VIP

INTERNAL AUDIT REPORT 

CLUB INTERNATIONAL AND CLUB CASCADE 
THIRD-PARTY MANAGEMENT AGREEMENT 

JANUARY 1, 2012  DECEMBER 31, 2013 

ISSUE DATE: JULY 29, 2014 
REPORT NO. 2014-13

CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 

TABLE OF CONTENTS 


TRANSMITTAL LETTER .......................................................................................... 3 
EXECUTIVE SUMMARY ......................................................................................... 4 
BACKGROUND ..................................................................................................... 5 
FINANCIAL HIGHLIGHTS....................................................................................... 5 
HIGHLIGHTS AND ACCOMPLISHMENTS ................................................................ 5 
AUDIT SCOPE AND METHODOLOGY....................................................................... 6 
CONCLUSION ....................................................................................................... 7 
SCHEDULE OF FINDINGS AND RECOMMENDATIONS ............................................. 8 
1.  VIP DID NOT MAINTAIN ADEQUATE ACCOUNTING RECORDS FOR LABOR
COSTS .............................................................................................................................................................. 8 
2.  PORT MANAGEMENT CONTROL OVER EMPLOYER PAYROLL TAX
REIMBURSEMENTS IS INADQUATE ............................................................................................... 9 







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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 

TRANSMITTAL LETTER 
Audit Committee 
Port of Seattle 
Seattle, Washington 
We have completed an audit of the Third Party Management Agreement for Club International and Club
Cascade at Seattle-Tacoma International Airport. The Port of Seattle owns these lounges, and VIP
Hospitality LLC manages the day-to-day operations on behalf of the Port.
We reviewed information for the period January 1, 2012 - December 31, 2013.
We conducted the audit in accordance with Generally Accepted Government Auditing Standards and
the International Standards for the Professional Practice of Internal Auditing. Those standards require
that we plan and perform the audit to obtain sufficient, appropriate evidence to provide a reasonable
basis for our findings and conclusions based on our audit objectives. We believe that the evidence
obtained provides a reasonable basis for our findings and conclusions based on our audit objectives. 
We extend our appreciation to the management and staff of Aviation Business Development, Aviation
Operations, and managers of VIP Hospitality for their assistance and cooperation during the audit. 


Joyce Kirangi, CPA, CGMA 
Internal Audit, Director 

AUDIT TEAM                                RESPONSIBLE MANAGEMENT TEAM 
Roneel Prasad, Auditor-In-Charge             Jim Schone, Director  Aviation Business Development 
Jack Hutchinson, Audit Manager              Nick Harrison, Senior Manager Customer Service 






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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 
EXECUTIVE SUMMARY 

AUDIT OBJECTIVES AND SCOPE 
The purpose of the audit was to determine whether: 
1.  Port management controls are adequate to ensure: 
a.  Revenues are complete, timely recorded, and accurately reported. 
b.  Expenses are appropriate and reasonable. 
2.  VIP Hospitality (VIP) complied with the agreement terms in the following areas: 
a.  Budget
b.  Inventory 
c.  Insurance requirements 
d.  Customer billings and receipts 
e.  Expenses 
We reviewed information for the period January 1, 2012 - December 31, 2013.  Details of our audit's
scope and methodology are on page 6. 
BACKGROUND 
The Port owns and operates Club International (CI) and Club Cascade (CC) at Seattle-Tacoma
International Airport. CI is located at the southeast end of the South Satellite, and CC is located at the
southeast end of the A Concourse. In March 2010, the Port entered into a three-year management
agreement with VIP to manage the day-to-day operations of CI. In 2013, the Port extended the
agreement to include CC. These lounges provide a semi-private environment for premium-class airline
customers who have purchased first-, business-, or other premium-class tickets. 
The management agreement provides that VIP will operate the lounges for a fixed monthly
Management Fee and a tiered Incentive Management Fee, based on Gross Operating Profit. The Port is
responsible for the operating expenses at the lounges, including the payroll cost of the VIP employees
at  the  lounges.  The  lounges  served  approximately  13,000  passengers  (generating  approximately
$390,000 in revenue) and 34,000 passengers (generating approximately $1.1 million in revenue) in 2012
and 2013, respectively. 
CONCLUSION 
Port management controls are adequate to ensure revenues are complete, timely recorded, and
accurately reported. Port management controls are inadequate to ensure expenses are reasonable. See
Schedule of Findings, No. I. 
VIP complied with the agreement terms on budget, inventory, insurance requirements, and customer
billings and receipts.  VIP did not comply with the terms of the agreement related to payroll expenses.
See Schedule of Findings, No. 2. 

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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 

BACKGROUND BACKGROUND 
The Port owns and operates Club International (CI) and Club Cascade (CC) at Seattle-Tacoma
International Airport. CI is located at the southeast end of the South Satellite, and CC is located at the
southeast end of the A Concourse. In March 2010, the Port entered into a three-year management
agreement with VIP Hospitality LLC to manage the day-to-day operations of CI. In 2013, the Port
extended the agreement to include CC. 
These lounges provide a semi-private environment for premium-class airline customers who have
purchased first-, business-, or other premium-class tickets. The lounges have contracts with seven
airlines.  Access to the lounges is limited to departing passengers.
The management agreement provides that VIP will operate the lounges for a fixed monthly
Management Fee and a tiered Incentive Management Fee based on Gross Operating Profit. 
The Port is responsible for all operating expenses of the lounges, including the payroll cost of the VIP
employees at the lounges. 
The lounges served approximately 13,000 passengers (generating approximately $390,000 in revenue)
and 34,000 passengers (generating approximately $1.1 million in revenue) in 2012 and 2013,
respectively. Currently, the lounges have contracts with seven airlines, and access to the lounges is
limited to departing passengers. 
FINANCIAL HIGHLIGHTS FINANCIAL HIGHLIGHTS 
FINANCIAL HIGHLIGHTS 
KEY FINANCIAL RESULTS OF CLUB INTERNATIONAL AND CLUB CASCADE 
CLUB INTERNATIONAL            CLUB CASCADE 
DESCRIPTION 
FISCAL YEAR 2012   FISCAL YEAR 2013  FISCAL YEAR 2013 
PASSENGERS SERVED                         13,000               33,500                 550 
AIRLINES SERVED                                   4                     6                     1 
GROSS REVENUES                         $ 390,000           $ 1,097,000             $ 18,000 
EXPENSES 
MANAGEMENT FEE                      $ 73,000            $ 85,900             $ 1,300 
INCENTIVE MANAGEMENT FEE               10,600               8,100                   - 
LABOR COST                             84,800              204,400              10,400 
COST OF GOODS SOLD                     61,200              148,400               2,700 
OTHER                                 74,300              88,900               7,500 
NET INCOME/(LOSS) TO PORT              $ 86,100           $ 561,500            $ (3,900) 
Data Source: PeopleSoft Financials, VIP Hospitality Profit and Loss Financial Statements 
HIGHLIGHTS AND ACCOMPLISHMENTS HIGHLIGHTS AND ACCOMPLISHMENTS 
The Port established a lock box for remittance of customer receipts. 
The Port established a dedicated bank deposit account for the lounges, ensuring all deposits are
"swept" to the Port's main bank account.
The Port established a revolving checking account for the lounges, ensuring only valid payments
are made from and reimbursed to this account. 

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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 

AUDIT SCOPE AND METHODOLOGY AUDIT SCOPE AND METHODOLOGY 
We reviewed information for the period January 1, 2012 - December 31, 2013. We utilized a risk-based
audit approach from planning to testing. We gathered information through research, interviews,
observations, and data analysis, in order to obtain a complete understanding of the operations of the
lounges. We assessed significant risks and identified controls to mitigate those risks. We evaluated and
tested controls to determine whether they were operating as intended. 
We applied additional detailed audit procedures to areas with the highest likelihood of significant
negative impact as follows: 
1.  To determine whether established Port management controls are adequate to ensure revenues
are complete, timely recorded, and reported, we selected revenues for four months (two
months from each year) and reviewed the following: 
a.  Supporting documents to ensure accuracy.
b.  Deposit dates to determine timeliness. 
c.  Deposit amounts and composition to ensure completeness. 
2.  To determine whether established Port management controls are adequate to ensure expenses
are appropriate and reasonable. 
3. 
a.  We reviewed all monthly financial packages for the audit period to determine whether
Port management performed its monthly monitoring activities. 
b.  We selected 30 reimbursement payments from 6 months and reviewed expense items to
determine whether the items were reasonable and appropriate. 
c.  We recalculated the Incentive Management Fee (IMF) to ensure accuracy. 
4.  To determine whether the third-party management company complied with the terms of the
agreement, we reviewed the following areas: 
a.  Budget: 
We analyzed the budget for the audit period to determine compliance with the
budget submission and Port management review. 
b.  Inventory 
We analyzed cost-of-goods-sold for the audit period to determine reasonableness. 
We selected 14 high-risk items from VIP payment records and traced the items to
inventory records. 
We reviewed inventory categories to determine appropriateness. 
c.  Insurance requirements 
We reviewed insurance certificates for the audit period and determine compliance
with the insurance coverage requirements. 
d.  Customer billings and receipts 
We reviewed the current process of recording lounge customer counts, which is the
base for monthly billings, to determine compliance with agreement provisions
related to timeliness, complete invoicing to airlines (customers), and subsequent
collection. 

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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 
e.  Expenses 
We selected three pay periods and examined employee timesheets to determine
whether labor costs were accurate and completely supported.
We examined employer payroll tax calculations (i.e., true-up process) for the audit
period to determine accuracy.

CONCLUSION CONCLUSION 
CONCLUSION 

Port management controls are adequate to ensure revenues are complete, timely recorded, and
accurately reported. Port management controls are inadequate to ensure expenses are reasonable. See
Schedule of Findings, No. I. 
VIP complied with the agreement terms on budget, inventory, insurance requirements, and customer
billings and receipts. VIP did not comply with the terms of the agreement related to payroll expenses.
See Schedule of Findings, No. 2. 












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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 

SCHEDULE OF FINDINGS AND RECOMMENDATIONS 
1.   VIP DID NOT MAINTAIN ADEQUATE ACCOUNTING RECORDS FOR LABOR COSTS 

Accurate and verifiable records are a cornerstone of a reliable accounting system.   Port
management cannot establish the propriety of VIP expenses without reliable accounting
information. The management agreement under Section 28 requires VIP to "keep all books of
accounts and records with respect to the operation of the Designated Lounges." 
For the audit period, VIP did not maintain and was not able to provide adequate supporting
records for its lounge labor costs. We could not determine whether Port reimbursements of the
lounge labor expenses to VIP were accurate and adequately supported. 
The majority of the lounge expenses were for labor costs. For example, in 2013, approximately
43% ($215,000) of lounge expenses were for labor costs. 
We examined timesheets for three pay periods. We considered employee timesheets as the
foundation to support Port reimbursements for VIP payroll expenses. We determined that VIP
employee timesheets did not always support labor expenses reimbursed by the Port.
We noted significant variances as follows: 
Employee's timesheets were incomplete and possibly incorrect.
We  identified  deficiencies  in  employee  timesheets.  Employee  signatures,  as  an
acknowledgment of their hours worked, were not consistently present. The Supervisors'
signatures, as an indicator of having verified employee hours for correctness, were not
consistently present. As a result, we could not determine whether timesheet information was
correct. 
Employee timesheets were inconsistent. 
For the month of December 2013, VIP provided two sets of timesheets covering the same pay
period. The two sets contained differences in the number of hours worked and the number of
employees who worked. 
Recommendations: 
We recommend Port management: 
Work  closely with VIP to ensure that labor reimbursements are accurate and adequately
supported. Controls should include review of the lowest source documents. 


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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 
Management Response: 
The payroll variances occurred during three months of the audit period (Dec 2012, Feb 2013 and
Dec 2013). Some payroll journal entries overstated timesheet hours and some understated
timesheet hours. Through research, VIP was able to reduce the total time unaccounted for down
to 12.92 hours over those three months. VIP has issued a credit to the Port for $196.51,
representing the labor cost for the unaccounted hours. The discrepancies were strictly human
error by incomplete and inconsistent timesheet management, not a matter of misappropriation. 
In January 2014, VIP installed finger print time clocks which eliminate the risk of inaccurate
payroll time entries due to manual input.  In addition, VIP created an internal 3rd party audit
process as a double check for each payroll period. Port management believes that these
processes will eliminate this problem. 

2.   PORT MANAGEMENT CONTROL OVER EMPLOYER PAYROLL TAX REIMBURSEMENTS
IS INADQUATE 

The Port owns and operates Club International and Cascade Lounge at Seattle-Tacoma
International  Airport.  The  Port  reimburses  VIP  Hospitality  for  all  lounge-related  expenses,
including the employer's payroll taxes. VIP compensates its employees bi-weekly, but seeks
reimbursement from the Port monthly. Due to the timing differences, Port management agreed to
pay VIP the employer payroll taxes based on an estimated rate of 20.99%. 
Port management conducted a year-end reconciliation of the estimated payroll taxes reimbursed
to the third-party company versus actual. However, certain employer taxes have tiered rates
based on different levels of income. Other taxes have a maximum income level above which taxes
do not apply. Because of unfamiliarity with the tax structure, Port management did not consider
these variations during the true-up process.
Our audit of the expense reimbursements to VIP for employer payroll taxes identified an over
reimbursement of approximately $27,000. Port management had not identified this overpayment
during its year-end true-up process.
This finding is similar to a finding we issued in our prior audit in 2011. In that audit, we
determined that Port management had reimbursed payroll benefits and payroll taxes to VIP based
on budget estimates rather than on actual costs incurred. We recommended Port management
implement a true-up process at the end of each year. Although Port management conducted the
true-up process during this audit period, the process was inadequate to disclose the identified
overpayment.



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CLUB INTERNATIONAL AND CLUB CASCADE                                         INTERNAL AUDIT 
JANUARY 1, 2012  DECEMBER 31, 2013 
Recommendations 
We recommend Port management: 
1.      Improve the true-up process to ensure that expenses reimbursed to VIP represent actual
costs incurred.
2.      Seek reimbursement of the overpayment (approximately $27,000) from VIP.
Management Response: 
Following the recommendation stated in the Internal Audit Report dated September 7, 2011,
Port staff implemented an annual true-up process to reconcile the estimated payroll benefit
expenses with the actual expenses. At the time of the 2011 audit, the Club served one airline's
passengers. Since that time, the lounge business has experienced remarkable growth.  Port and
VIP staff have worked closely to manage this growth with a focus on improving all lounge
management systems.
With the improvements to VIP's payroll process as noted in the Management Response to Item I,
actual payroll costs can be calculated and charged in lieu of the estimate and true up process
currently in place.  The new payroll system will assist with calculating the proper payroll taxes.
These calculations will then be reviewed and approved by Port staff on the payroll invoices
which are presented by VIP to the Port on a bi-monthly basis. Prior to the new system, these
calculations were prepared manually. Additionally, Port staff have established a process for
reviewing VIP's financial statements and payroll taxes during the regular monthly meeting
involving staff of the two organizations rather than waiting until the end of the year as
originally planned. Consequently, the true up process is no longer necessary. 
VIP brought to the Port's attention the overpayment of payroll taxes on March 25, 2014, when it
discovered the estimated payroll tax rate agreed to by Port staff and VIP resulted in an
overpayment of $27,000. Repayment of the $27,000 by VIP is already in process. 



AUDIT SCOPE AND METHODOLOGY 




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