Green Company is undergoing the annual audit by Red Firm Inc. who are external auditors. Red Firm Inc. has audited Green Company for the last five years. During a meeting with top management, it is disclosed to the auditor that Green Company and now the auditor is being sued by a mutual fund that invested in a large number of shares of Green Company's common stock. The mutual fund is bringing suit on the grounds that material misstatements in the financial statements existed. For the mutual fund to prevail in such a case, what would have to be proven in court