Annual Financial Reporting, Audit and Regulatory Update February - - PowerPoint PPT Presentation

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Annual Financial Reporting, Audit and Regulatory Update February - - PowerPoint PPT Presentation

Annual Financial Reporting, Audit and Regulatory Update February 12, 2020 Presenters Murtaza Dean, CPA, CA, CPA (Colorado), ACA PARTNER, PUBLIC COMPANY QUALITY CONTROL GROUP, MNP Will Pullenayegum, CPA, CA PARTNER, ASSURANCE AND ACCOUNTING,


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Annual Financial Reporting, Audit and Regulatory Update

February 12, 2020

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Presenters

Murtaza Dean, CPA, CA, CPA (Colorado), ACA PARTNER, PUBLIC COMPANY QUALITY CONTROL GROUP, MNP Will Pullenayegum, CPA, CA PARTNER, ASSURANCE AND ACCOUNTING, MNP Cameron L. McInnis, FCPA, FCA, CPA (Illinois) CHIEF ACCOUNTANT, ONTARIO SECURITIES COMMISSION Alex Fisher, CPA, CA SENIOR ACCOUNTANT, ONTARIO SECURITIES COMMISSION

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Agenda

Welcome & Introductions

  • 8:30 a.m

PART ONE: MNP Presentations

  • 8:35 – 9:20 a.m. Cannabis – Valuation of Biological Assets – Maruf Raza & Michael Massoud
  • 9:25 – 9:45 a.m.

IFRS 16 & 9, & 3 – Murtaza Dean

  • 9:45 –10:00 a.m. Auditor Reporting – Will Pullenayegum

PART TWO: Special Presentation from the Ontario Securities Commission

  • 10:00 – 10:45 a.m.OSC Presentation – Office of the Chief Accountant
  • 10:45 a.m.

Q&A / Session Ends

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International Financial Reporting Standards

Murtaza Dean, CPA, CA, CPA (Colorado), ACA PARTNER, PUBLIC COMPANY QUALITY CONTROL GROUP, MNP

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  • Overview
  • Interaction with other standards
  • Transition

IFRS 16: Leases

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Overview – New Leases Standard

  • IFRS 16 Leases published in January

2016

– Replaces IAS 17 and related interpretations – Changes lessee accounting substantially – Little change for lessors

  • Effective date January 1, 2019

– Early application permitted (only with application of IFRS 15 Revenue from Contracts with Customers)

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Overview - What Has Changed for Lessees?

  • Former operating leases capitalized
  • All leases accounted for similarly to today’s finance

leases

➢ ROU asset and lease liability recognized ➢ Depreciation of all ROU assets ➢ Interest expense for all lease liabilities

Changes to lessee accounting Balance Sheet Income Statement Cash Flow Statement Leased assets Financial Liabilities Equity Operating Outflows Financing Outflows Operating Expense Finance Cost

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Overview – The New Standard

“One of my great ambitions before I die is to fly in an aircraft that is on an airline’s balance sheet…” Sir David Tweedie Former IASB Chairman April 2008 “Listed companies are estimated to have US$3.3 trillion of lease commitments, over 85% of which do not appear on their balance sheets…” Hans Hoogervorst Current IASB Chairman January 2016

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Interaction With Other Standards

  • IFRS 16 vs IAS 36, Impairment of Assets
  • IFRS 16 vs IFRS 3, Business Combinations
  • IFRS 16 vs IAS 21, The Effects of Changes in

Foreign Exchange Rates

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Transition Approach

1) Fully retrospective approach In accordance with IAS 8:

  • Restate comparatives as if IFRS 16 always

applied

  • Provide line by line comparison disclosure

2019 Annual report (comparatives): IFRS 16 IFRS 16 2018 Annual report: IAS 17 2019 Annual report disclosures: IAS 17

Data capture for IAS 8; 28(f) disclosure Data capture for IAS 8; 28(f) disclosure 01/01/2018 12/31/2018 01/01/2019 12/31/2019

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Transition Approach

2) Cumulative catch-up approach

Do not restate comparative information ▪ Adjust opening retained earnings on transition ▪ Provide additional transition date disclosure Optional practical expedients: ▪ Do not transition leases ending within 12 months ▪ Simplified right-of-use asset measurement ▪ Discount rate for portfolio application ▪ Use of hindsight ▪ Onerous lease provisions

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  • Classification and Measurement

IFRS 9

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Classification and Measurement

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Classification and Measurement

IFRS 9 vs. IAS 39 Classification of financial liabilities:

  • Principles of IAS 39 carried forward
  • Amortized cost default model, with certain exceptions
  • Main changes relate to FL’s designated at FVTPL:

– Changes in fair value relating to entity’s own credit risk is recognized in OCI – Remaining FV change recognized in profit or loss

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Classification and Measurement

IFRS 9 vs. IAS 39 Modification of financial liabilities:

  • IASB clarification that upon modification of a financial liability

measured at amortized cost, a gain or loss should be recognized in profit or loss

  • Calculated as the difference between the original contractual cash

flows and the modified cash flows discounted at the original effective interest rate

  • May need to recognize modification gains/losses
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  • New Definition of Business (diagram)

IFRS 3

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IFRS 3: New Definition of Business

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Auditor Reporting

Key Audit Matters (KAMs) Critical Audit Matters (CAMs)

Will Pullenayegum, CPA, CA PARTNER, ASSURANCE AND ACCOUNTING, MNP

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Key Audit Matters (KAMs)

Each KAM should include:

▪ reference to the related disclosures; ▪ why the matter was considered to be one of most significant in the audit; and ▪ how the matter was addressed in the audit.

KAMs are a subset of those matters otherwise communicated to the audit committee

Matters communicated to the audit committee Matters which required significant auditor attention KAMs (most significant)

Matters which, in the auditor’s professional judgment, were of most significance in the current audit

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Timelines

Canada (Key Audit Matter / KAM)

  • TSX (other than investment funds)

Dec 2020 year-ends

  • NEO, CSE, TSX-V (other than investment funds)

Dec 2022 year-ends

  • Investments funds (81-106)

Excluded

US (Critical Audit Matter / CAM)

  • Large accelerated filers

June 2019 year-ends

  • Other filers

Dec 2020 year-ends

  • Emerging growth companies, broker dealers …

Excluded

Other regions:

  • UK

June 2013 year-ends

  • EU

Dec 2016 year-ends

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Experience to Date – UK

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Other 11% Contingencies 4% Other Liabilities 5% Inventory 5% Acquisitions and Related Liabilities 6% Income Taxes 15% Revenue 19% Goodwill and Intangibles Assets 35%

US LARGE ACCELERATED FILERS JUNE 30, 2019

Experience to Date – US

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Application Issues

❑ KAMs are not substitute for disclosures and should avoid including information about the entity that has not been disclosed, unless this is considered appropriate in the circumstances and is not precluded by law or regulation. Rather, management should consider disclosing the additional information instead. ❑ KAM wording should not imply discrete opinions on separate elements of the financial report and should not imply that a matter has not been appropriately resolved. ❑ It is expected to be extremely rare for an auditor of a listed entity not to have a matter which was of most significance. ❑ If a KAM is relevant to both the parent and the consolidated entity, the auditor should consider whether there are differences in how the KAM relates to each entity. ❑ KAMs do not replace going concern or emphasis of matter requirements in the

  • pinion.
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Financial Reporting and Regulatory Update

Cameron McInnis, Chief Accountant Alex Fisher, Office of the Chief Accountant

Ontario Securities Commission

Office of the Chief Accountant

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Disclaimer

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The views we are about to express are our own and are not necessarily representative of the Ontario Securities Commission or its staff.

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Agenda

  • Cannabis
  • Crypto-assets
  • Corporate Finance - Recent Areas of Attention
  • Reporting of Climate Change-related Risks
  • Problematic Promotional Activities
  • Non-GAAP Financial Measures Update
  • Regulatory Burden Reduction

26

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Cannabis

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Cannabis

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Decreased Trading Volume Decreased Market Capitalization Lack of cashflow Lack of retail footprint Lack of profit

Canadian Cannabis Sector Overview – Q3 2019

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Canadian Cannabis Sector Overview – Q3 2019

Issuers

CSE TSX Other

Market Capitalization

CSE TSX Other

226 48 Billion

19 167 40 29 14 5

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Exchange 2019Q2 2019Q3 2019Q2 2019Q3 2019 Q2 2019 Q3 CSE 19.6 14.2

  • 27.6%

47.6 32.8

  • 31.1%

160 167 TSX 44.7 29.4

  • 34.2%

21.4 20.2

  • 5.6%

12 19 TSXV 6.9 3.2

  • 53.6%

22.3 11.9

  • 46.6%

39 36 NEO 2.2 1.3

  • 40.9%

1.1 1.1 0.0% 5 4 Grand Total 73.4 48.1

  • 34.5%

92.4 66.0

  • 28.6%

216 226 Market capitalization ($ billions) Trading volume ($ millions), daily average of the past 3 months Number of issuers Q/Q percent change Q/Q percent change

Canadian Cannabis Sector Overview – Q3 2019

Sources: TMX Group; FP Infomart; and Refinitiv Eikon.

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CSA Staff Notice 51-357

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  • Informative & entity-specific
  • Measurement basis
  • Subsequent costs
  • Subtotals
  • Additional line items:
  • Fair value unrealized gains/losses on growing cannabis
  • Realized fair value included in cost of inventory sold

Accounting Policies Presentation

  • IFRS 13 and IAS 41: Cannabis Accounting – Recognition and Determining Fair Value
  • IAS 41: Cannabis Accounting – Costs Incurred Related to Biological Transformation
  • IAS 2 and IAS 41: Cannabis Accounting – Presentation

Canadian Securities Administrators (CSA)

  • CSA Staff Notice 51-357 Staff Review of Reporting Issuers in the Cannabis Industry

Canadian Accounting Standards Board (AcSB): IFRS Discussion Group Reports

  • Fair value measurement
  • Nature of expenses
  • Non-GAAP financial measures

Disclosure

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CSA Staff Notice 51-357 Staff Review of Reporting Issuer in Cannabis Industry

Areas Where Entities Agreed to Improve Disclosure¹

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Note 1: Based on review of 70 reporting issuers

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Observed and Enhanced Disclosure

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Accounting for Subsequent Costs

34 IFRS Interpretations Committee

Agenda Decision

Canadian Accounting Standards Board (AcSB) Submission Canadian Securities Administrators Comment Letter Option to capitalize or expense?

AcSB

Capitalize or expense.

IFRIC

Consider relevance!

CSA

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CSA Staff Notice 51-359

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  • Cross-ownership of financial interests results in conflicts of interest
  • Disclosure of cross-ownership may lead investors to re-examine certain

variables (e.g., purchase price, transaction timing or contingent payments)

  • Non-disclosure of cross-ownership may cause investors to question

whether M&A transaction occurred on its own merits Disclosure of Financial Interests In M&A Transactions

  • Provide guidance related to the disclosure of financial interests in the context of M&A transactions
  • Content equally relevant to other industries (e.g., emerging growth industries)

Canadian Securities Administrators (CSA)

  • CSA Staff Notice 51-359 Corporate Governance Related Disclosure Expectations for Reporting

Issuers in the Cannabis Industry Purpose

  • Consider whether conflicts of interest or material relationships impact

a director from being independent → disclosure may be needed

  • Chair of Board should be an independent director

Independence of Board Members

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Crypto-Assets

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Canadian Cryptocurrency Landscape

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  • Approximately 43 Canadian issuers that hold or mine

cryptocurrencies

  • Approximately 25-30 additional issuers with public disclosure

signaling intent to become involved in cryptocurrency space

  • Market interest in industry appeared to decrease in 2019

Canadian Reporting Issuers Global Market Capitalization

5,089 on >20,000 ‘markets’ USD 255 Billion

Number of Cryptocurrencies

Source: Data from coinmarketcap.com as of February 4, 2020

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Regulatory Response – OSC & CSA Initiatives

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  • Purpose: Modernize regulation to support fintech innovation, while protecting

investors and promoting confidence in our markets

  • Areas of focus:
  • Engage with the fintech community
  • Offer opportunity for direct support in navigating rules
  • Take learnings and apply them going forward

OSC LaunchPad (October 2016)

  • Purpose: Support fintech businesses seeking to offer innovative products, services

and applications in Canada

  • Allows firms to register faster and/or obtain exemptive relief under a faster and

more flexible process

CSA Regulatory Sandbox (February 2017)

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Regulatory Response to Date

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CSA Staff Notice 46-308 Securities Law Implications for Offerings of Tokens [June 2018]

  • Guidance on when offering of tokens may or may not involve offering of securities
  • Guidance on when offering of tokens are structured in multiple steps

CSA Staff Notice 46-307 Cryptocurrency Offerings [August 2017]

  • The offering and/or the coins or token issued under the offering may

constitute investment contracts or are otherwise securities, when the totality

  • f the arrangement is considered

Joint CSA / IIROC Consultation Paper 21-402 Proposed Framework for Crypto-Asset Trading Platforms [March 2019]

  • Seek feedback on approach to regulate crypto-asset trading platforms
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Crypto-Asset Trading Platforms

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Issues Reported by Crypto-Asset Platform Users Trading Platforms Used (by Country of Origin)

Source: OSC Investor Office Research Study: Taking Caution: Financial Consumers and the Crypto-Asset Sector

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Regulatory Response – Consultation Paper

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Joint CSA / IIROC Consultation Paper 21-402 Proposed Framework for Crypto-Asset Trading Platforms [March 2019]

  • Crypto-asset trading platforms perform functions similar to Alternative Trading

Systems clearing agencies, dealers and exchanges

  • Consultation Paper sets out a proposed regulatory framework & outlines key risks
  • Seeks feedback on how requirements may be tailored for these platforms in the

following areas:

  • Custody and verification of assets
  • Price determination
  • Surveillance of trading activities
  • Systems and business continuity planning
  • Conflicts of interest
  • Insurance
  • Clearing and settlement
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Regulatory Response - Other

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Global Collaboration

  • OSC plays a leading role in IOSCO to share information and resources on oversight of

fintech businesses

  • Part of Global Financial Innovation Network (GFIN) – Group of 38 financial regulators

and organizations driving efficiency for innovative firms to interact with regulators

Investor Education

  • Education and information initiatives
  • Attendance at external outreach events to engage with stakeholders

Enforcement

  • Have taken and intend to continue to take regulatory / enforcement action against

businesses & individuals that do not comply with securities law

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Agenda Decisions

Cryptoassets

43 IFRS Interpretations Committee

Agenda Decision

Canadian Accounting Standards Board (AcSB) Submission Canadian Securities Administrators Comment Letter Which IFRS standard applies?

AcSB

IAS 38 Intangible Assets (unless its inventory)

IFRIC

  • IAS 38 produces info that may not be the

most useful

  • Recommend a different course of action

CSA

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Financial Reporting: Disclosure Considerations

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Additional Regulatory Focus on Disclosure

  • Accounting policies for classification and measurement [IAS 1]
  • Significant judgments made in the application of accounting policies [IAS 1]
  • Fair value disclosure requirements, if applicable [IFRS 13]
  • Disclosure requirements for intangible assets or inventory, if applicable [IAS 38 or IAS 2]
  • Consideration of subsequent events disclosure

Relevant Disclosure Requirements Noted in Agenda Decision

  • Nature of the different types of cryptocurrency assets held, including transparent

disclosure concerning the entity’s risk exposure to such assets

  • Breakdown of cryptocurrency by type, quantity and value
  • Continuity schedule
  • Source of valuation information (name of data aggregator, if applicable)
  • Determination of accounting policy for cryptocurrency miners
  • Breakdown of mining equipment by cryptocurrency
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Financial Reporting: Audit Considerations & Regulatory Involvement

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  • Client acceptance and continuance
  • Obtaining an understanding of the entity’s

information system for cryptocurrency transactions

  • Appropriate identification of fraud risks
  • Existence / ownership of digital assets
  • Custody of digital assets and availability of a

service auditor’s report

  • Audit of digital asset valuations
  • Use of an auditor’s expert

Potential Audit Considerations

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Corporate Finance – Recent Areas of Attention

Corporate Finance Report IFRS 9 Financial Instruments IFRS 15 Revenue from Contracts with Customers IFRS 16 Leases

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Corporate Finance Branch Report (SN 51-730)

Notable Takeaways

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  • Liquidity and capital resources
  • Discussion of operations
  • Risks and uncertainties
  • Discussion of business plan for early stage or

development issuers

Management’s Discussion and Analysis

  • Description of business and regulatory environment
  • Risk factors relating to business or offering
  • MD&A disclosure
  • Use of proceeds and financial condition of issuer

Prospectus Disclosure Issues

  • IFRS 3 definition of business revised in 2018
  • Separate determination of asset vs. business required in

accordance with securities law

  • Securities result can differ from accounting result

Asset vs. Business Determination

  • Incorrect application of prospectus exemptions
  • Non-compliance with investment limits
  • Insufficient disclosure for complex capital structures
  • Marketing materials made available but not filed

Exempt Market Issues

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IFRS 9 Financial Instruments

Some Areas of Attention

48 Forward- looking Information Significant Increase in Credit Risk Definition of Default Credit Risk Grades Simplified Approach

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IFRS 9 Financial Instruments

Sample Comment Letter Extracts

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Forward-looking Information Please explain how forward-looking information has been incorporated into the determination of ECL, including the use of macro-economic information. Definition of Default Please explain the Company’s definitions of default, including the reasons for selecting this definition. Significant Increase in Credit Risk Please explain how the Company determines that a significant increase in credit risk has occurred warranting the transfer from Stage 1 to Stage 2. Credit Risk Grades We acknowledge that the analysis of the loan portfolio includes, among other things, a geographical breakdown and aging analysis, however, disclosure of the loans by credit score groupings is important information to assess the credit quality of the underlying loans. Please comment. Simplified Approach We could not identify what forward-looking information, if any, is incorporated into the Company’s trade receivable provision. For our information initially, please explain your application of the “simplified approach” including what specific forward-looking information has been incorporated.

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IFRS 15 Revenue from Contracts Customers

Some Areas of Attention

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Performance Obligations Variable Payments Timing of Revenue Recognition Gross vs. Net Disaggregation

  • f Revenue
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IFRS 15 Revenue from Contracts Customer

Sample Comment Letter Extracts

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Performance Obligations Please provide us the Company’s detailed analysis regarding how it determined there is only one performance obligation in the XYZ revenue arrangement. Variable Payments Please explain, in detail, how you account for variable consideration when determining the transaction

  • price. In your response please explain how you estimate variable consideration and your basis for

concluding that it is probable a significant revenue reversal will not occur. Timing of Revenue Recognition Please outline the period of time you typically provide services over and how you determined that a point-in-time revenue recognition was appropriate. Gross vs. Net Please explain, in detail, how you determined that you are acting as a principal versus an agent when providing your ABC service. Disaggregation of Revenue Please explain how revenue has been sufficiently disaggregated into categories that depict the nature, amount, timing and uncertainty of revenue and cash flows affected by economic factors as envisioned by IFRS 15. We point out that segment disclosures under IFRS 8 Operating Segments may not be sufficiently disaggregated to achieve the disclosure objectives of IFRS 15.

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IFRS 16 Leases

Some Areas of Attention

52 Accounting Policy Judgments & Estimates Transition Impact Reconciliation Presentation

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IFRS 16 Leases

Sample Comment Letter Extracts

53 Interim Disclosure The Company appears to have significant lease arrangements. Based on a review of your interim financial statements, we are not able to identify sufficient disclosures that explain the implications of adopting IFRS 16 Leases, including the:

  • new accounting policy (i.e., under IFRS 16)
  • judgments (e.g., lease term) & estimates (e.g., incremental borrowing rate)
  • transition impact (i.e., quantify material adjustments by line item)
  • reconciliation of operating lease commitments to lease liabilities
  • transition method, practical expedients, and effect on comparatives

In our view, inclusion of the above disclosures is consistent with disclosure objective of IAS 34 Interim Financial Reporting (IAS 34). IAS 34 requires, among other things, an explanation of events and transactions that are significant to an understanding of the changes in financial position and performance of the entity since the end of the last annual reporting period and a description of the nature and effect of any changes to accounting policies and methods as compared with the most recent annual financial statements.

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CSA Staff Notice 51-358 Reporting of Climate Change-related Risks

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CSA Staff Notice 51-358 Reporting of Climate Change-related Risks

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  • Notice motivated by three key factors:
  • Increased investor interest
  • Domestic and global developments
  • Room for improvement in issuers’ current disclosure

practices

  • Recognizes that, while disclosure of material climate change-

related risks is important for investors, this disclosure presents challenges and burden for all issuers

  • Notice issued to provide guidance on how issuers can approach

assessing and preparing disclosure of material climate change- related risks

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CSA Staff Notice 51-358 Reporting of Climate Change-related Risks

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Risks

Physical Risks

  • Acute
  • Chronic

Transition Risks

  • Reputational
  • Market
  • Regulatory
  • Policy
  • Legal
  • Technology

Potential Impacts

  • n Operations and

Business

Impacts of Physical Risks

  • Damage to assets
  • Supply chain and
  • perational disruptions
  • Availability of insurance

and financing Impacts of Transition Risks

  • Increased costs in a

variety of areas

  • Increased regulation and

litigation

  • Shifts in customer

perceptions and preferences

  • Increased shareholder

concern

Potential Financial Impacts

Balance Sheet Assets

  • Valuation/impairment
  • Stranded assets

Liabilities

  • Contingent liabilities
  • Legal claims
  • Regulatory sanctions or

penalties

  • Reclamation liabilities

Income statement Decreased revenue due to:

  • Decreased demand
  • Regulatory restrictions
  • Supply chain and
  • perational interruptions

Increased expenses due to:

  • Higher costs
  • Legal claims
  • Regulatory costs
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CSA Staff Notice 51-356 Problematic Promotional Activities by Issuers

57

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CSA SN 51-356: Problematic Promotional Activities by Issuers (Nov 2018)

58 Issue:

  • Overly promotional activities that are untrue or unbalanced

can potentially mislead investors

  • Examples:
  • Information that describe early-stage plans with

unwarranted certainty

  • Unsupported assertions about growth of markets or

product demand

  • Announcing a name change to reference an emerging

industry or technology – but no supporting business plan

  • Compensating third parties to promote issuers on social

media (with no disclosure of the financial relationship)

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Requirements / Guidance and Regulatory Response

59

Requirements / Guidance

Reminder: False or misleading statements:

  • Have a significant effect on the price
  • Contribute to misleading appearances of trading activity

Reminder: Forward Looking Information:

  • An issuer must not disclose forward-looking information unless the

issuer has a reasonable basis for the information and must disclose those reasons and assumptions Issuers should:

  • Disclose the types of information that may be material
  • Avoiding exaggerated reports
  • Have rigorous social media disclosure controls

Regulatory Response to Issuers:

  • Require issuance of a clarifying news release
  • Require issuer to retract or remove overly promotional language from their

disclosure record, including their website and/or social media

  • Re-filing of continuous disclosure documents
  • Potential enforcement action

Engaging in Promotional Activities

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Non-GAAP: Background

Identification–Naming–Usefulness–Prominence–Breadth–Reconciliation TSX 60 80%+ GAAP Non GAAP

  • Upwardly

focused

  • Lacks

transparency & comparability

  • Inconsistent

with SN 52-306

External environment Staff Notice 52-306 Non-GAAP Financial Measures

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Non-GAAP Proposals

  • Released September 6, 2018 for 90-day comment period
  • Outreach and stakeholder Consultation
  • 38 outreach sessions
  • 7 cities
  • 42 comment letters received
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In Progress

Substantive Changes Reducing Regulatory Burden Second Comment Period

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Regulatory Burden Reduction

63

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CSA Regulatory Burden Reduction

Recall: CSA Consultation Paper 51-404 Considerations for Reducing Regulatory Burden for Non-Investment Fund Reporting Issuers - several CSA policy projects underway

64

  • 1. Potential alternative prospectus model
  • 2. Facilitate at-the-market (ATM) offerings
  • 3. Revisit primary business requirements
  • 4. Business acquisition report requirements
  • 5. Streamline continuous disclosure requirements
  • 6. Enhance electronic delivery of documents
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CSA Regulatory Burden Reduction – Progress to Date

65 Proposals issued for comment in May 2019 Proposals issued for comment in September 2019 Plan to propose an annual report concept [planned Spring 2020 publication]

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66

Asset Investment Profit/Loss

Assets of Acquired Company Total Assets of Issuer

Proposed Current

Trigger one of the three tests at 20%

One 20% Two 30%

Trigger two of the three tests at 30%

Investments in/Advances to Acquired Company Total Assets of Issuer Profit/Loss of Acquired Company Profit/Loss of Issuer

Three Tests of Significance

= = =

BAR Requirements: Current vs. Proposed

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Regulatory Burden Reduction – OSC Initiatives

67

  • Established in co-ordination with the Ministry of

Finance to support the Ontario Government’s “Open for Business” Action plan

  • Consider and act on suggestions to eliminate

unnecessary rule and processes (while mainlining an investor protection focus)

  • Both operational and policy changes

OSC Burden Reduction Task Force

  • To reduce uncertainty by identifying disclosure

concerns before a preliminary short form prospectus is filed

  • Avoid delays once an offering is launched

Pre-Filing Review of Mining Disclosure

  • Initiatives being developed to reduce the regulatory

compliance burden

Registrants

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CSA Regulatory Burden Reduction – Looking Ahead

68

Rationalize Investment Fund Disclosure

  • Plan to remove

redundant and ineffective disclosure and reporting requirements for investment funds

Registration Information

  • Intend to modernize

and improve the existing registration process to:

  • make it more efficient;
  • make it less

burdensome to apply for and maintain registration; and

  • increase transparency

with respect to the collection and use of personal information

Securities Based Crowdfunding

  • Harmonize prospectus

and registration exemptions by adopting a start-up crowdfunding exemption as a national instrument

Continuous Disclosure & Access to Capital

  • Continue to work on the

six CSA policy projects identified as a result of previous consultations

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Questions

69

Questions

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Contacts

70

Cameron McInnis CPA, CA Chief Accountant, Ontario Securities Commission 20 Queen Street West, 22nd floor, Toronto ON M5H 3S8 Phone: 416-593-3675 cmcinnis@osc.gov.on.ca Alex Fisher, CPA, CA Office of the Chief Accountant Ontario Securities Commission 20 Queen Street West, 22nd floor, Toronto ON M5H 3S8 Phone: 416-593-3682 afisher@osc.gov.on.ca

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Notes

71

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Thank You

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