This site uses cookies to provide you with a more responsive and personalised service. By using this site you agree to our use of cookies. Please read our cookie notice (http://www2.deloitte.com/ca/en/legal/cookies.html) for more information on the cookies we use and how to delete or block them.
The full functionality of our site is not supported on your browser version, or you may have 'compatibility mode' selected. Please turn off compatibility mode, upgrade your browser to at least Internet Explorer 9, or try using another browser such as Google Chrome or Mozilla Firefox.

News

US_SEC Image

SEC Guidance for Foreign Private Issuers

Dec 08, 2016

On December 8, 2016, the Securities and Exchange Commission (SEC) published new Compliance and Disclosure Interpretations (C&DIs) addressing several questions relevant to foreign private issuers.

Canadian MJDS companies and many other cross-border companies incorporated or organized outside of the United States enjoy the benefit of various exemptions under U.S. securities laws on the basis that they qualify as “foreign private issuers.”

Torys LLP released a publication where they analyze on the SEC’s guidance, including:

  • The guidance is generally favourable to foreign private issuers and is consistent with past advice that we have given to our foreign private issuer clients.
  • In determining foreign private issuer eligibility, companies have some flexibility under the rules, as long as they apply their methodologies consistently.
  • A public offering of guaranteed securities and subsequent SEC reporting by a parent and subsidiary may be conducted under the foreign private issuer rules, provided the parent is a foreign private issuer and the parties meet the other criteria for omitting the subsidiary’s financial statements from SEC filings.

Review the publication on the Torys LLP's website.

Securities - CSA Image

Canadian Securities Regulators Publish Final Amendments Mandating a Summary Disclosure Document and Delivery Regime for Exchange-Traded Mutual Funds

Dec 08, 2016

On December 8, 2016, the Canadian Securities Administrators (CSA) published final amendments that require exchange-traded mutual funds (ETFs) to produce and file a summary disclosure document called “ETF Facts.” The amendments also require dealers that receive an order to purchase ETF securities to send or deliver an ETF Facts to investors within two days of the purchase.

Provided all necessary Ministerial approvals are obtained, the amendments will come into force on March 8, 2017. There will be a phased implementation of the requirements. Effective September 1, 2017, ETFs will be required to produce and file an ETF Facts and make it available on the ETF’s or the ETF manager’s website. Dealer delivery obligations related to the ETF Facts will come into effect on December 10, 2018.

Review the press release and the summary disclosure document on the CSA's website.

US_AICPA Image

Speeches from the annual AICPA conference

Dec 07, 2016

From December 5-7, 2016, the 2016 AICPA Conference on Current SEC and PCAOB Developments was held in Washington, D.C. The conference features speeches by — as well as panel discussions and question-and-answer sessions with — members of the SEC, PCAOB, FASB, IASB, and professionals from various industries.

Prepared remarks by the following speakers are available:

SEC

  • Wesley R. Bricker, chief accountant, Office of the Chief Accountant
  • Jonathan Wiggins, associate chief accountant, Office of the Chief Accountant
  • Julie A. Erhardt, deputy chief accountant, Office of the Chief Accountant
  • Marc Panucci, deputy chief accountant, Office of the Chief Accountant
  • Jenifer Minke-Girard, assistant deputy chief accountant, Office of the Chief Accountant
  • Sylvia E. Alicea, professional accounting fellow, Office of the Chief Accountant
  • Sean May, professional accounting fellow, Office of the Chief Accountant
  • Brian Staniszewski, professional accounting fellow, Office of the Chief Accountant
  • Jennifer L. Todling, professional accounting fellow, Office of the Chief Accountant
  • Ruth Uejio, professional accounting fellow, Office of the Chief Accountant

FASB

PCAOB

CAQ

IASB

Also see Deloitte US’s Heads Up newsletter for highlights from the conference.

IFRS - IASB Image

Hans Hoogervorst discusses the IASB's future

Dec 06, 2016

On December 6, 2016, the International Accounting Standards Board (IASB) released a speech by IASB Chairman, Hans Hoogervorst, where he spoke about global current events and what to expect from the IASB in the upcoming year and beyond. This speech was given at the annual American Institute of Certified Public Accountants (AICPA) Conference on Current SEC and PCAOB Developments.

Mr. Hoogervorst began his speech by discussing Brexit and the US presidential election, the results of which have been presumed to be a “negative reaction to globalization”. He noted that he sees “no immediate consequences” for IFRS as a global standard. He acknowledged that “it is entirely possible that the trend towards growing global investment and trade may be interrupted,” but reminded the audience that “the logic for common accounting standards remains compelling” and that multi-national corporations and global investors will continue to be important to the global economy.

On the topic of US GAAP, Mr. Hoogervorst stated that “the IASB is keen to keep IFRS Standards as closely converged as possible to US GAAP.”

Once the IASB completes its projects on insurance and the Conceptual Framework in 2017, Mr. Hoogervorst noted that the IASB will shift its focus to improving the communication effectiveness of the financial statements. He announced that the central theme of the IASB’s new agenda will be better communication and will look at improving primary financial statements (or what the IASB calls performance reporting). The goals are to: (1) increase comparability and (2) make it easier for regulators to enforce discipline around the presentation of non-GAAP measures. Mr. Hoogervorst also announced that the IASB will continue to work on the IFRS Taxonomy to “shore up” the reliability of electronic reporting.

Review the full transcript of the speech on the IASB’s website.

Leaf - sustainability (green) Image

Recent sustainability and integrated reporting developments

Dec 06, 2016

In December 2016, the United States Sustainability Accounting Standards Board (SASB) published it's first annual "State of Disclosure Report" and the International Integrated Reporting Council (IIRC) published the results of a first stakeholder feedback survey.

The SASB's State of Disclosure Report is a reference document that provides an overview of the quality of existing corporate disclosure across 79 industries in hundreds of SEC filings across every major industry. The report shows 81 percent of all disclosures analyzed across all SASB disclosure topics indicate some level of disclosure in SEC filings. However, more than 53 percent use boilerplate language and less than 24 percent of these disclosures contain metrics – demonstrating that many companies take a minimally compliant approach to sustainability disclosure. Review the report on the SASB's website.

The purpose of the IIRC's stakeholder feedback survey was to obtain views on integrated reporting and on the work of the IIRC. While 87 percent of responses strongly agree or agree that integrated reporting promotes a more joined up and efficient approach to corporate reporting, views on the work of the IIRC are more mixed with 45 percent of the total global responses saying they do not know whether the institutional arrangements for the IIRC are appropriate to the overall aims of the IIRC relating to integrated reporting. Review the report on the IIRC's website.

FASB (US Financial Accounting Standards Board) (lt blue) Image

FASB Chairman discusses international collaboration

Dec 06, 2016

On December 6, 2016, the Financial Accounting Standards Board (FASB) released a speech by FASB Chairman, Russell Golden, where he spoke about the FASB's priorities as the “Five Is” - one of which is “International”, during the annual AICPA Conference on Current SEC and PCAOB Developments.

Mr. Golden explained that after winding down its bilateral working relationship with the IASB, the FASB chose a new approach to achieve greater comparability of global standards: (i) through the continued development and improvement of GAAP, (ii) by actively participating in the development of IFRS, and (iii) by enhancing relationships and communications with other national standard-setters.

In the context of strengthened relationships with other national standard-setters, Mr. Golden mentioned individual meetings with standard-setters from Canada, Japan, China, South Korea and other countries and explained that the FASB expects to have joint meetings with them in 2017 to talk about respective priorities and future initiatives. He concluded: "Such relationships help us improve financial reporting, while at the same time bringing us all closer to common solutions around the globe."

Review the full transcript of the speech on the FASB’s website.

IFRS - AcSB Image

Webcast – IASB Research Forum 2016: Assets and Liabilities: When Do They Exist?

Dec 06, 2016

On December 6, 2016, the Accounting Standards Board (AcSB) released the webcast "Assets and Liabilities: When Do They Exist?" from the third annual IASB Research Forum that was held in conjunction with the 2016 Contemporary Accounting Research Conference this October 2016.

This session investigates whether the references to probability in standard setters’ conceptual definitions of assets and liabilities cause individuals to believe that the probability of a future transfer of economic benefits must be above some meaningful threshold (or even, certain) for an asset or a liability to exist — a belief that is contrary to standard setters’ intent.

Review the press release and webcast on the AcSB's website.

IFRS - AcSB Image

Webcast – IASB Research Forum 2016: Moving the Conceptual Framework Forward: Accounting for Uncertainty

Dec 06, 2016

On December 6, 2016, the Accounting Standards Board (AcSB) released the webcast "Moving the Conceptual Framework Forward: Accounting for Uncertainty" from the third annual IASB Research Forum that was held in conjunction with the 2016 Contemporary Accounting Research Conference this October 2016.

To meet the objectives of financial reporting in the IASB’s Conceptual Framework, the "balance sheet approach" embraced by the Framework is necessary but not sufficient. Critical, but largely overlooked, is the role of uncertainty, which this session argues defines the role of accrual accounting as a distinctive source of information for investors when investment outcomes are uncertain.

Review the press release and webcast on the AcSB's website.

PSAS - PSAB Image

Basis for Conclusions – Withdrawal of Disclosure of Related Party Transactions by Not-for-Profit Organizations – Section PS 4260

Dec 06, 2016

On December 6, 2016, the Public Sector Accounting Board (PSAB) released this document which sets out how PSAB reached its conclusions. As well, it sets out significant matters arising from comments received in response to its Exposure Draft and indicates how the Board dealt with the issues raised.

PSAB thought that the disclosure requirements set out in Section PS 2200, Related Party Disclosures, together with the disclosure requirements related to significant influence and economic interest set out in Section PS 4250, Reporting Controlled and Related Entities by Not-For-Profit Organizations, would be sufficient for those entities that apply the PS 4200 series. The withdrawal of Section PS 4260 would not significantly impact current reporting practices.

Download the Basis for Conclusions on the PSAB's website.

US_SEC Image

SEC Chief Accountant discusses IFRS in the US

Dec 05, 2016

On December 5, 2016, the Securities and Exchange Commission (SEC) released a speech by Wesley R. Bricker, the new Chief Accountant of the SEC, given at the annual American Institute of Certified Public Accountants (AICPA) Conference on Current SEC and PCAOB Developments. At the conference, he spoke about a broad range of topics, including IFRSs in the United States.

Mr. Bricker noted that IFRS is very significant for both U.S. investors and companies, with investors relying on financial statements of companies that operate globally and companies frequently looking abroad for potential targets and investees that use IFRS. Nevertheless, he stated:

On the question of possible further use of IFRS for domestic issuers, I believe that for at least the foreseeable future, the FASB’s independent standard setting process and U.S. GAAP will continue to best serve the needs of investors and other users who rely on financial reporting by U.S. issuers.

Still, he encouraged the FASB and IASB to continue to work together to eliminate differences between their standards. And he noted, that he believed it was worth "continuing to consider the proposal that Jim Schnurr described at an earlier conference of allowing domestic issuers to provide IFRS-based information as a supplement to GAAP financial statements".

Review the full text of Mr. Bricker's speech and previous speeches on the SEC's website.

Correction list for hyphenation

These words serve as exceptions. Once entered, they are only hyphenated at the specified hyphenation points. Each word should be on a separate line.