What it is
A management letter is only as useful as the comments in it. Each comment should state the condition, the criteria, the cause, the effect and a specific recommendation, then carry management’s written response. This workbook holds those five parts in separate columns so the letter text can be assembled from them and the drafting is checked for gaps.
It also separates the comments that must be in the required written communication, significant deficiencies and material weaknesses, from other deficiencies and other matters, and follows each comment through status, owner, target date and days overdue. The Summary tab shows counts by classification and status and the share implemented, which is the data for next year’s follow-up.
When to use it
- During completion, to draft and review comments before the letter is issued.
- When issuing a separate management letter alongside the written communication of significant deficiencies and material weaknesses.
- At next year’s planning, to follow up open comments and identify repeats.
What’s inside
- Comments tab for 40 comments with the five-part format, classification, repeat flag and dates
- Management response, owner, target date and status columns
- Required-communication flag and a drafting completeness check
- Summary: status by classification, overdue items, share implemented and tie-outs
Standard cited
This template follows AU-C 265 / AU-C 260. It is written in our own words, except for phrases the standard requires the document to contain, with [bracketed placeholders] for client details, amounts in USD and dates as MM/DD/YYYY. Check it against the current standard and your firm’s methodology before use. See AU-C 265 explained, AU-C 260 explained.
Questions
What must be communicated in writing?
Significant deficiencies and material weaknesses must be communicated in writing to management and those charged with governance. Whether to communicate other deficiencies, and whether orally or in writing, is a matter of the auditor’s judgment. Keep the required items distinct in the letter.
Can the letter say no significant deficiencies were identified?
No. AU-C 265 does not permit a written statement that no significant deficiencies were identified. The letter may say that no material weaknesses were identified if the other requirements for the communication are met.
Who writes the management response?
Management does. The auditor does not draft it for them. The letter should state that the response was not subjected to the audit procedures and that the auditor expresses no opinion on it.
Should a repeat comment be included again?
Yes for significant deficiencies and material weaknesses, because AU-C 265 makes no exception for conditions already reported. The letter can refer to the earlier written communication and its date. The tracker has a repeat column for this.
Related templates
- Management Letter Comments Library
- Management Letter — Internal Control Communication (AU-C 265)
- Significant Deficiency vs Material Weakness Evaluation (AU-C 265)
- Communication With Those Charged With Governance (AU-C 260)
Last updated 11/05/2026. All free templates.