News

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How the SEC’s universal proxy proposal affects Canadian companies and investors

Nov 30, 2016

On November 2016, the U.S. Securities and Exchange Commission (SEC) proposed amendments to its proxy rules that are designed to allow shareholders using the proxy system to vote for their choice of a combination of candidates in a contested election for directors, rather than being limited only to the candidates on either a management proxy or dissident proxy.

The proposed changes could make it easier and less costly for dissident candidates to be elected to corporate boards, which could have ripple effects on corporate governance practices and negotiating strategies for activists. Use of a universal proxy would require the dissident to provide advance notice of its nominees and incur the cost of preparing dissident proxy materials and sending those proxy materials to potentially more shareholders than it would otherwise solicit.

Review the update on Osler's website.

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Disclose what truly matters: Model disclosures under the non-financial and diversity information directive

Nov 28, 2016

On November 28, 2016, Accountancy Europe released released the guide "Disclose what truly matters: Model disclosures under the non-financial and diversity information directive," which provides practical guidance to companies that will have to comply for the first time with the EU Directive on the disclosure of non-financial and diversity information by certain large undertakings and groups.

In the publication, they apply the Directive’s requirements in a "mock-up" management report of a fictional company in the food industry, which will especially help companies without prior experience in reporting on non-financial and diversity information.

Around 6,000 European companies are affected by this Directive which Member States have to transpose into their national laws by December 6, 2016.

Review the guide on the Accountancy Europe's website.

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Australian Accounting Standards Board Paper - Country-by-country reporting

Nov 25, 2016

In November 2016, the Australian Accounting Standards Board (AASB) published a paper on "Country-by-country reporting: Update on AASB approach" that will be discussed by members during the upcoming meeting of the Accounting Standards Advisory Forum (ASAF) on December 8 and 9, 2016.

This paper offers an update on the AASB approach to country-by-country reporting and argues that while much of the tax transparency initiative to date has been driven by the tax authorities, in order to remain relevant in an ever-changing regulatory environment, it is time for accounting standard-setters to take a leadership role in improving income tax disclosures for users of financial reports.

Review the paper on the AASB's website.

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Australian Accounting Standards Board Paper - Digital currency

Nov 25, 2016

In November 2016, the Australian Accounting Standards Board (AASB) published the paper "Digital currency – A case for standard setting activity" that will be discussed by members during the upcoming meeting of the Accounting Standards Advisory Forum (ASAF) on December 8 and 9, 2016.

Digital currency – A case for standard setting activity recommends that the IASB develop a standard that addresses the accounting for investments in intangible assets or other commodity type assets that are not financial instruments or inventory, since the current alternatives to account for digital currencies (IAS 2 or IAS 38) do not provide relevant information to users of financial statements. This issue also highlights a broader issue with IFRSs in that there is no accounting standard that deals with investments in intangible assets or other commodity type assets that are not financial instruments or inventory.

Review the paper on the AASB's website.

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Analytics – Moving from Hindsight to Foresight

Nov 25, 2016

The appetite for information has been increasing across most organizations, and we’re not talking about just any old historical information, we’re talking about information that can help make timely, informed business decisions and provide real value to an organization.

In our CFO’s corner series, Jerome Townsend, Senior Manager in Deloitte’s Audit - Public practice, who also helped establish Deloitte’s internal Audit Analytics team, discusses how in the spectrum of hindsight - insight - foresight, the information we rely on often resides squarely within the hindsight category, leaving the insight and foresight components to individual interpretation and ‘gut feeling.’ Many organizations have survived and even flourished in this respect, but as technology, data and talent continue to expand and evolve, the competitive advantage continues to shift to those who know how to turn information into intelligence. Organizations that do this well are known as Insight Driven Organizations (IDOs).

Visit the CFO’s corner in Deloitte’s Centre for Financial Reporting to read this editorial as well as any previous articles that you may have missed.

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OSC Staff Notice 52-723 - Office of the Chief Accountant - Financial Reporting Bulletin

Nov 25, 2016

On November 25, 2016, the Ontario Securities Commission (OSC) released OSC Staff Notice 52-723 - Office of the Chief Accountant - Financial Reporting Bulletin (November 2016) which highlights their observations on various financial reporting topics.

This bulletin highlights observations about various financial reporting topics relevant to reporting issuers that prepare financial statements in accordance with IFRS. The objective of this bulletin is to provide useful information to market participants that may assist in preparing future financial reports.

The staff of the OSC wants to:

  • communicate considerations for disclosure effectiveness
  • share their observations on recent areas of focus
  • highlight their expectations for implementation of several new accounting standards.

When disclosing financial information, the staff of the OSC encourages reporting issuers to:

  • take a "fresh look" at their financial statement disclosures, and consider how information could be more effectively and efficiently presented
  • consider financial reports as communication documents as opposed to a "compliance exercise".

A reporting issuer's management, audit committee, and external auditor each has an important role to play in contributing to disclosure effectiveness.

Review the bulletin on the OSC's website.

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IASB podcast on tentative decisions in the insurance project

Nov 24, 2016

On November 24, 2016, the International Accounting Standards Board (IASB) released a podcast of its November 2016 meeting, where they discussed issues that have arisen from the external testing of a draft of IFRS 17, "Insurance Contracts" and in the drafting process thus far.

The Board decided to set the mandatory effective date for IFRS 17 for annual periods beginning on or after January 1, 2021. Darrel Scott, Board member, and Andrea Pryde, project leader of the Insurance Contracts project, discuss the deliberations at that meeting.

Review the podcast (approx. 9 minutes long) on the IASB's website.

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SEC issues report on modernization and simplification of Regulation S-K

Nov 23, 2016

On November 23, 2016, the U.S. Securities and Exchange Commission (SEC) issued “Report on Modernization and Simplification of Regulation S-K.” The report is being issued in response to a mandate in Section 72003 of the Fixing America’s Surface Transportation Act, which requires the report to include: (i) all findings and determinations made in carrying out the study; (ii) specific and detailed recommendations on modernizing and simplifying the requirements in Regulation S–K in a manner that reduces the costs and burdens on companies while still providing all material information; and (iii) specific and detailed recommendations on ways to improve the readability and navigability of disclosure documents and to discourage repetition and the disclosure of immaterial information.

The report includes staff recommendations on the following topics:

  • Core company business information
  • Company performance, financial information, and future prospects
  • Management and certain security holders
  • Corporate governance
  • Registration statement and prospectus provisions
  • Exhibits
  • Manner of delivery recommendations

Review the report on the SEC’s website.

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The Bruce Column — Moving towards a broader picture of stakeholder reporting

Nov 23, 2016

On November 23, 2016, Robert Bruce reports on a recent debate on the issues surrounding transparent corporate reporting.

In his column, he discusses how Melanie McLaren, Executive Director, Audit at the Financial Reporting Council, was launching an event at the Deloitte Academy to try and help pin down the many issues surrounding corporate reporting in a complicated, volatile, and ever-changing business world.

He mentions that McLaren is expecting a deep debate as a result of recent questions raised by politicians over the level of trust in business; the possibility of extending business representation to ordinary employees; a range of reporting, environmental and sustainability issues; and those of gender and pay. For her the reporting was what was important. ‘What gets reported drives behaviour’, she said.

Review the full article our UK Accounting Plus website.

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SEC chief accountant to retire; interim chief accountant to fill the position

Nov 22, 2016

On November 22, 2016, the Securities and Exchange Commission (SEC) announced that Chief Accountant James Schnurr will be retiring from the agency and will be succeeded by Wesley R. Bricker.

Mr. Schnurr began his tenure in October 2014, but suffered injuries from a serious bicycle accident in April 2016. Before joining the SEC staff, Mr. Schnurr had retired from Deloitte LLP, where he was vice chairman and senior professional practice director and specialized in financial and SEC reporting for public companies. He was a senior partner for mergers and acquisition services from 1994 to 2002 and a deputy managing partner of the firm’s professional practice from 2002 to 2009 where he was responsible for quality control and risk management of the firm’s audit and advisory services.

Mr. Bricker assumed the role of interim chief accountant in July 2016.

For more information, see the press releases on Mr. Schnurr’s retirement and Mr. Bricker’s appointment on the SEC’s Web site.

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