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Why Blockchain Isn’t a Revolution

Jun 20, 2018

On June 20, 2018, the Wharton School published an opinion piece by Kevin Werbach, Wharton professor of legal studies and business ethics, where explains the differences among the three groups that comprise this technology: cryptocurrency, blockchain and cryptoassets.

The three communities share a basic set of design principles and technological foundations, but the people, goals, and prospects are almost completely distinct. Those involved don’t help much by sniping constantly about which is the “real” movement.

Review the full opinion piece on Wharton School's website.

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FASB staff proposes taxonomy improvements related to ASUs 2018-07 and 2018-08

Jun 20, 2018

On June 20, 2018, the Financial Accounting Standards Board (FASB) staff issued proposed taxonomy improvements related to Accounting Standards Update (ASU) Nos. 2018-07, “Improvements to Nonemployee Share-Based Accounting,” and 2018-08, “Clarifying the Scope and Accounting Guidance for Contributions Received and Contributions Made.”

Comments on the proposed taxonomy improvements related to nonemployee share-based accounting are due by July 20, 2018.

Comments on the proposed taxonomy improvements related to contributions received and contributions made are due by July 21, 2018.

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IFRS Foundation Trustees propose tenure increases for Chair and Vice-Chair

Jun 19, 2018

On June 19, 2018, the Trustees of the IFRS Foundation issued narrow-scope amendments to the IFRS Foundation Constitution that will increase the maximum tenure of the Trustees’ Chair and Vice-Chair. Comments on the proposal are due by September 17, 2018.

Specifically, the proposed amendments would:

  • Increase the maximum tenure of the Trustee Chair and Vice-Chair to nine years.
  • Allow the option to appoint a Chair from either internally within the Trustees or externally.
  • Clarify the requirements for Trustee reappointments.

Review the press release on the International Accounting Standards Board’s website.

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Observations on Culture at Financial Institutions and the SEC

Jun 18, 2018

On June 18, 2018, the Securities and Exchange Commission (SEC) released a speech by Chairman Jay Clayton, where he discusses the importance of developing, improving and reinforcing positive culture in our financial institutions.

In his speech, Mr. Clayton covered the following topics:

  • Culture is not an option
  • Know your culture
  • Culture is a collection of countless internal and external actions
  • Preserving and enhancing culture through a clear and constant mission
  • Culture beyond the law and regulation
  • We do not expect perfection; we do expect commitment and action

Review the full speech on the SEC's website.

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Draft Framework for Reporting Performance Measures – Enhancing the relevance of financial reporting

Jun 14, 2018

On June 14, 2018, the Accounting Standards Board (AcSB) issued a Draft Framework for Reporting Performance Measures to enhance the relevance of financial information for all entities – from public and private companies, to not-for-profit organizations and pensions plans. Comments are requested by September 17, 2018.

The AcSB wants to discuss and improve financial and non-financial performance measures reported outside of financial statements.

In introducing the framework, the AcSB notes concerns that are often mentioned in connection with performance measures:

  • the quality of performance measures being reported;
  • the lack of consistency, transparency and comparability of performance measures reported period to period;
  • the “expectation gap” about the governance practices of entities over how performance are developed and reported, and whether those measures are subject to assurance, and
  • the limited guidance available on how to develop and report performance measures not usually subject to assurance.

Consequently, the framework is intended to be a tool to guide:

  • management in developing and assessing how effectively they report financial and non-financial performance measures;
  • directors and others charged with governance in fulfilling their responsibilities when assessing management’s processes and reporting of performance measures; and
  • investors, contributors, lenders and other resource providers in setting expectations and seeking compliance with the framework as part of obtaining the information they need.

This Framework applies to a performance measure that is reported separately from and is not part of a set of financial statements (including note disclosures) prepared in accordance with an accounting framework, such as Canadian GAAP, IFRS® Standards or US GAAP; and is:

  • a non-GAAP financial measure that is an adjustment to a GAAP financial measure*, such as funds from operations and adjusted earnings;
  • another financial measure that is a financial measure and is not a GAAP or non-GAAP financial measure, such as dollars of order backlog and cost per dollar raised; or
  • a non-financial measure or operational measure that reports physical or non-financial data, such as number of volunteers, employees, members, active users or new stores, and performance ratings on client service, safety and reliability.

Review the press release and Draft Framework on the AcSB's website.

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Digital Asset Transactions: When Howey Met Gary (Plastic)

Jun 14, 2018

On June 14, 2018, the Securities and Exchange Commission (SEC) posted a speech by William Hinman, Director of the Division of Corporation Finance, on whether a digital asset offered as a security can, over time, become something other than a security.

In his speech, Mr. Hinman states that:

To start, we should frame the question differently and focus not on the digital asset itself, but on the circumstances surrounding the digital asset and the manner in which it is sold. To that end, a better line of inquiry is: “Can a digital asset that was originally offered in a securities offering ever be later sold in a manner that does not constitute an offering of a security?” In cases where the digital asset represents a set of rights that gives the holder a financial interest in an enterprise, the answer is likely “no.” In these cases, calling the transaction an initial coin offering, or “ICO,” or a sale of a “token,” will not take it out of the purview of the U.S. securities laws.

But what about cases where there is no longer any central enterprise being invested in or where the digital asset is sold only to be used to purchase a good or service available through the network on which it was created? I believe in these cases the answer is a qualified “yes.” I would like to share my thinking with you today about the circumstances under which that could occur.

Review the full speech on the SEC's website.

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Academic conference sees keynote speech and panel discussion on the future of corporate reporting

Jun 13, 2018

On June 13, 2018, the 13th International Conference on Accounting and Management Information Systems (AMIS 2018) was held at the Bucharest University of Economic Studies. The conference was opened by a keynote address "The future of corporate reporting - A standard setter's perspective on contents and proliferation", immediately followed by a panel discussion drilling more deeply into some of the messages presented.

The keynote address was delivered by Prof Andreas Barckow, President of the German standard-setter Accounting Standards Committee of Germany and Vice-President of the European Financial Reporting Advisory Group (EFRAG). In his presentation, he took stock of the current situation in financial reporting, other (wider) corporate reporting, and technological aspects (proliferation/dissemination).

His thought-provoking points included the statements that in financial reporting there have been no major developments in Europe since 2005, that the current approach seemed to continue to try to apply a "manufacturing-centric" accounting model to an increasingly service-oriented industry (which might indeed be fostering the use of non-GAAP measures), and that the difficulty of addressing a problem should never be an excuse for not addressing it (this was said in the context of intangibles). Prof Barckow also pointed out that while there is one international accounting standard-setter (the IASB), there are up to 1,000 organisations active in the field of wider corporate reporting. On technology, he stated that the current thinking is still focused on printed reports, which means to ignore the vast posiibilities technological developments offer that could see for example ideas such as the CORE & MORE approach to corporate reporting realised.

The panel discussion following the keynote address was moderated by Prof Katherine Schipper of Duke University and saw as panelists Prof Axel Haller, University of Regensburg, Prof Paul André, HEC Lausanne, and Prof Barckow. They picked up several aspects mentioned in the keynote address:

  • No major developments in financial reporting since 2005. While the point was at first contested in extreme form, the panelists by and by concluded that there was some validity to it. It was even stated that IFRS 9, IFRS 15, and IFRS 16 replaced standards that many in practice saw as working well, i.e. that were not broken. The new standards often also build on ideas that had been around for a long time - in some cases since the 1990s. While moving from incurred losses to expected losses with IFRS 9 was indeed a conceptual change, however, it was stated that in practice even under IAS 39 preparers were already half way to expected loss accounting. In the end, the moderator even questioned whether 2005 was a reporting development or merely a convergence development.
  • Non-GAAP measures. After quickly clarifying what had been meant by the non-GAAP measure problem in the keynote address, panelists discussed whether non-GAAP measures were a problem at all. They concluded that not the non-GAAP measures were a problem in themselves ("non-GAAP measures come and go") but the lack of reconciliation or indeed lack of reconcilability was. Nevertheless, panelists refused to place the fault entirely with the preparers. Comments included that the increased use of non-GAAP measures expressed a management approach and showed that "the true North" was not always where the standard-setters believed it to be. It was also stated that the use of these measures showed that we are on a way away from standardised accounting. It was in this context that the IASB's work on management performance measures was brought up and questioned as it would indeed cling to a broader boundary question that tries to define what gets in and what must be left out. It was noted that trust was about systems and processes, not about printed reports, and that the non-GAAP measure problem could be addressed by moving away from the paper approach.
  • Intangibles. Intangibles were described not only as a concern but as a growing concern as the economy is more and more service-oriented and there are many intangible assets that never show up on a balance sheet although the market clearly sees them. After an intervention from the audience that noted that the logic should not be that the markets see something and then the accounting needs to explain it, the panelists agreed that the problem was not so much in not recognising intangible assets but rather in the question why there was often such a gap between an entity's market capitalisation and the profit (or lack of profitability) shown in the financial statements.There was not necessarily a need to align the two numbers but there should be a way to reconcile them. The new definition of an asset in the revised Conceptual Framework was mentioned and questioned, especially in the context of research and development costs.
  • Sustainability. Panelists were asked which way forward they saw for wider corporate reporting or rather linking sustainability and other wider corporate reporting aspects with financial reporting. The wish was expressed that the many organisations on the sustainability side would combine under the umbrella of (ideally) one, and the clear favourite was the Global Reporting Initiative (GRI). The IASB could then work together with that one organisation and concentrate on areas where the requirements overlap to harmonise them so that for example not several concepts of materiality clash. Again the CORE & MORE concept was brought up where not only the sustainability organisations would combine but also the IASB and the remaining organisation would be brought together under one even larger umbrella that would also include other corporate reporting organisations.
  • Academic contribution to standard-setting. The standard-setter on the panel was asked what he thought researchers could contribute to standard-setting. He replied that he saw two ways he would want research to support standard-setting: (a) by confirming (or refuting) that certain problems (such as mentioned in the keynote address) existed and (b) if indeed the existence of a problem was confirmed to then offer thoughts and solutions. He clearly advocated normative research in this case and expressed disappointment that at least as far as he was aware no research had been contributed to the revision of the Conceptual Framework of the IASB, which would have been a prime opportunity for normative research. His fellow panelists agreed and concluded that research should lead standard-setting and not just try to follow it.

The following additional information is available on the website of the Bucharest University of Economic Studies:

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FASB staff issues two taxonomy implementation guides

Jun 13, 2018

In June 2018, the Financial Accounting Standards Board (FASB) staff issued two U.S. GAAP taxonomy implementation guides on (1) revenue from contracts with customers and (2) dimensional modeling for disclosures of consolidated and nonconsolidated entities.

The objective of the first implementation guide, Revenue From Contracts With Customers (Including Remodeling of Revenue and Cost of Revenue Presentation in the Statement of Income), is to “demonstrate the modeling for disclosures related to revenue from contracts with customers under [ASC 606] and the remodeling of revenue and cost of revenue presentation in the statement of income.”

The second implementation guide, Dimensional Modeling for Disclosures of Consolidated and Nonconsolidated Entities, provides examples “to help users of the Taxonomy understand how the modeling for disclosures of consolidated and nonconsolidated entities is structured within the Taxonomy.”

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Ready or not, IFRS 9 is here for derivatives

Jun 13, 2018

On June 13, 2018, Accounting Today published an article on how the new International Financial Reporting Standard for financial instruments, IFRS 9, diverges in several key elements and introduces concepts that don't exist under U.S. GAAP.

While the Securities and Exchange Commission expects the two standards to coexist, challenges remain for U.S. companies that have international subsidiaries that will need to report under IFRS 9 for statutory purposes and for U.S. subsidiaries of international companies.

What are turning out to be the most disruptive changes? The areas of divergence that will likely have the largest impact are twofold: the new time value election, and the related requirement to calculate “aligned time value.”

Review the full article on Accounting Today's website.

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SEC to release letters to companies with serious deficiencies

Jun 12, 2018

On June 12, 2018, the Securities and Exchange Commission’s (SEC) Division of Corporation Finance announced that letters sent to issuers that have “serious deficiencies” in their registration statement or offering document will be made available on EDGAR.

Filings with serious deficiencies can be defined as those that are “not minimally compliant with statutory or regulatory requirements.” Letters issued on June 15, 2018, or later will be published first; these letters will appear on EDGAR within 10 calendar days of issuance.

Review the announcement on the SEC’s website.

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