Sun CorpApproved a Merger Plan with Cord Corp

Sun Corp.approved a merger plan with Cord Corp.Among the determining factors in approving the merger was Cord's financial statements audited by Frank & Co.,CPAs.Sun had engaged Frank to audit Cord's financial statements.While performing the audit,Frank failed to discover certain irregularities that later caused Sun to suffer substantial losses.For Frank to be liable under common law liability,Sun at a minimum must prove that Frank

A) Knew of the irregularities.
B) Failed to exercise the appropriate level of professional care.
C) Demonstrated gross negligence.
D) Acted with scienter.

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