frequent writer and speaker on issues relating to procurement fraud and contractor responsibility, and he has served as an adjunct professor at the George Washington University Law School.