IFRS in Asia 2008 Driving the Capital Markets of Tomorrow October 2008, Beijing, China

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1 International Accounting Standards Committee Foundation, Ministry of Finance (PRC), and Shulun Pan Certified Public Accountants IFRS in Asia 2008 Driving the Capital Markets of Tomorrow 10-11, Beijing, China

2 International Accounting Standards Committee Foundation, Ministry of Finance (PRC), and Shulun Pan Certified Public Accountants Governance and Internal Control issues for IPOs United States Stephen Ducker - China

3 Oct 2008 Slide 2

4 Why is 404 still relevant? Existing registrants still need to maintain compliance Scope of testing reflects changes in business (M&A, new businesses, changing revenue streams, one-off transactions) New registrants despite a general slow-down. New IPOs will require higher standards Emergence of other SOX regulations: J-SOX, Euro-SOX, Swiss-SOX, and China-SOX? Slide 3

5 Agenda/Contents 1. Recap of SOX 404/ Recent Developments 3. Why SOX is Important to You 4. Common challenges facing the Company 5. Suggested Task Lists and Time Line 6. What s Next Slide 4

6 1. Recap of SOX 404/302

7 SOX Background Passed on July 2002 in responding to the unprecedented lack of confidence in the capital markets caused by the Enron and WorldCom accounting scandal in 2001 and SOX 404 mandates: - Management has to sign an annual written opinion on the effectiveness of its internal controls over financial reporting (ICFR) (must be based on the results of testing performed) - Auditors have to issue an audit report on the effectiveness of the Company s ICFR at the same time SOX 302/906 mandates: - CEO/CFO provide certification in the company s periodic SEC filing regarding their responsibility over ICFR and the effectiveness of ICFR during the period - Section 906 makes the certification requirement subject to specific federal criminal provision Slide 6

8 Objectives of SOX 404 Disclosures about controls will enable the market to form its view of their relevance Companies must ensure strong ethical tone at the top Clarify management responsibilities including: - Audit Committee has expanded responsibilities on the oversight of financial reporting and internal controls over financial reporting - Management has to setup and maintain adequate internal controls over financial reporting as well as fraud assessment - Management has to use suitable standards to perform assessment of its internal controls over financial reporting, and document and report on the assessment Slide 7

9 2. Sarbanes Oxley Recent Developments

10 Sarbanes Oxley Recent Developments US: Rate of adverse opinions has dropped from Y1-16% to Y2-10% and Y3-8% 76% 3 years all clean 2% 3 years adverse Most common material weaknesses: - Accounting documentation, policies and procedures - Material adjustments discovered by the auditors - Adequacy and competency of accounting resources - Restatements of financial statement - IT, software, security and access controls Possible impact on the attractiveness of US financial markets China: Most Chinese FPIs have now undergone 2 Sarbanes-Oxley compliance attestations. In the first year, as of July , 14 out of the 51 FPIs have at least one material weakness (MW) disclosed either by auditor or management. Total MWs are 31, mainly relating to: financial statements and disclosure, and application of accounting standards tax revenue/billing - Other including staffing issues, related party transactions and payables, etc. Slide 9

11 New Audit Standard No.5 AS5 aimed at ensuring a more efficient audit: Eliminates requirement for auditors to report on management s process to assess ICFR Allows use of knowledge gained in prior years' audits Include different locations based on risk, not coverage Encourages the auditor to utilize the work of others to the fullest extent possible, including walkthroughs and testing Recalibrates walkthrough requirements by focusing only on significant processes Scales the audit down for smaller companies Management should further explore the impact of AS5 with the assistance from the advisory service provider, maintain effective communication with external auditors and maximize the benefits of the new standards to reduce the compliance costs. Slide 10

12 SEC Interpretive Guidance for Management The SEC approved the Interpretive Guidance for Management on May 23, 2007: Increase efficiency and at the same time maintain Sarbanes-Oxley core principle and benefits Eliminate the effect of management reliance on Auditing Standard 2 Guidance is principles-based, calling for a top-down, risk-based approach Exercise significant judgment Management should Perform a robust risk assessment Consider existence and potential impact of company level controls Exercise significant flexibility in documenting and testing Slide 11

13 3. Why SOX is important to You

14 Why is it important for companies intended to list in US No exemption for foreign private issuer Everybody has to comply. The certification requirement makes CEO/CFO personally accountable for disclosing the company s ICFR effectiveness. Without proper planning and execution, SOX compliance initiative can produce excessive cost and even lead to inability to detect and remedy material weakness Adverse Opinion. Adverse opinion can have negative effect on the company s stock performance and brand image, especially for new listing. Slide 13

15 What is Adverse Opinion Adverse Opinion On reporting day, any material weakness may result in adverse opinion and need to be disclosed. Material Weakness One or a combination of significant deficiencies Material Weakness: A significant deficiency, or a combination of significant deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. Significant Deficiency: A single control deficiency or a combination of deficiencies that adversely affects the company s ability to initiate, authorize, record, process, or report external financial data reliably in accordance with GAAP. Slide 14

16 Impact of Adverse Opinion S&P: - The deficiency with pervasiveness in nature such as Company level control deficiency may have more negative impact and more difficult to remediate. - Process level control deficiency is considered relatively easier to remediate The Reaction of Capital Market - Total stock price decrease 5% Companies given adverse opinion by the big 4: stock price decrease 3% in average Companies given adverse opinion by other accounting firms: stock price decrease 8% in average Impact on Senior Management - Dependent on causes of MW Slide 15

17 4. Common Challenges Facing the Company

18 Why is it difficult? New listing company usually have a weaker internal control foundation and many controls required by SOX need to be implemented. Within the new listing companies, management s attention to internal control compliance often takes second place to growing the business. Company usually lacks in-house internal control expertise. Slide 17

19 Common Obstacle facing Chinese FPI Lack of adequate US GAAP / IFRS skills in Finance team Ineffective Audit Committee - SOX and SEC rules have given AC broad requirements in the areas of Oversight, Independence, US GAAP expertise and Anti-Fraud Control Program Lack of Company Wide, C-suite driven internal control programme Lack of Anti-fraud/Whistle Blower program Lack of well documented and disseminated account policies and procedures Inadequate controls over complex, non-routine transactions Inadequate controls over information systems Ineffective or lack of Internal Audit function Inadequate expertise/experience in management s attestation team. Source: PwC White Paper A summary of the major obstacles facing Foreign Private Issuers ( FPIs ) in Asia in achieving s404 Compliance Slide 18

20 5. Suggested Task List and Time Line

21 404 - what does it require in practice Get Executive buy-in and resources Establish a project team (internal / external) Analyse business to establish scope: Accounts, Processes, Controls Document processes and controls identify design gaps fix deficiencies 2-3 waves of management testing in parallel to auditor testing fix deficiencies Evaluate remaining deficiencies Issue 20F/10K with relevant s404 and s302 disclosures Slide 20

22 Suggested SOX 404 Implementation Roadmap Time Line 12 months Prior to As-of date 9 Months Prior to As-of date 6 Months Prior to As-of Date 3 Months Prior to As-of date Project Mobilization Scoping and Risk Assessment Pilot Documentation and Design Evaluation Testing of Operating Effectiveness Project mobilization Training Development of project methodology and standards Assessing the risk of material misstatement Identifying company-level controls Identifying significant accounts and disclosures Identifying relevant financial statement assertions Identifying significant processes Determining which locations or business units should be included in the evaluation Documenting the design of controls Determining which controls should be tested Evaluating the design effectiveness of controls Testing and documenting the operating effectiveness of controls Evaluating internal control deficiencies and concluding on overall effectiveness Communicating findings to the audit committee and auditor Documenting the process for assessing internal control Slide 21

23 Suggested SOX 404 Implementation Roadmap Time Line 3 months Prior to As-of date As-of Date Annual report filling date Year 2 Testing of Operating Effectiveness (same as in the previous page) Update Testing and Deficiency Evaluation and Reporting Recap and Year 2 Testing Initiative Testing and documenting the operating effectiveness of controls Evaluating internal control deficiencies and concluding on overall effectiveness Communicating findings to the audit committee and auditor Testing all remediated controls Perform updatetesting on all key controls tested earlier in the year Start evaluation of control deficiency Evaluate all control weaknesses for possible significant deficiencies or material weaknesses Communicate to Audit Committee and External Auditor re: evaluation result Prepare 20F Recap the lesson learned in year 1 Update the scoping and planning. Discuss with consulting partner on internal control optimization initiative improve control efficiency. Documenting the process for assessing internal control Slide 22

24 6. What next

25 What next if you are planning or recently undertook an IPO Start thinking about timing and resources Start building awareness at Senior Management and Board Level Possibly start planning/high priority remediation - Anti-Fraud/Whistle Blower Program? - Others? Slide 24

26 Thank you! 2008 普 华 永 道 版 权 所 有 普 华 永 道 乃 指 旗 下 之 中 国 内 地 机 构, 或 视 乎 上 文 下 理 之 含 义, 泛 指 International Limited 之 成 员 机 构 网 络, 而 其 中 每 个 成 员 均 为 个 别 及 独 立 之 法 律 实 体

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