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IPE special report May 2018

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IASB mounts charm offensive to address long-term UK investor concerns

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The International Accounting Standards Board (IASB) has signalled institutional investors in the UK it is prepared to give a greater role to the notion of stewardship in financial reporting as it revises its conceptual framework.

In a series of documents seen by IPE, IASB staff and board members were revealed to have expressed sympathy for the concerns of long-term shareholders over what they say are major shortcomings in financial reporting.

The documents show that the IASB’s outreach efforts, part of its conceptual framework project, have involved major investors such as RPMI and NEST Corporation, the entity behind the National Employment Savings Trust.

Following one meeting on 15 April between shareholder representatives and Darrel Scott, Barbara Davidson and Stephen Cooper of the IASB, one investor concluded that the momentum towards prudence in IAS 1 was very strong.

In another document, IASB member Stephen Cooper was reported to have sought a precise definition of the notion of ‘prudence’. Cooper also complained, the document continued, that the word has many meanings.

The documents also revealed that investors expected the IASB to give a more prominent role to the concept of stewardship once the board had signed off on its conceptual framework.

The IFRS Conceptual Framework sets out the principles that underlie the preparation and presentation of financial statements. The IASB restarted work on the conceptual framework in 2012 and a new framework is expected to be in place next year.

The IASB representatives also indicated their support for the view that prudence was to demonstrate healthy scepticism about, or as a counterbalance to, management’s tendency toward optimism.

Less positively for some investors, however, the IASB representatives also warned that the idea of a true and fair view override in international accounting was a non-starter.

They also expressed an interest in how financial statements could focus on highlighting distributable profits, and reinforce the argument that accounts had long-term capital providers as a primary audience.

The revelations come as investor frustration with International Financial Reporting Standards (IFRS) and the UK accounting establishment reached a near crisis point.

At the end of last year, three major institutional investors demanded that the International Accounting Standards Board (IASB) bring back an explicit reference to the notion of prudence into its conceptual framework.

The demands were set out in a letter addressed to the UK financial watchdog, the Financial Reporting Council.

The three signatories to the 25 November letter – the Association of British Insurers, the Investment Management Association and the National Association of Pension Funds – collectively manage over £7trn (€8trn) of assets.

The move followed the publication of a barrister’s opinion earlier in 2013 by the Local Authority Pension Fund Forum and other major institutional investors. That document, George Bompas QC argued that there were substantial legal flaws with IFRS.

In particular, Bompas argued that statutory accounts prepared under IFRS failed to give a true and fair view of a business’s financial performance. The ABI, IMA and NAPF also pointed to the true and fair view override, as well as the concept of capital maintenance, as further areas of major concern for investors.

The IASB removed references to prudence, or caution, from its conceptual framework in 2010. It substituted instead the concept of neutrality.

The move was intended to bring the IASB’s conceptual framework closer to the US GAAP framework, which makes no reference to prudence.

The IASB has in the past defended the move vigorously. In a speech to the Federation of European Accountants, IASB chairman Hans Hoogervorst argued that IFRSs are inherently prudent.

At the heart of the debate over prudence, and the parallel issue of whether accounts prepared under IFRSs show a true and fair view, is the conflict between long-term company owners or shareholders and other investors with a short-term horizon.

Company owners argue that financial statements that meet the needs or interests of an investment bank that trades in a stock cannot meet their longer-term need for prudence or caution in accounting.

The issue of prudence has also come under the political spotlight in Europe with members of the European Parliament warning the IASB that it must address investor concerns about prudence in accounting and clean up its corporate governance act.

Sharon Bowles MEP, the British chairwoman of the European Parliament’s influential Economic Affairs Committee, warned in a statement released on 13 March, after a vote in Parliament on funding for the IASB’s activities, that the London-based standard setter is drinking in the last-chance saloon.

In separate correspondence obtained by IPE, the IFRS Foundation director David Loweth told MEPs that the “IASB will reach its own, independent, decision on the role of prudence within the conceptual framework.”

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