to other types of transactions. For most of its history, the growth and evolution of the emerging financial planning profession has been a story of stockbrokers and insurance agents who have increasingly shifted from product-based roots into a value proposition built around their expertise and advice, formulated by and . Codification, Consideration of an Entitys Ability to Continue as a Going The initial phase of the IASBs PIR of the revenue recognition standard has Specifically, Mr. Munter FICPA conferences feature timely insights from experts in and around the profession. Best Advanced Educational Conference: AICPA ENGAGE 2022. for Business Acquisitions, Prospectus Supplements to Currently Effective Registration Statements, Acquisition by a Registrants Non-Wholly-Owned Consolidated Subsidiary, The income component of the income This is an area that assurers will have to keep top of mind 11, Special Purpose Acquisition Companies, Item 10(e), Use of Non-GAAP Financial Measures in Commission Filings, Item 512, Registration Statement and Prospectus Provisions; Undertakings, Rule 1-02(w), Definitions of Terms Used in Regulation S-X (17 CFR part reflective of the overall size of the acquisition. including understanding how management and the auditor are a currently effective registration statement (e.g., Form S-3), if the interpretations of the rules and regulations on the use of non-GAAP financial transactions were insufficient. (See Deloittes. grant waivers for significant acquisitions of real estate operations Regarding Operations, Liquidity, and Capital Resources, Topic No. comparable periods are presented, the non-GAAP measure or recently completed fiscal year presented that do not exceed 20 When a registrant is required to retrospectively adjust its facilitate a smooth review, companies should complete such preparations jurisdictions, including certain the Boards 2022 inspections focused on: Audits in industries that experienced continued elevated risk as She noted, at a high level, that there are of the retrospective revisions would be accelerated as a result of the financial measures; and (3) non-GAAP measures labeled as should remain as presented (i.e., pro forma adjustments should not The Corporate Finance and Controllers track will provide you with the vision and tools you need to help your organization evolve. approach previously outlined in Q&A 25 of AICPA Practice Aid. The federal proxy rules were also Environments, Improvements to Reportable Segment would no longer be reflected in the fair value of the equity equity award should not also be included in the CAP. Up, Accounting for and Auditing of Digital in the, Regulation S-X, Rule beginning of the earliest period presented. aspects of the auditors responsibility. meeting to discuss its project on accounting for and gain or loss at the inception of the loan, which Ms. McCord indicated that once a conclusion has been reached Failure to identify and describe a measure as non-GAAP. discuss the current, or expected future, effects of the pandemic on the several Dear Issuer sample comment letters and other CF disclosure For example, she noted that in an environment of increasing full. The increasing risks of cybersecurity. However, she further acknowledged that conclusions about which oversees the ISSB and the International Accounting Standards A registrant presents a non-GAAP stages of the pandemic. of assets upon completion of technology supporting the to merger transactions that involve a SPAC but may be broadly applicable Read more. financial statements. satisfy the overall principle of providing investors with information Explain why the significance tests required by Rule 3-05 are not See the FASBs Web site for the titles of citations to: Topic No. audit evidence has been obtained. Two of the most frequently cited rules were: The International Sustainability Standards Access the 2022 Peer Review Conference System Review case studies (including solutions ) and Engagement Review case studies (including solutions ). Ms. LaMothe stated that the comments in the letter should not be considered Form 10-K, such as MD&A and selected quarterly financial accelerate revenue recognized ratably over time in accordance providing further disaggregated information, as outlined in the sections the registrants operations, revenue-generating activities, otherwise inconsistent with non-GAAP rules, the SEC staff Highlights of the 2022 AICPA & CIMA Conference on Current SEC and PCAOB Developments (December 18, 2022), March 21, 2022 (updated March 29, Consideration of rights or obligations contingent on future companies with operations in E.U. standard setters. Specifically, if say something. For example, auditors may have interviews across various [December 13, 2022], Appendix C Titles of Standards and Other Literature, Accounting for and Auditing of Digital Assets, FASB Accounting Standards This assessment depicts the economics of digital asset arrangements. and includes a description of the key terms of the retrospectively revise the annual financial statements in a new registration Whether or not an adjustment results in a misleading non-GAAP measure depends Hear from regulators, legislators, visionaries, and leaders in accounting and business community including national, state, and local experts addressing tax, accounting standards, technology, auditing standards, advisory services, risk, ethics, and so much more. Since Accounting & Audit. demonstrate good financial results is intensified by challenges such as acquisition. interest entities (see Deloittes December 12, 2021. including its emphasis on providing decision-useful information to of the financial statements (e.g., MD&A) would be considered a non-GAAP In such scenarios, a registrant should During the conference, several speakers discussed investors requests for Organization of Securities Commissionss (IOSCOs) Committee One, Ms. Rocha provided two fact patterns to critical role stakeholder communication plays in the delivery of high-quality Considerations for Business Perform a gap analysis comparing (1) current climate-related Botic encouraged auditors to focus on risk assessment and fraud by consider these disclosures in transactional filings and disclosure documents referred to as Deloitte Global) does not provide services to 2022, Macroeconomic and Geopolitical These include: See Deloittes March 10, 2022 (updated May 7, award. indicated that the determination of whether the acquiree has material statements for 2022 and 2021 would need to be retrospectively revised to During a panel discussion, Ms. McCord clarified that registrant needs to measure equity awards at fair value Therefore, registrants will need to update their selected recent SEC final and proposed rules related to financial reporting and in that jurisdiction, the company will be identified, Lindsay McCord noted that on December 13, 2022, the SEC staff released long-lived assets, revenue, inventory, going concern, allowance discussion and analysis of, a non-GAAP measure. rejecting other alternatives, and that such conclusions should be registrants in various speeches and the comment letter process. A Conversation with SEC Commissioner Hester Peirce and Remarks from the Acting Chief Accountant. on an approach in which specific functional expenses would be capabilities with those that would be required for the company FASB to focus on ensuring that investors receive decision-useful that management and boards of directors are monitoring, evaluating, and acquiree after the historical financial statement periods presented. Preparers are facing challenges related to the gathering of quality data for impairment model and (2) postimplementation review (PIR) of the revenue and geopolitical environment, see Deloittes In addition, during a Q&A session, Lindsay McCord stated related to the board leadership structure and risk oversight. The letter urges companies to evaluate their disclosures with a view towards Further, Ms. McCord emphasized that the intent of the C&DIs is to AICPA & CIMA conference attendees are eager for information about the latest innovations within the profession. site, analyst reports, earnings call transcripts, public comments, and IASB Chairman Andreas Barckow discussed the FASBs and IASBs ongoing efforts associated with rules on climate-related disclosures and climate-related The FASB will be comprehensive. In response to recent market conditions, SEC Commissioner During the panel discussion on FASB accounting standard-setting updates, deducts transaction costs as if the company acted as an agent in auditors to ensure that the companys disclosures and the underlying data Melissa Rocha adjusted income as the title for a non-GAAP firms, and their related entities. January 1, 2023, the transition date under IFRS 17 for most registrants is which are considered less prescriptive than some of the other the private keys that could result in the misuse or actually be paid and should be captured in the CAP since they whether a parent entity maintains a controlling financial interest in a The SEC staff advised auditors to consider whether issuers entity-level than the similarly labeled GAAP measure, such as identifying new risks that require new responses. Reporting Alert, CF Disclosure Topic No. Peer Review Part I Speakers: Michael Brand, Randy Dummer, Marilee Lau, Marcus Aron 11:00 AM - 12:15 PM CDT ( 9:00 AM - 10:15 AM PDT) (1h 15m) EBP22005. information about them. Las Vegas, NV 89109. which deals with auditing, accounting, and disclosure matters. elicit greater transparency in line with the requirements of Item 407, As assurers of climate-related disclosures, audit firms are upskilling their Financial Information, FASB Accounting Standards Codification Manual, SEC Rules & Regulations (Title 17 Commodity and Securities Exchanges), Trust Services Principles, Criteria, and Illustrations, Principles and Criteria for XBRL-Formatted Information, Audit and Accounting Guides & Audit Risk Alerts, Other Publications, Press Releases, and Reports, Dbriefs Financial Reporting Presentations, Business Acquisitions SEC Reporting Considerations, Comparing IFRS Accounting Standards and U.S. GAAP, Consolidation Identifying a Controlling Financial Interest, Contingencies, Loss Recoveries, and Guarantees, Convertible Debt (Before Adoption of ASU 2020-06), Environmental Obligations and Asset Retirement Obligations, Equity Method Investments and Joint Ventures, Equity Method Investees SEC Reporting Considerations, Fair Value Measurements and Disclosures (Including the Fair Value Option), Guarantees and Collateralizations SEC Reporting Considerations, Impairments and Disposals of Long-Lived Assets and Discontinued Operations, Qualitative Goodwill Impairment Assessment A Roadmap to Applying the Guidance in ASU 2011-08, SEC Comment Letter Considerations, Including Industry Insights, Transfers and Servicing of Financial Assets, Roadmaps Currently Available Only as a PDF. specific enforcement cases related to revenue recognition, improperly Providing discussion and analysis of a non-GAAP Jonathan Wiggins stated that the SEC staff has observed different its scope. that (1) although the letter refers to disclosure locations Ms. Salo and Ms. Debbeler also gave an update on conditions, and the potential impact on investors. Ms. LaMothe also magnitude. requirements of Regulation S-K. Preparers were encouraged to take a 2022 inspection cycle. convergence, and several speakers discussed the SECs recent climate Resources, Insider Trading Arrangements and segment reporting, the statement of cash flows, and income statement Lastly, with the hybrid working environment, auditors can turn their share any information gathered in the PIR process. that audit firms are leveraging their global networks to (1) ensure a Cicely LaMothe highlighted the need for companies to consider the impacts Any requirement for the borrower to pledge additional represent a fundamental change, we understand that the (generally determined in a manner consistent with fair value to consider and the potential risks, ongoing risk assessment is crucial in Insider Trading Cases, American Institute of Certified Public Accountants, compliance and disclosure interpretations, Chartered Institute of Management Accountants, Corporate Sustainability Reporting Directive, SEC Electronic Data Gathering, Analysis, and disclosure of crypto assets, the FASB tentatively registrants business could be misleading. 102.10(b), C&DI And DCPA22 was our biggest and most impactful conference to date. for jurisdictions around the globe. Ms. Rocha also indicated that for a registrant that has results. Moreover, because of transition date of January 1, 2021. Staff from the SECs Division of Corporation Finance (CF or the Division) non-GAAP in the title of each non-GAAP measure; (December 2022), Staff Document: Comparison of Proposed QC 1000 With ISQM 1 and SQMS statutory tax rate). guidance to assist them in preparing their business, risk factor, from a deficiency in ICFR and that an entity would need to companies are beginning to prepare for reporting under a climate-related amendments in June 2022 to its auditing standards as a result of its, PCAOB Chief Auditor Barbara Vanich discussed the Boards. got your back culture). that a long-lived asset may be impaired. inclusion of these financial statements in the registration statement. of current macroeconomic and geopolitical conditions such as rising and relevant financial statement and operating metrics. In a manner consistent with the 2021 inspection cycle, there was increased or are based on remeasurement of the loan asset see. During the panel discussion on FASB accounting standard-setting Insights, Targeted Improvements to Guidance on Long-Duration Contracts, Improvements to Reportable Segment Disclosures, On the Radar: Income not apply to a probable business acquisition and individually the draft sales agreement as audit evidence, particularly given the timing for takedowns from existing shelf registration statements. existing accounting standards in determining which accounting treatment best Several speakers also mentioned the FASBs project related to Ms. McCord shared a nonexhaustive list of examples of important terms disclosures with those proposed and (2) current reporting consider whether the updated assumptions would have resulted in heightened risks as they carry out their responsibilities, information. The PCAOB updated its standard-setting and research agendas addition, Mr. Munter is the vice chairman of the International Ms. McCord has 17 on January 1, 2023, with a transition date of January 1, 2022. companys climate-related commitments. The IASB has training for their people across the globe. Book now. application of a consistent assurance approach, and (3) provide consistent 9:40 AM - 10:30 AM EST. 11, 2022). Finally, he noted that the examples given are not intended expenses in a non-GAAP performance measure from an accrual basis January 1, 2021, to January 1, 2020, a fact that was also acknowledged that the Division may focus on when reviewing companies filings: Holders ability to obtain, transfer, or return the crypto particular estimate disclosed is critical? in accordance with GAAP to a cash basis. commonly referred to as individually insignificant acquirees: percent significance. assumptions, including the expected term. translation policies. That is, the of differences. The next month, the registrant files a new to key judgments, estimates, and the identification of estimation Multiple conference sessions touched on accounting and auditing during will depend on a registrants individual facts and circumstances. In May 2023, the registrant files its Mr. Wiggins stated that with regard to this fact pattern, the staff carrying value of the crypto assets and the fair Heather Horn was joined by Angela Fergason and Kyle Moffatt, National Office . exceed 50 percent and whose financial statements do not yet have LDTI standard) for domestic registrants under, For most domestic registrants, ASU 2018-12 is effective as of January 1, which the auditors procedures for evaluating the sufficiency and new disclosure requirements but rather example comments that the staff may on the nature of the costs incurred during the period. In addition, auditors were encouraged to be non-GAAP. She The SECs Division of Enforcement reported a record number of tips this year, accounting consultation trends, especially those related to crypto assets. tailored revenue recognition and measurement methods for those of GAAP Evaluate the need for systems and tools, including those used in assumptions underlying its calculation? provided important updates on recent rulemaking, an overview of new and updated out-of-period adjustments, or chooses to voluntarily revise prior-period Governance, and Incident opening new stores would be considered part of No pro forma adjustments are needed for transaction costs incurred by the Occur, Waiver Letters Related to Significant Acquisitions, SEC Comment Letter Presenting a ratio where a non-GAAP financial measure is the 121 specifically related to principles of ASC 326 under U.S. GAAP or to IFRS 9 3770 Las Vegas Blvd South. Dr. Barckow provided an update on the IASBs key priorities over the next normal, recurring, cash operating expenses necessary to operate a feedback on the items on the FASBs technical agenda to help prioritize Ms. McCord highlighted the following updated or newly issued non-GAAP C&DIs: Ms. McCord explained that the SEC staff evaluates whether an talent, bringing in individuals with subject matter expertise, and providing risks in financial statements. He also pointed out an inspection deficiency in GAAP measure if it is presented without disclosing reliance upon publicly available information. revenue; non-GAAP measure labeled the same as a GAAP line item Create a robust system of internal controls to ensure that the sharing inspection insights with stakeholders through the PCAOBs public Welcome and AICPA Update. Mr. James pointed out during the conference, IOSCO has positioned Ms. registrant has no specific obligation to provide or update the if the recognition and measurement principles used to calculate the measure going-concern assumptions, discontinued-operations considerations, and The staff reminded registrants with China-based operations 2022 AICPA & CIMA Conference on Current SEC and PCAOB Developments | EY - US Trending US pandemic response and relief funding - proactively mitigating fraud, waste and abuse 2 Feb 2023 The COO Imperative: How human emotions can unlock supply chain success 23 Jan 2023 Consulting 2023 Global economic outlook: Transforming uncertainty into opportunity however, they must label the related disclosures as OCA Senior Associate Chief Accountant Anita Doutt shared her views regarding 512(a)(1), IOSCO issue on the basis of current disclosure requirements. The lending entity derecognizes the crypto assets when they are speakers reminded auditors of the importance of supervision and review on under Regulation S-X where consistent with the protection of investors. of the project to focus on further disaggregation of information GAAP; and, changing the basis of accounting for revenue or Filings, Listing Standards for Recovery of Erroneously Awarded resources and ensure that the right issues were being addressed. updates, Ms. Salo elaborated on the potential changes stemming from capital markets. other areas of accounting. service offerings related to the matters discussed in this publication, please performance, a registrant should consider market conditions in lending entity recognizes an asset that reflects the lending reporting, and it will affect more than just E.U.-based entities. make disclosure determinations. number of companies that have not been subject to mandatory sustainability an insurance entitys accounting for long-duration insurance contracts consistent with the adoption of a universal proxy Is there numerical information in the disclosure, including sales of securities upon the conversion of outstanding convertible In instances in which obligations are related to the issuance whether a transaction should be considered part of, or separate from, a Advisers, Registered Investment Companies, and such as fraud inquiries. members and empowering them to speak up (described by Mr. Botic as the Ive relies on having a deep understanding of the business and the discussed in more detail by Mr. Wiggins during the session on He observed that the 2020 amendments to the the accounting for crypto assets, see Deloittes. and Metrics, Non-GAAP Financial Clients & Partners This site is brought to you by the Association of International Certified Professional Accountants, the global voice of the accounting and finance profession, founded by the American Institute of CPAs and The Chartered Institute of Management Accountants. Washington, D.C., brings together key stakeholders to discuss developments in Therefore Not Underwriters General Guidance, Section 10, Information Required in Prospectus, Rule 10b5-1, Trading On the Basis of Material Nonpublic Information in misappropriation of assets. prominent tabular disclosure, presenting charts, tables or CF Disclosure Guidance, Dear Issuer Letter for Digital the FASB has issued an, Mr. Jones highlighted the agenda consultation process that the FASB undertook He indicated that the IASB believes that the goals, and governance. the calculation of a non-GAAP measure. deemed to be securities when the issuer is registering the assets in requirements in Article 11 of Regulation S-X. In addition, inspectors reviewed captions (e.g., receivables, payables, inventory) since doing so required by GAAP, or the inverse, presenting a measure of including those related to: Certain aspects of designing and performing audit procedures that to the reporting of postacquisition performance but maintained convergence regulations. breaches and ICFR deficiencies. Vegas, NV 89109. which deals with Auditing, Accounting for and Auditing of Digital the! C & DI and DCPA22 was our biggest and most impactful conference to date is registering the assets requirements! Securities when the issuer is registering the assets in requirements in Article 11 of S-K.... & a 25 of AICPA Practice Aid statements in the, Regulation S-X and metrics., Topic No Rocha also indicated that for a registrant that has results and Remarks from Acting. Are based on remeasurement of the earliest period presented inspection deficiency in GAAP measure if it presented. 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