News

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Cybersecurity Risk Management Oversight: A Tool for Board Members

Apr 12, 2018

On April 12, 2018, the Center for Audit Quality released a tool that provides key questions board members can use as they discuss cybersecurity risks and disclosures with management and CPA firms.

The questions are grouped under four key areas:

  • Understanding how the financial statement auditor considers cybersecurity risk
  • Understanding the role of management and responsibilities of the financial statement auditor related to cybersecurity disclosures
  • Understanding management’s approach to cybersecurity risk management
  • Understanding how CPA firms can assist boards of directors in their oversight of cybersecurity risk management

The tool also compiles cybersecurity-related resources from the CAQ, the American Institute of CPAs, the National Association of Corporate Directors, and others.

Review the tool on the CAQ's website.

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Global Ethics Board Releases Revamped Code of Ethics for Professional Accountants

Apr 09, 2018

On April 9, 2018, the International Ethics Standards Board for Accountants (IESBA) released a completely rewritten Code of Ethics for Professional Accountants that is easier to navigate, use and enforce.

Beyond the new structure, the Code brings together key ethics advances over the past four years, and is clearer about how accountants should deal with ethics and independence issues.

While the fundamental principles of ethics have not changed, major revisions have been made to the unifying conceptual framework—the approach used by all professional accountants to identify, evaluate and address threats to compliance with the fundamental principles and, where applicable, independence. New Code highlights include:

  • Revised “safeguards” provisions better aligned to threats to compliance with the fundamental principles;
  • Stronger independence provisions regarding long association of personnel with audit clients;
  • New and revised sections dedicated to professional accountants in business (PAIBs) relating to:
    • preparing and presenting information; and
    • pressure to breach the fundamental principles.
  • Clear guidance for accountants in public practice that relevant PAIB provisions are applicable to them;
  • New guidance to emphasize the importance of understanding facts and circumstances when exercising professional judgment; and
  • New guidance to explain how compliance with the fundamental principles supports the exercise of professional skepticism in an audit or other assurance engagements.

Renamed the International Code of Ethics for Professional AccountantsTM (including International Independence StandardsTM), the new Code becomes effective in June 2019.

Review the press release, the new Code and a resource page on the IESBA's website.

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CSA reports on climate change-related disclosure project

Apr 05, 2018

On April 5, 2018, the Canadian Securities Administrators (CSA) published CSA Staff Notice 51-354 "Report on Climate change-related Disclosure Project". The report summarizes the findings of the CSA’s previously announced project to review the disclosure by reporting issuers of risks and financial impacts associated with climate change, and outlines its plans for future work.

The CSA intends to develop new guidance and initiatives to educate issuers about the disclosure of climate change-related risks, opportunities and financial impacts. The CSA also intends to consider new disclosure requirements regarding non-venture issuers’ corporate governance practices in relation to material business risks including, for example, emerging or evolving risks and opportunities arising from climate change, potential barriers to free trade, cybersecurity and disruptive technologies. As a general rule, materiality is the determining factor in considering whether information must be disclosed to investors. 

In addition to these initiatives, the CSA will continue to monitor the quality of issuers’ climate change-related disclosures, best practices in this area and developments in reporting frameworks. The CSA will also continue to assess whether investors require additional types of information, such as disclosure of certain categories of greenhouse gas emissions, to make investment and voting decisions.

The report reflects the CSA’s consideration of key research findings, a review of the disclosure of large TSX-listed issuers, a survey of TSX-listed issuers and extensive consultation with investors, issuers and other stakeholders. The CSA also reviewed how current Canadian securities disclosure requirements differ from or are consistent with international climate change-related disclosure requirements and voluntary frameworks.

Review the press release and a backgrounder with additional details on the CSA's website and the Notice on the CSA members’ websites.

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Enforcement Activity in the SEC’s Newly-Created Cyber Unit: The First Six Months and What’s Next

Mar 30, 2018

On March 30, 2018, Clearly Gottlieb, a law firm, released a memo that reviews the Cyber Unit’s first six months of work and previews coming attractions.

The memo notes that, so far, the unit’s attention has focused on allegedly improper trading involving hacking and cryptocurrency and ICO fraud claims. And it speculates that the next target may be cybersecurity lapses.

The memo says that the speech pointed to SEC Regulations S-P, SCI and S-ID – which require that covered entities “understand the risks they face & take reasonable steps to address those risks” – including putting “reasonable safeguards in place to address cybersecurity threats.” While noting that no cases involving failure to maintain proper cybersecurity safeguards have been brought as yet, other enforcement proceedings under those rules may provide a roadmap for future actions.

Review the full memo on Clearly Gottlieb's website and the announcement on the SEC's website.

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IASB publishes revised Conceptual Framework

Mar 29, 2018

On March 29, 2018, the International Accounting Standards Board (the Board) published its revised "Conceptual Framework for Financial Reporting". Included are revised definitions of an asset and a liability, as well as new guidance on measurement and derecognition, presentation and disclosure. The new Conceptual Framework does not constitute a substantial revision of the document as was originally intended when the project was first taken up in 2004. Instead the Board focused on topics that were not yet covered or that showed obvious shortcomings that needed to be dealt with.

 

Summary of main aspects of the Conceptual Framework

The 2018 Conceptual Framework is structured into an introductory explanation on the status and purpose of the Conceptual Framework, eight chapters, and a glossary:

Chapter Topic
Status and purpose of the Conceptual Framework
1 The objective of general purpose financial reporting
2 Qualitative characteristics of useful financial information
3 Financial statements and the reporting entity
4 The elements of financial statements
5 Recognition and derecognition
6 Measurement
7 Presentation and disclosure
8 Concepts of capital and capital maintenance
Appendix A Glossary

Review our Global IAS Plus page for a summary of the key content of each chapter.

The Conceptual Framework does not have a stated effective date and the Board will start using it immediately.

 

References to the Conceptual Framework

Together with the revised Conceptual Framework, the Board has also issued Amendments to References to the Conceptual Framework in IFRS Standards. The document contains amendments to IFRS 2, IFRS 3, IFRS 6, IFRS 14, IAS 1, IAS 8, IAS 34, IAS 37, IAS 38, IFRIC 12, IFRIC 19, IFRIC 20, IFRIC 22, and SIC-32. Not all amendments, however update those pronouncements with regard to references to and quotes from the framework so that they refer to the revised Conceptual Framework. Some pronouncements are only updated to indicate which version of the framework they are referencing to (the IASC framework adopted by the Board in 2001, the IASB framework of 2010, or the new revised framework of 2018) or to indicate that definitions in the standard have not been updated with the new definitions developed in the revised Conceptual Framework.

The amendments, where they actually are updates, are effective for annual periods beginning on or after January 1, 2020.

 

Additional information

The Board also announced that on April 18, 2018, there will be two live web presentations to introduce the revised Conceptual Framework. Please click for more information and registration on the Board's website.

 

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Canadian securities administrators adopt amendments related to reselling securities of foreign issuers

Mar 29, 2018

On March 29, 2018, the Canadian Securities Administrators (CSA) published amendments to National Instrument 45-102 Resale of Securities and changes to Companion Policy 45-102CP to National Instrument 45-102 Resale of Securities.

The amendments introduce a new prospectus exemption for the resale of securities (and underlying securities) of a foreign issuer if the issuer is not a reporting issuer in any jurisdiction of Canada, and the resale is on an exchange or a market outside of Canada or to a person or company outside of Canada.

A foreign issuer is an issuer that is not incorporated or organized under the laws in Canada unless the issuer has a head office in Canada or the majority of its directors or executive officers ordinarily reside in Canada.

Provided all necessary regulatory and ministerial approvals are obtained, these will come into force on June 12, 2018.

Review the announcement on the CSA's website and the Notice on the OSC's website.

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2017 Changes to Part I – AcSB Due Process – Endorsement Activities

Mar 29, 2018

On March 29, 2018, the Accounting Standards Board (AcSB) released a summary on how new or amended IFRS® Standards make their way into the CPA Canada Handbook – Accounting.

The summary includes an overview of the due process activities they carried out in support of changes made to Part I of the Handbook last year.

Review the summary on the AcSB's website.

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Proposed amendments to IAS 8 regarding agenda decisions published

Mar 27, 2018

On March 27, 2018, the International Accounting Standards Board (the Board) published an exposure draft "Accounting Policy Changes (Proposed amendments to IAS 8)", considering changes in accounting policies that result from agenda decisions published by the IFRS Interpretations Committee. Comments are requested by July 27, 2018.

 

Background

Applying IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors, an entity changes an accounting policy only if the change is required by an IFRS standard or results in improving the usefulness of information provided to users of its financial statements. However, a common reason why an entity voluntarily changes an accounting policy is to reflect non-authoritative explanatory material included in agenda decisions published by the IFRS Interpretations Committee.

To facilitate voluntary changes in accounting policy that result from an agenda decision, the Board intends to amend IAS 8 to lower the impracticability threshold for retrospective application of such changes.

 

Suggested changes

The changes proposed in ED/2018/1 Accounting Policy Changes (Proposed amendments to IAS 8) are focused on a cost benefit analysis:

  • If an entity changes an accounting method as a result of an agenda decision by the IFRS Interpretations Committee, it does a cost-benefit assessment: If the entity's cost of determining the period-specific effects or the cumulative effect of the change exceeds the expected benefits to users of the financial statements, the new accounting policy need not be applied retrospectively.
  • In addition, the Board proposes to include corresponding application guidance for the cost-benefit assessment in the standard.

 

Effective date

The exposure draft does not contain a proposed effective date, which the Board intends to decide on after the exposure.

 

Additional information

Review the press release and the exposure draft on the Board's website.

 

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How to meet SEC demand for cybersecurity disclosures

Mar 27, 2018

On March 27 2018, Accounting Today published an article on the SEC’s 2018 Guidance on Public Company Cybersecurity Disclosures and the elements that companies need to consider.

The SEC guidance released  includes two new areas: cybersecurity policies and procedures, and insider trading prohibitions.

The guidance spells out the rules of disclosure, stresses the importance of materiality when preparing disclosures and lists five elements of materiality to consider.

Experts from Deloitte are recommending public companies also consider taking an additional five steps:

  1. Assess current policies and procedures related to cyber risks and incidents.
  2. Align cyber risk with operational risk framework, and develop shared understanding on materiality considerations.
  3. Understand disclosure obligations under federal and state laws, and establish and maintain appropriate and effective disclosure controls for cybersecurity risks and incidents.
  4. Examine and update insider trading policies and procedures.
  5. Raise C-suite and board awareness on SEC guidance and company obligations, and assess and test incident management processes, including through cyber war gaming.

Review the article on Accounting Today's website and the guidance on the SEC's website.

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CSA announces policy projects aiming to reduce regulatory burden in public markets

Mar 27, 2018

On March 27, 2018, the Canadian Securities Administrators (CSA) published CSA Staff Notice 51-353 "Update on CSA Consultation Paper 51-404 Considerations for Reducing Regulatory Burden for Non-Investment Fund Reporting Issuers", which outlines the CSA’s plan to pursue policy projects to examine specific prospectus requirements,  revisit certain continuous disclosure requirements, and enhance electronic delivery of documents.

Specific initiatives the CSA intends to pursue include:

  • removing or modifying the criteria for reporting issuers to file a business acquisition report;
  • facilitating at-the-market offerings;
  • revisiting the primary business requirements to provide greater clarity to issuers preparing an IPO prospectus;
  • considering a potential alternative prospectus model;
  • reducing or streamlining certain continuous disclosure requirements; and
  • enhancing electronic document distribution for investors.

Selection of these projects follows a consultation initiated by the CSA in 2017 on reducing regulatory burden in the public markets. Subsequently, CSA staff received a number of comment letters and certain jurisdictions held in-person consultations on the topic. The chosen initiatives reflect input from a diverse range of stakeholders, including reporting issuers, investor advocates, and industry groups. Certain projects may require longer timeframes than others to complete.

Review the press release and the Notice on the CSA's website.

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