January 2008

• A tool to help you set your agenda
  • 2007 All in One Financial Reporting Document Review
  • Financial Statement Review Tool
  • MD&A Assessment
  • AIF Assessment
  • Next Steps
• Some of the Canadian Rulings Released Since 2004
• In case you missed
• Save the date

Welcome to the current issue of On the Agenda, where we continue to raise the hot topics that need to be addressed at your Board and Committee meetings. We also provide the relevant resources to allow you to understand how these events may affect your company.

New accounting standards for financial instruments, issues with regards to the valuation of asset backed securities held, changes in the CEO/CFO certification requirements with respect to internal controls over financial reporting, and augmented continuous disclosure standards, are just a sample of some of the financial reporting issues which had to be addressed during 2007. With the multitude of ever increasing requirements, it may sometimes be difficult for management and Directors to analyze all of the standards and guidance issued and to develop an action plan to ensure that they fulfill all of their responsibilities. In this issue of On the Agenda, we will focus on helping Directors prepare for their year-end audit committee meetings, to understand the potential issues companies may be facing and to know what questions they, as Directors, should be asking.

Do not hesitate to contact your Deloitte partner or one of our corporate governance experts.

2007 Annual Financial Reporting Document Review

An all-in-one disclosure checklist

Deloitte has prepared a comprehensive assessment package to help management and Directors determine whether or not their organizations’ financial statements and other financial filings meet all of the continuous disclosure obligations. Correspondingly, using these tools to analyze their financial filings may assist users in fulfilling their due diligence responsibilities.

Download the disclosure checklist from here.

Financial Statement Review Tool

This document is an assessment tool to assist users in the evaluation of their company’s financial statement disclosures. The requirements as set out in the CICA Handbook are included, along with an area for users to include commentary specific to their company. This tool will allow users to specifically address the impact of new accounting developments in their review of the company’s public filings which include the financial statements. A series of suggested questions which should be considered to ascertain whether the standards were appropriately applied and whether all of the options/alternatives available as well as the impact on the financial statements were considered prior to the selection of an accounting treatment have been included.

It is not possible to anticipate all of the questions that may be required to ensure a proper and full due-diligence for the accounting developments noted above. Therefore, these questions provide the director with a starting point from which a full and complete due-diligence of material issues may be conducted. The questions to be asked always depend on the materiality of the impact on the company’s public filings which are subject to board approval. Material items often require more due-diligence by the board of directors. The questions above have been proposed assuming that each issue is material to the shareholder. The director must use judgment in determining to what extent each of the questions should be raised.

Where management believes that the adoption of the new accounting recommendations does not result in fair presentation, management must present the alternative presentation in the company’s management discussion and analysis (MD&A) such that the CEO and CFO can properly certify the financial statements in conformity with Multilateral Instrument 52-109. In these circumstances it is very important that the board of directors conduct a thorough due diligence of the matter.

MD&A Evaluation

This document is an assessment tool to assist users in the evaluation of their company’s Management Discussion & Analysis (MD&A). The requirements as set out in National Instrument 51-102 are included, along with an area for users to include commentary specific to their company. This document may be used by both the preparers of the MD&A as well as the Board members who must approve the content. We encourage you to use this document as a guide to both ensure compliance with statutory requirements as well as to provoke thought and discussion on the disclosures included in your company’s MD&A.

AIF Evaluation

This document is an assessment tool to assist users in the evaluation their company’s Annual Information Form (AIF). The requirements as set out in National Instrument 51-102 are included along with an area for users to include commentary specific to their company. This document may be used by both the preparers of the AIF as well as the Board members who must approve the content. We encourage you to use this document as a guide to both ensure compliance with statutory requirements as well as to provoke thought and discussion on the disclosures included in your company’s AIF.

Next Steps

Now that you have completed the analysis of your organization’s 2007 annual documents listed below are some suggested next steps in performing your due diligence:

Keep current with the new accounting and regulatory pronouncements affecting your financial reporting.

Subscribe to the various Deloitte periodicals to stay abreast of accounting and regulatory developments.

Conclusion

Organizations cannot afford to underestimate the impact of the continuous disclosure obligations.

Deloitte’s professionals offer a range of solutions that can be customized to meet your organization's specific compliance needs.

Subject to appropriate independence safeguards and service pre-approval, Deloitte can assist you to ensure that that your disclosures are complete, as well as helping in the implementation of governance best practices.

Some of the Canadian Rulings Released As Part of the Capital Market Reform

As most people are aware, the corporate governance revolution began in the United States with the introduction of the Sarbanes-Oxley Act of 2002. In Canada, regulatory reforms have been introduced through many separate instruments and pieces of legislation, issued at various times and by various regulatory or legislative bodies.

Because the responsibilities for audit committee members, other corporate directors, CEOs, CFOs and auditors outlined in one pronouncement impact those set out under another, it is important that these documents be considered in their totality. For your reference, we have compiled a selection of the important Canadian rulings released since 2004.

In case you missed...

French articles (these articles are included for your convenience)

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Save the date...

Upcoming Deloitte events:

• Our fourth season of the Directors' Series will continue with the following two sessions:

A session focused on the transition to International Financial Reporting Standards (IFRS)
Thursday, April 10^th

A session focused on strategic risk
Thursday, June 5^th

Visit the Directors’ Series Web site to register for these events

• In case you missed any of this seasons’ past sessions you may view a replay or order a copy on DVD to share with your colleagues:

• Preparing for Year-End Audit Committee Meetings
  January 10^th, 2008;
• Shareholder communications and relationships – what is your strategy?
  Thursday December 4^th, 2006; or
• Responding to external shocks: subprime mortgage market fallout
  Wednesday October 17^th
• Review our Deloitte Update Webcasts – topics include financial instruments, periodical technical updates, and U.S. GAAP review.

Tell your Deloitte Partner that you're interested in these events