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Convergence Issues - IFRSs and US GAAP: Segment Reporting

Chronology

Important: The final IFRS 8 Operating Segments was issued by the IASB. The information on this page reflects the Board's discussions during the development of the final Standard, including tentative decisions that were changed along the way. Links to summaries of the final Standards can be found Here.

IAS Plus Newsletter

Timetable

Project Summary

Background

The objective of the overall convergence project is to eliminate a variety of differences between International Financial Reporting Standards and US GAAP. The project, which is being done jointly by FASB and IASB, grew out of an agreement reached by the two boards in September 2002.

Click here for general information about the Convergence Project.

Discussion at the January 2005 IASB Meeting

The Board considered an analysis of the differences between IAS 14 Segment Reporting and SFAS 131 Disclosure about Segments of an Enterprise and Related Information. IAS 14 focuses on segment information that is consistent with the consolidated financial information in the financial statements, while SFAS 131 focuses on information that reflects the manner in which the entity manages the business. It was noted that prior to the introduction of SFAS 131 the US standard was based on similar principles to those currently in IAS 14. The Board noted that both academic research and meetings with analysts had revealed that the SFAS 131 approach was preferred and provided more useful information.

It was noted that information prepared for the purposes of decision making was likely to be more accurate than that prepared solely to satisfy external reporting requirements. The one concern noted by some analysts and board members about the SFAS 131 approach was the fact that SFAS 131 does not require consistent accounting policies to be used between segment information and other financial reporting information; however differences in accounting policies must be disclosed. It was noted that the objective of this project is to achieve convergence, and it is highly unlikely the FASB would move to a model where consistent policies were required. The Board agreed that in the interests of convergence, SFAS 131 should be brought to them in IASB Exposure Draft form for consideration and release for comment. The Board also noted that SFAS 131 itself was developed in conjunction with the Canadian standard setter, and therefore is already in a format more consistent with IFRS than most US pronouncements. However, the Board noted that there have been differences of interpretation between Canada and the US, and that the Board should endeavour to resolve those so that only one interpretation is possible under IFRS.

The Board agreed to consider the Exposure Draft at a future meeting, and that as few changes as possible should be made to the US pronouncement. If any issues arise as a result of commentators concerns these could be brought to the attention of the FASB for attention at a later time.

Discussion at the March 2005 IASB Meeting

The staff recommended an amendment to the proposed new IFRS for segment reporting to extend the scope so as to include non-public entities. The Board disagreed with this proposal on the basis that it would consider this scope issue when it deals with the SME project.

The Board agreed with the staff two other recommendations, which were that:

  • the wording for the capital expenditure of the new IFRS should have the same approach as that of the SFAS 131, but should be expressed in terms already used in IFRSs; and
  • requirements for interim period segment information should be included in IAS 34 by means of a consequential amendment of the proposed IFRS on segment reporting.

Discussion at the June 2005 IASB Meeting

The Board considered whether to add guidance similar to that in EIC-115 Segment Disclosures-Application of the Aggregation Criteria in CICA 1701 issued by the Canadian Emerging Issues Committee. This EIC provides guidance on applying the criteria in CICA 1701 (equivalent to FAS 131) when determining whether two segments have 'similar economic characteristics.' The Canadian guidance was prepared at the request of securities regulators.

After discussion, it was agreed not to add similar guidance to the IASB's forthcoming exposure draft. Some Board Members expressed concerns about the approach to measurement in FAS 131 [internal reporting measures], preferring the approach in IAS 14 [IFRS measurement]. There was no conclusion on this point and it may come back to a subsequent meeting.

The Board also decided to ask a question about a potential loss of information between that provided in IAS 14 and FAS 131 in the Invitation to Comment.

Discussion at the November 2005 IASB Meeting

The Board discussed an issue that arose during the preparation of the ballot draft of an exposure draft on amendments to IAS 14 Segment Reporting. The issue was the consistency of terminology in the ED.

The Board agreed that the ED should use the term 'operating segment' throughout and that the ED should be titled Operating Segments.

January 2006: IASB Issues Segment Reporting Exposure Draft

On 19 January 2006, the IASB issued Exposure Draft ED 8 Operating Segments. ED 8 results from the IASB's comparison of IAS 14 Segment Reporting with the US standard SFAS 131 Disclosures about Segments of an Enterprise and Related Information.

The proposed IFRS would replace IAS 14 and align segment reporting with the requirements of SFAS 131. ED 8 would require an entity to adopt the 'management approach' to reporting on the financial performance of its operating segments. Generally, the information to be reported would be what management uses internally for evaluating segment performance and deciding how to allocate resources to operating segments. Such information may be different from what is used to prepare the income statement and balance sheet. The proposals would therefore require explanations of the basis on which the segment information is prepared and reconciliations to the amounts recognised in the income statement and balance sheet.

Main Features of ED 8

The Exposure Draft would require an entity to report financial and descriptive information about its reportable segments. Reportable segments would be operating segments or aggregations of operating segments that meet specified criteria. Operating segments would be components of an entity about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Generally, financial information would be required to be reported on the basis that it is used internally for evaluating operating segment performance and deciding how to allocate resources to operating segments.

The Exposure Draft would:

  • extend the scope of segment reporting to include entities that hold assets in a fiduciary capacity for a broad group of outsiders as well as entities whose equity or debt securities are publicly traded and entities that are in the process of issuing equity or debt securities in public securities markets.
  • require identification of operating segments based on internal reports that are regularly reviewed by the entity's chief operating decision maker in order to allocate resources to the segment and assess its performance. This is because the requirements of the Exposure Draft are based on the information about the components of the entity that management uses to make decisions about operating matters.
  • include a component of an entity that sells primarily or exclusively to other operating segments of the entity in the definition of an operating segment if the entity is managed that way.
  • require the amount of each operating segment item reported to be the measure reported to the chief operating decision maker for the purposes of allocating resources to the segment and assessing its performance.
  • require reconciliations of total reportable segment revenues, total profit or loss, total assets, and other amounts disclosed for reportable segments to corresponding amounts in the entity's financial statements.
  • require an explanation of how segment profit or loss and segment assets are measured for each reportable segment.
  • require an entity to report information about the revenues derived from its products or services (or groups of similar products and services), about the countries in which it earns revenues and holds assets, and about major customers, regardless of whether that information is used by management in making operating decisions.
  • require an entity to give descriptive information about the way that the operating segments were determined, the products and services provided by the segments, differences between the measurements used in reporting segment information and those used in the entity's financial statements, and changes in the measurement of segment amounts from period to period.

The proposed IFRS would apply to the annual financial statements for periods beginning on or after 1 January 2007, with earlier application encouraged.

Click for IASB Press Release . Comment deadline is 19 May 2006.

Special IAS Plus Newsletter on ED 8

Click to download a Special Edition of the IAS Plus Newsletter (PDF 69k) explaining ED 8.

Discussion at the July 2006 IASB Meeting

The IASB issued its Exposure Draft ED 8 Operating Segments for public comments on 19 January 2006. The comment period ended on 19 May 2006 and the IASB received 182 comment letters.

Management approach

Some commentators did not support the management approach (18%) proposed by the Board, instead preferring the IAS 14 approach as the more superior guidance (compared to SFAS 131). Others agreed with the management approach for the identification of segments but not for measurement of the various segment disclosures (19%). Some respondents agreed with the Boards exposure draft (51%). 12% did not comment on this issue. After some discussion, the Board agreed to proceed with the management approach adopted in SFAS 131 for both the identification and measurement of segments.

Scope of the standard - entities that hold assets in a fiduciary capacity for a broad group of outsiders

IAS 14 currently applies only to entities whose equity or debt securities are publicly traded and entities that are in the process of issuing equity or debt in public securities markets. The ED proposed extending the scope to cover also entities that hold assets in a fiduciary capacity for a broad group of outsiders.

Some Board members expressed concern that if the IAS 14 scope is used for the new Standard, entities that are not publicly listed will have competitive advantage over those that are listed as they will not have to provide segment information. Consequently, those Board members preferred to include a 'scope in' covering fiduciary capacity. Others noted that the issue was wider as it affected manufacturing entities as well, not just insurers, co-operatives and similar entities (generally those subject to prudential supervision).

The Board agreed that as a principle, all entities claiming compliance with IFRS should comply with all individual IFRSs, therefore there should be no scope exemption in the Segment Reporting standard. To achieve this, the Board decided to prepare a separate exposure draft to be released at the same time as the exposure draft of the SME standard which will consist of a definition of publicly accountable entities. That separate exposure draft will set out the consequential amendments to the scope of the Segment Reporting standard. Once finalised, all IFRS preparers that are not publicly accountable will be subject to the SME standard (unless they chose to apply full IFRSs) which it is believed, will not require Segment Reporting. By default, all other entities claiming compliance with IFRS will be required to provide segment information.

Scope of the standard - Exemption for separate financial statements

Legal entities within a consolidated group are often set up to comply with particular legal or regulatory requirements, yet the business can often be run on a cross-border/cross-entity basis. As a result, business performance is often not considered at a legal entity level, since it is a largely artificial distinction. Collecting segmental information for such entities, where it will typically not be readily available, is likely to be costly and of little benefit to users and because the information provided would not reflect how the business is run i.e. it is not conducted within the context of that single entity.

After considering the above arguments, the Board agreed to include in the final standard a scope exemption for separate financial statements similar to paragraph 6 of IAS 14.

Competitive harm

Some respondents were opposed to a standard that, in their view, would potentially destroy shareholder value in some instances. They recommended that entities should be exempt from aspects of the standard if disclosure could cause competitive damage. With this approach, they suggested that an entity would be required to explain the reasons on a 'comply or explain' basis.

The Board rejected these arguments and voted unanimously to proceed without a competitive harm exception.

Discussion at the September 2006 IASB Meeting

The Board continued its consideration of comments received from constituents on its proposals to align IFRS with US GAAP with respect to segment reporting, and its redeliberations of those proposals.

The Board confirmed the proposals in the ED with respect to the following matters:

  • The draft IFRS should not define the measures of segment revenues, segment expenses, segment results, segment assets and segment liabilities that are required to be disclosed.
  • Reconciliation at the individual segment level should not be required.
  • Segment information by individual country should not be required.
  • The Board should proceed with the consequential amendments to IAS 34 Interim Financial Reporting.
The staff also brought various minor matters to the Board's attention, none of which was discussed at the meeting. One item to note is that the effective date for the standard will be 1 January 2009 (not 2007 as exposed). Early adoption would be permitted.

The Board agreed to add a requirement that an entity should report a measure of liabilities for each reportable segment if those amounts are regularly provided to the chief operating decision maker. (This is a requirement additional to those in FAS 131.)

The Board discussed issues raised by the Publish What You Pay campaign related to disclosures at the individual country level. Many Board members were sympathetic to the campaign's objectives (transparency with respect to payments to governments in resource-rich countries, which are often less developed countries.) However, the Board noted that it was not appropriate to attempt to address their concerns in this project, which was a tightly-focused convergence project.

The Board agreed that the campaign's request was a legitimate and serious one, and one to which the Board should be responsive. The Board established a sub-group of the Board (Messrs Cope, Garnett and Gelard) to assist the staff in engaging the campaign and others that could be of assistance. As the matters raised by these constituents were political as well as technical, groups that should be involved include the IASCF Trustees, the International Public Sector Accounting Board, the International Monetary Fund and its agencies, the World Bank, IOSCO, and the Financial Stability Forum.

Discussion at the October 2006 IASB Meeting

The staff presented a paper addressing the two issues raised by Board members on the pre-ballot draft expected to become IFRS 8 Operating Segments.

Disclosure of information about major customers - entities under common state control

Paragraph 33 of ED 8 Operating Segments stated that an entity shall provide information about the extent of its reliance on major customers. Thus, if revenues from transactions with a single external customer exceed 10 per cent of an entity's revenues, the entity shall disclose that fact. In this connection a group of entities known to a reporting entity to be under common control shall be considered a single customer, and a national government, a local government, or a foreign government each shall be considered a single customer.

Some respondents to the ED argued that difficulties could arise in relation to entities that are state-controlled. They suggested that a group of entities under common control should be treated as a single customer for this purpose only when prices or other material terms of trade are negotiated on a group basis.

The staff agreed in principle with this comment, and the amendment is reflected in paragraph 34 of the pre-ballot draft of IFRS 8.

The staff also noted that in September 2006 the Board agreed that the wording in ED 8 should be consistent with that used for a similar issue arising on IAS 24 Related Party Disclosures. At its September 2006, meeting the Board tentatively decided that when an entity qualifies as a related party of another entity simply because of the existence of common control from the State, IAS 24 should provide relief from the requirement to disclose related party transactions between those two commonly controlled entities.

In comments on the pre-ballot draft, two Board members argued that the amendment reflected in paragraph 34 should not be made as the wording has not yet been exposed as part of the IAS 24 amendment. Although the Board did not say so explicitly in the meeting, it seemed to accept that this issue would have to be treated as a consequential amendment to the expected IFRS 8 as a result of the forthcoming proposed amendments to IAS 24.

Definition of listed companies

The staff recommended to changing the wording of the scope of IFRS 8. Thus, IFRS 8 shall apply to:

  • a. the separate or individual financial statements of entities:
    • whose debt or equity instruments are traded in a public market (a domestic or foreign stock exchange or an over-the-counter market, including local and regional markets) or
    • that file, or are in the process of filing, their financial statements with a securities commission or other regulatory organisation for the purpose of issuing any class of instruments in a public market and
  • b. the consolidated financial statements of groups with a parent:
    • whose debt or equity instruments are traded in a public market (a domestic or foreign stock exchange or an over-the-counter market, including local and regional markets) or
    • that files, or is in the process of filing, the consolidated financial statements with a securities commission or other regulatory organisation for the purpose of issuing any class of instruments in a public market.

The Board agreed to the staff's recommendation.



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