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Technical Nuance

The "Failed Audit" Guide

What happens if an auditor finds a flaw in your controls? Learn the difference between exceptions and qualified opinions, and how to stay in the deal.

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1

Unqualified

The "Clean" report. The auditor agrees your controls worked as intended during the period.

2

Qualified

The "Flawed" report. The auditor found a material weakness in one or more areas.

3

Adverse

The "Failed" report. Pervasive failures across the entire system. Extremely rare.

How to Handle an Audit Exception

An exception is just a data point (e.g., "1 out of 25 employees sampled did not complete training"). If you have an exception, you should write a **Management Response** directly in the SOC 2 report.

The "Management Response" Template

"Management acknowledges the exception regarding [Control Name]. This was due to [Root Cause]. To remediate this, we have [Corrective Action Taken]. We have since updated our [Policy/Process] to ensure this does not recur."

Action Plan for Founders

  • 1

    Don't Panic: A single exception rarely kills a deal if you have a clear remediation plan.

  • 2

    Draft Your Response: Work with your auditor to ensure your management response is professional and forward-looking.

  • 3

    Brief Sales: Ensure your sales team knows how to pivot the conversation to your remediation efforts if a customer notices the exception.

Frequently Asked Questions

Is a Qualified Opinion the same as failing an audit?

There is no 'pass/fail' in SOC 2, but a 'Qualified' opinion is the closest thing to it. it means the auditor found significant flaws in your controls that prevent them from saying your system is fully secure.

Will a Qualified Opinion kill my deals?

Not necessarily. Most enterprise buyers care more about your 'Management Response'—how you explain the flaw and what you are doing to fix it—than the exception itself.

What is an Exception?

An exception is a single instance of a control failing (e.g., one employee didn't sign their NDA). Many exceptions are common and result in an 'Unqualified' (clean) opinion if they aren't pervasive.