The Adoption of IFRS – A Global Financial Reporting Standard
November 27th, 2008
Issuers listed on a North American stock exchange who are thinking of adopting International Financial Reporting Standards should read this update:
As of March 4, 2008, the SEC is allowing foreign private issuers filing on a Form 20-F to submit financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”) that are issued by the International Accounting Standards Board (“IASB”) without a reconciliation to US GAAP. The amendments to Form 20-F and Regulation S-X apply to financial statements for fiscal years ending after November 15, 2007, and to interim periods within that fiscal year that are filed on or after March 4, 2008.
Canadian regulators (through the Canadian Securities Administrators, “CSA”) , jointly with the Accounting Standards Board, plan to implement IFRS by January 1, 2011, at which time IFRS will become mandatory in Canada for fiscal periods ending after January 1, 2011. This will benefit Canadian registrants required to file with the SEC by allowing them to prepare a single set of financial statements without incurring the costs of reconciling between US and Canadian GAAP. The CSA is considering amending National Instrument 52-107 Acceptable Accounting Principles, Auditing Standards and Reporting Currency to reference IFRS as an alternative to Canadian GAAP in the CICA Handbook, the reference manual governing Canadian GAAP used by Canadian auditors.
The CSA has not yet determined whether to accept the use of IFRS by Canadian issuers filing in Canada before January 1, 2011.
Canadian registrants who are currently SEC registrants have the option of using US GAAP in their domestic filings in Canada, but are not currently permitted to file domestic filings using IFRS.
The CSA released a Concept Paper (CSA Concept Paper 52-402) on February 13, 2008 discussing a number of issues, including a weighing of the pros and cons of allowing early adoption of IFRS by Canadian registrants prior to January 1, 2011. In Brief, the CSA stated that on balance it believes early adoption is favourable and the benefits (reduced compliance costs for some registrants and increased knowledge of IFRS by investors, regulators, issuers, auditors, educators, etc.) outweigh any negative implications (reduced comparability of financial statements; confusion on the part of investors caused by adoption a third permissible financial reporting standard until January 1, 2011; and lack of expertise in Canada on the part of accountants, executive officers, directors, auditors and regulators respecting IFRS)
The CSA has requested public input on the proposed amendments concerning IFRS, including early adoption prior to the proposed mandatory date of implementation currently set for January 1, 2011. More information can be found at the following link:
http://www.csa-acvm.ca/html_CSA/news/08_06_comment_IFRS.htm
Tags: accounting standards, amendment, CSA, Form 20-F, IASB, IFRS, Regulation S-X, regulators, SEC
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Sustainability 2008
November 17th, 2008
Bacchus Corporate and Securities Law participated as exhibitors and speakers in Sustainability 2008 Canada’s Green Investment Conference, which took place at the Vancouver Convention & Exhibition Centre on October 24 and 25, 2008. Sustainability 2008 is the first major Canadian investment conference focused exclusively on the Green Tech sector prospects. The list of participants and speakers included leading Clean Tech organizations in such sectors as alternative energy, green construction, clean transportation, recycling, carbon capture and air purification.
35 speakers presented at the event on opportunities in clean technologies, regulatory drivers, and Canada’s international Clean Tech profile. Robert Galletti, Associate was one of the speakers at the conference. Robert Galletti was speaking on the topic of Capital Raising and Tax Incentives for Emerging Businesses in Canada. Robert provided an overview of British Columbia securities law and the recent legislative changes that can significantly impact companies’ capital raising strategies. With respect to federal and provincial SR&ED (Scientific Research and Experimental Development) tax incentive program Robert highlighted major advantages it presents to Clean Tech businesses and delineated eligibility criteria of the program.
Tags: green tech, law, robert galletti, securities, sustainability, technology
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2nd Advanced Securities Compliance Course
November 17th, 2008
On September 15, 2008, Penny Green, the principal of Bacchus Corporate and Securities Law was a speaker at a panel of leading securities professionals of the 2nd Advanced Securities Compliance Course which took place at Pan Pacific Vancouver Hotel. Among other speakers were Mark L. Skwarok of Lang Michener LLP, Adrianne Marskell of British Columbia Securities Commission, Jeffrey A. Read of Fraser Milner Casgrain LLP, Harjit S. Sangra of Sangra Moller LLP, Fred R. Pletcher of Borden Ladner Grevais LLP, Patrick J. Sullivan and Robert W. Taylor of Taylor Veinotte Sullivan, Douglas Garrod of Global Securities Corporation. The presenters’ topics focused on different aspect of securities compliance, including best practices for continuous disclosure, compliance policy in the situations of takeover bids and internal investigations.
In her presentation entitled “Managing a Cross-Boarder Securities Compliance Program”, Penny discussed the framework of cross-boarder requirements for compliance and ethics program, the challenges placed on cross-boarder and small companies, and the approaches and steps to be taken by the companies to ensure implementation of effective securities compliance programs guiding multiple aspects of their day-to-day business activities, including investor relations,disclosure and education. Penny further addressed the implications of the new BC instrument BCI 51-509 Issuers Quoted in The U.S. Over-the-Counter Markets for smaller reporting companies and their compliance policies, pointing out the importance of a balance between investor protection that the instrument is intended to achieve on one hand, and unfortunate hardships placed on legitimate small businesses for whom the cost of compliance is potentially prohibitive.
Tags: attorney, bc, canada, cross-border, law, lawyer, penny green, securities, u.s., vancouver
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