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Is it a historical drama? Is it a romantic novel? No, it’s a never ending story of…

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Classic Russian novels are famous for being somewhat large.

My copy of Tolstoy’s “War and Peace” weighs in at 1,024 pages.  That is a big book.

Some day, I will get beyond page 20.

Dostoyevski’s “Crime and Punishment” is 448 pages.  I’m up to page 25 on that one.

According to a recent survey by Deloitte of UK listed companies, the size of IFRS accounts grew from an average size of 44 pages in 1996 to 101 pages in 2010.  That’s an annual growth rate of 6%, with a 7% rate of growth in the years from 2005.  The rate of growth itself appears to be growing.

So, just for fun, if you’re of a mathematical bent, and assuming that the rate of growth in volume in IFRS accounts continues at its current pace, answer this question:

How many years will it be before the page count in a set of IFRS accounts exceeds the page count for “War and Peace” and for “Crime and Punishment”?  The answer is at the bottom of this item.

Within all this bulk (which Deloitte criticises as being “swimming in words”), there is some notably useful information, such as 90% of companies clearly identified an average of 7 key performance indicators, up from 84% in 2009.

4% of companies (2009: 7%) received a modified audit opinion relating to going concern.

Surprisingly, only 35% of companies fully complied with the UK’s Combined Code on corporate governance.  That leaves a fair bit of explaining to do, on the “comply or explain” approach.

If you’re interested in the answer to the question of how many years will it be before the page count in a set of IFRS accounts exceeds the page count for “War and Peace” and for “Crime and Punishment” then IFRS accounts, at their current rate of paper busting growth, will be longer than “War and Peace” in 35 years and “Crime and Punishment” in a mere 22 years.

Who can really be trusted to keep a secret? Accountants or lawyers?

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When you speak with your lawyer, you can say almost anything and be confident in the knowledge that the lawyer will be able to preserve the confidentiality of your discussion.

Most people probably assume the same thing when having discussions with their accountant, especially in the context of discussing tax planning opportunities with a tax advisor.

Unfortunately, English readers should pay careful attention to the decision in a recent case, R (on the application of Prudential PLC) v HMRC, EWCA Civ 1094 if you would like the full legal citation.

This Court of Appeal decision stated that client privilege only extends between a lawyer and a client.  This means that any discussion between a client and an accountant cannot be guaranteed to be confidential.

This is an English legal case, which is binding in England and Wales only, but the judgment is based on common law, so is likely to be highly influential in jurisdictions based on the English system globally.

As the accountancy and legal professions increasingly compete, especially in the area of tax advice, this gives a significant advantage to the legal profession over the accountancy profession.

Who would you rather seek advice from: a lawyer who you are confident cannot be compelled to reveal the content of your discussion, or an expert accountant who is unable to promise confidentiality?

If you talk to a lawyer about this then they may well say they were pleased that they had this advantage over accountants.

Note of course though that if they felt like it they wouldn’t have to disclose what was said in your conversation…

Forget who’s in charge of the TV remote control, who’s in control of the TV channels?

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BSkyB is the largest broadcaster in the UK, reporting a profit of £11.7 million on revenues of £5.9 billion in its most recent financial statements.

Its ownership structure is dominated by News Corporation, the transnational media conglomerate owned by Rupert Murdoch, whose other ventures include numerous newspapers and Fox studios in the USA.

It’s fair to say that Rupert Murdoch is a controversial figure.

A review of the most recent financial statements shows that News Corporation presently owns approximately 39.1% of the shares of BSkyB.  The next two largest shareholders own 5.02% and 3.01% of the votes in the company.

In other words, resisting the might of News Corporation to impose its will on BSkyB would require something more akin to a peasants’ revolt than a more standard company vote in the AGM.

IFRS 3 defines a subsidiary as an entity that is controlled by another entity.

Looking at the evidence, it would appear that the 39.1% ownership would be enough to give control of BSkyB to News Corporation, on grounds that it would be almost impossible to resist decisions favoured by such a dominant investor.

One such decision was appointing James Murdoch, son of Rupert Murdoch as chairman of BSkyB.  Lots of investors didn’t like this, but Murdoch took the helm of the company.

News Corporation produces its financial statements under US GAAP and has always consolidated BSkyB using the equity method, as an associate.

Under IFRS, it would have been arguable that full consolidation as a subsidiary would have presented a more true and fair view, as IFRS uses more principles based recognition of control than US GAAP.

However, a shock recently came to News Corporation, when it tried to increase its holding from 39.1% to a clearly controlling 61%.

The board of BSkyB refused to agree with the chairman that an offer of 700p per share should be accepted.  The board defied its biggest investor and said that they would recommend refusal of any offer less than 800p.  This appears to have come rather as a surprise to the dominant Murdoch family, who show signs of thinking of BSkyB as their fiefdom.

It’s just a nice example of when apparent control is not control and thus how to be cautious in deciding when to consolidate a company as a subsidiary, even if it generally does everything you tell it to.  If there appears to be a chance of the other investors saying “enough” and refusing to give into your will, it’s not a subsidiary.

According to Apple there’s an App for…something that I shouldn’t say…

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Apple is an extremely successful company. Earlier this week they released their latest set of results.

For the first time their quarterly sales exceeded $20 billion. In my opinion though the really impressive thing about the published figures was their cash balance.

They have total cash and marketable securities (stocks and shares, etc that can be readily converted to cash) amounting to a staggering $51 billion.

To put this amount of money in perspective, if they took their cash and put it in an empty company and then listed this “cash only company” on the London Stock Exchange, it would not only make it into the FTSE 100 but the “Apple cash company” would in fact be the 18th largest company quoted on the London Stock Exchange!

The blog entry here provides some thoughts on what else Apple could do with their cash if they decided to go on a shopping trip.

One of the growth areas of Apple can be found within their Apps business. Apps are “applications” (in effect software to use on their devices). 3 billion apps were downloaded in the first 18 months after their launch.

Apple has a very slick and professional marketing strategy.

Apple’s iPhone adverts such as the one below famously state “There’s an app for that” and finish with “There’s an app for just about anything”.

As well as having a very creative approach to their advertising Apple has also taken a very commercial and sensible approach to matters.

Last week the phrase “There’s an app for that” was officially classified as a trademark of Apple.

This means they will be able to prevent competitors benefiting from the phrase.

It will probably result in adverts such as the one below by US network carrier Verizon being prohibited. Verizon parodied it’s competitor  A&T (a carrier for the iPhone in the US) with this “There’s a map for that” advert.

The waiting is over. Say goodbye to David Tweedie and hello to Hans Hoogervorst.

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Photo by Seb ter Burg

After a long wait and a fair bit of speculation, rumour and expectation, we accountants now know who the next chairman of the International Accounting Standards Board is going to be.

Now, this might not sound quite as exciting as we’d like to make it sound, but this really is very significant.  When a new pope is elected, crowds throng the Vatican, there is black smoke, followed by white smoke and a general excitement and drama.  Our own global leader was announced by a modest press release from Cannon Street in London (home to the IASB) with a type of modesty that may be typical of our profession.

The successor to Sir David Tweedie will be Hans Hoogervorst, with effect from 1 July 2011.

Mr Hoogervost is a Dutch national, with an interesting background in both academia, politics and business.

Between 1998 and 2007, he held a number of positions in the Dutch Government, including minister of finance, minister of health, welfare and sport, and secretary for social affairs. Prior to this, he served both as a member and senior policy advisor to the Dutch parliament and the ministry of finance. He also spent three years as a banking officer for the National Bank of Washington in Washington, DC.

Mr Hoogervorst holds a Masters degree in modern history (University of Amsterdam, 1981) and a Master of Arts degree in international relations (Johns Hopkins University school of advanced international relations, majoring in international economics and Latin American studies).

This is a varied profile of experience and one that is probably very suited to the man that will take IFRS to the next level of development with the (hopeful) convergence of IFRS and US GAAP.  We think that considerable assertiveness and diplomacy will be required in that task!

Whoever takes over from David Tweedie has a considerable job on his hands.  Under Tweedie’s leadership, IFRS has moved from peripheral relevance to near global domination.  Standards, on the whole, have become much better.  David Tweedie is a tough act to follow.

We wish Mr Hoogervorst every success.  We are pleased that we have the best part of a year to learn how to pronounce his name properly.

We all make mistakes at work and I know you shouldn’t laugh but…

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On Tuesday, Microsoft were due to launch their much anticipated Windows 7 phone system. The launch event was scheduled to take place in New York with a start time of 3.30pm.

“Joe O” works for the electronics firm LG who were one of a number of phone companies that were expected to launch Windows 7 phones to coincide with the Microsoft event.

The phone companies however were under strict instructions not to announce anything until after Microsoft’s big launch.

Alas, poor Joe who is based in the UK made a slight mistake when he thought the launch time was 3.30pm UK time rather than 3.30pm New York time. The end result was that LG’s official UK blog revealed details of the phone and what it was capable of doing under the new Microsoft system some 5 hours before Microsoft started the official event.

The error was spotted by LG pretty quickly and the post was withdrawn but it was too late as it had already been picked up by a number of other websites.

Now, picture the scene. You’re part of a project team that has been working on a major project for some time. The “partner” to your company on this project is none other than the mighty Microsoft. The world’s press are anxiously awaiting the launch event and then you press a button which releases the news to the world some 5 hours early.

What would you do?

No, honestly, what would you do?

Deny it? Blame it on somebody else? Say it was a technical error?

Joe did the honourable thing and posted the following on the LG blog:

Yes, that early slip may have been my fault, I may have failed to notice the time zone was EDT, not BST, but let’s not kick a man when he’s down. And I was down, literally hiding under my desk ignoring my constantly ringing phone.

Please consider this my public confession… And remember “to err is human; to forgive divine”.

Showing that Joe has a good sense of humour he also posted the following animated GIF on the blog.

In today’s ever increasing global business environment this is a useful reminder that it’s important to remember the more simple areas of international business.

We all make mistakes though and well done to Joe for his excellent recovery!

That’s some obligation – it will take 180,000 years to repay it…

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Yesterday, the so called “Rogue Trader”, Jerome Kerviel, whose unauthorised trades cost his former employer Societe Generale vast losses was sentenced.

Whilst this has got a serious element to it (he was jailed for 5 years) it also has a certain element of farce. As well as the jail sentence he was ordered to pay compensation to his former employer.

Now, this wasn’t any “normal” compensation we’re talking about here. It was the princely sum of €4.9 billion. Yes, Mr Kerviel was told that he has to pay nearly €5,000,000,000 to his former employer.

Based on his annual earnings before going to jail it would take him nearly 180,000 years to pay that amount! Societe Generale have sensibly announced that they will not be pursuing the money.

Control environments don’t generally strike students as the most scintillating area of their studies.  A number of ACCA and CIMA Papers however place considerable emphasis on controls, using Sarbanes-Oxley and the COSO frameworks.

Respecting controls might slow down an employee’s daily work routine and may feel sometimes like a constraint on innovation and enterprise.  Sometimes, it may be tempting to circumvent controls, especially if it generally appears to result in making quicker profits.

Anybody tempted to do this might be interested to note the Paris court’s decision to sentence Mr Kervie.  Although the hapless gentleman alleged that the bank had been complicit in allowing him to trade beyond his authority limits, this seemed to be little defence in either showing innocence or getting a more lenient sentence.

The lesson seems to be fairly clear.  Even if the tone appears to be one of disregarding controls because management don’t take them seriously, if anything then goes wrong, management will most probably not agree that controls were considered to be unimportant!

The safest thing to do is to assume that any controls are meant to be respected, even if it doesn’t feel that way.

It could literally be your “get out of jail” card.

How much does it cost to buy your loyalty?

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Last week one of the top policemen in the UK admitted to getting discounted flights for his family by using air miles obtained on tax payer funded flights.

John Yates, who is the Assistant Commissioner of the Metropolitan Police (i.e. the  Greater London Police), is entitled to fly business class on official trips abroad. This enables him to amass significant amounts of air miles which can then be used for free flights in the future.

With a nice corporate governance angle the rules of the Metropolitan Police say that these air miles must be used for future work related flights and not personal ones. In what he claimed was an oversight, Mr Yates however used these air miles for a number of personal flights.

I’m sure it was the last thing on Mr Yates mind but from the Airline’s point of view, the provision of air miles can involve big figures.

The IFRS Interpretation Committee (formerly known as IFRIC) didn’t make many friends when they wrote IFRIC 13: Loyalty Programmes.

Broadly, IFRIC 13 says that when you are given loyalty programme points by a business, they have to recognise a proportion of the total sale to you as a sale of loyalty points.  In other words, they are buying your loyalty, rather than rewarding it.

This means that each sale has to be unbundled into two components – a sale of loyalty points at the value to the customer (which is likely to be very much higher than the cost of delivering the promised service) and the underlying sale itself.

As the loyalty points are used up or expire, the deferred revenue from loyalty points sold is recognised as revenue.

Previously, the accounting policy of most companies had been to recognise loyalty costs as a provision at the expected marginal cost of delivering the service.

This can be a fairly significant figure.  By “fairly significant”, we naturally mean “completely massive”.  Have a guess what the effect was on shareholders’ equity in the restated 2008 accounts of British Airways for implementation of IFRIC 13.

The answer is £206 million.  Nope, that’s not a typo; getting towards a quarter of a billion British Pounds.  Ouch.

We at ExP travel fairly a lot for work and we’ve noticed that airline loyalty programmes have become a little less generous of late.  Maybe the new accounting rules are something to do with this?

Has the Big 4 become the Big 3?

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Things have changed. You won’t be hearing much about PricewaterhouseCoopers any more.

Is this breaking news? Does this mean that we will be talking about the Big 3 rather than the Big 4?

Should PricewaterhouseCoopers partners and staff be rushing to recruitment consultants to get another job?

There’s no need to panic as all is well with the company. What they have done though is undertaken a rebranding exercise.

The company has commonly been referred to as PwC since it was established via a merger back in 1998 between Price Waterhouse and Coopers & Lybrand. With effect from Monday though they will now officially go by the name of pwc.

As part of a multi-million pound make over not only will the company be known as pwc but the corporate logo and corporate colours have changed.

The new logo incorporates the letters “pwc” in lower case along with a 6 rectangle symbol in shades of orange and red.

According to pwc, the brand was refreshed “in order to strengthen, and modernise how it represents its worldwide network to its clients, its people and the communities in which it operates.”

Global brand consultants Wolff Olins designed the logo in collaboration with PwC employees and clients. The complete rebranding process reportedly took two years.

From a personal point of view, I like the new logo and orange/red spectrum colours which I think are nice fresh, clean colours.

What about people from some of the other accounting firms? My guess is that they must be relieved. With KPMG having blue/white, Ernst & Young black/yellow and Deloitte navy/green it must have been a relief all round that pwc went for orange/red.

Auditing the auditors – in a rather public way!

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In the UK, the Professional Oversight Board is one of the bodies that works towards improving the quality of audit work and audit firms.

They have just published their 2010 inspection reports into the Big Four audit firms.  If you feel so inspired, you can read these reports free here.

Obviously, not only the Big Four know how to audit.  However, it’s probably fair to assume that if there is a pattern in perceived weakness in audit within the biggest firms, it’s probably a pattern within the profession as a whole.

The good news is that in almost all cases, the POB found that audit work was done well or acceptably, though with room for improvement.  There’s something very healthy about a profession that scrutinises its own commanding heights and then publishes its findings in a wholly public way.

The general public are all stakeholders in our profession and they deserve to see the results of our own introspection.  Partners in big audit firms whose work has just been the subject of constructive criticism may feel somewhat differently about this of course!

A pattern within the reports is that nobody seems to be especially strong at conducting goodwill impairments.  Three of the Big Four were specifically criticised by the POB for failing to obtain sufficient, appropriate evidence to support the clients’ assertions that goodwill had not been impaired.

In the frank but diplomatic language of these reports, it sounds like the audit teams in certain particular audits didn’t really know how to approach deciding whether purchased goodwill had actually been impaired.

Is this the fault of the auditor, or is it the fault of accounting standards that require goodwill impairments to be recorded but aren’t entirely specific about how to do it?  We think it might well be a bit of both.

Criticisms such as audit reports being issued on a date before the audit working papers had been signed are somewhat harder to justify, however.

We imagine that the partner responsible for that one might have a table to himself or herself at the office Christmas party.