Financial Reporting 2009/10 UK GAAP Checklist

Financial Reporting 2009/10 UK GAAP Checklist KPMG LLP (UK)

November/December 2009

ContentsMandatory years starting 6 April 2008Amendment to FRS 8 Related Party Disclosures

Companies Act 2006 – Fifth Commencement Order, including accounts provisions

Updated Financial Reporting Standard for Smaller Entities

Effective years starting 29 June 2008Updated Combined Code

Effective from 1 July 2008Amendments to FRS 26 (IAS 39) Financial Instruments: Recognition and Measurement and FRS 29 (IFRS 7) Financial Instruments: Disclosures

Mandatory years starting 1 October 2008Abstract 46 – Hedges of a Net Investment in a Foreign Operation

Mandatory years starting 1 January 2009Improvements to FRSs

Amendment to FRS 20 (IFRS 2) Vesting Conditions and Cancellations

Amendments to FRS 29 (IFRS 7) Improving Disclosures about Financial Instruments

Mandatory years starting 6 April 2008Amendment to FRS 8 Related Party Disclosures

Issued December 2008

Mandatory for periods beginning on or after 6 April 2008

Fully retrospective application required

Amendment made to align definition of related party with that in the law and IAS 24

Related Party Disclosures and refine definition of key management personnel.

Main effects

• Only wholly-owned subsidiaries exempt from disclosure of intra-group transactions

(previously available to 90 per cent and above subsidiaries).

• No exemption from disclosure of related party transactions in parent company’s

own financial statements. Consequently, parent companies must now additionally

disclose in their own financial statements any transactions with subsidiaries not

wholly-owned.

• Comparative information disclosure exemption available to those entities no longer

able to take advantage of 90 per cent scope exclusion only where necessary

information cannot be obtained. Explanation required where exemption applied.

Companies Act 2006


Most requirements mandatory for years beginning on or after 6 April 2008

The Fifth Commencement Order relating to the Companies Act 2006 was made

on 17 December 2007. It brings into force the remainder – and majority – of Part

15 of the 2006 Act (regarding the preparation, publication and filing of a company’s

annual accounts), in most cases applying to financial years beginning on or after

6 April 2008.

Continued on next page

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2 Financial Reporting 2009 UK GAAP Checklist

Mandatory years starting 1 July 2009Amendment to FRS 26 Financial Instruments: Recognition and Measurement – Eligible Hedged Items

Mandatory years ending on or after 31 December 2009Amendments to UITF Abstract 42 (UITF 9) Reassessment of Embedded Derivatives and FRS 26 (IAS 39) Financial Instruments: Recognition and Measurement – Embedded Derivatives

Mandatory years starting 1 January 2010Amendment to FRS 25 Financial Instruments: Presentation

Amendment to FRS 20 (IFRS 2) Group Cash-settled Share-based Payment Transactions

Mandatory years starting 1 April 2010FRS 30 Heritage Assets

Publications

Some provisions of Part 15 have already commenced, the most important being

the “safe harbour” provision (section 463) on 20 January 2007, and the business

review in the directors’ report (section 417) for financial years beginning on or after

1 October 2007 (see above).

Notable changes

• 2006 Act provides that directors should approve accounts only if they give a true

and fair view. This obligation applies to all accounts, regardless of GAAP applied.

Owing to changes made in 2005, the 1985 Act imposes this obligation only with

respect to UK GAAP accounts; the new Act therefore restores welcome clarity

to the need for accounts always to give a true and fair view.

• Medium-sized groups are not exempt from preparing consolidated accounts on

grounds of their size alone (exemption is still available for groups qualifying for the

small companies regime).

• Disclose employee numbers and costs on a consolidated basis only. (1985 Act

requires disclosure of this information for both the parent company and the group.)

• Disclosure requirements relating to directors’ loans and transactions are less

detailed than those of the 1985 Act.

• Quoted companies (i.e., those whose equity shares are included on the official

list of the UK Listing Authority, are officially listed in an EEA state, or are admitted

to dealing on either the New York Stock Exchange or NASDAQ) are required to

publish their accounts on their web sites as soon as is reasonably practicable.

• Filing deadlines for accounts have been reduced from seven months to six months

for public companies, and from ten months to nine months for private companies.

• Small companies may omit to file the directors’ report and the profit and loss account

(including related notes) without the need to obtain and file a special auditor’s report

therewith (i.e., the audit report on the “full” accounts must be used).

• Private companies are no longer required to hold an annual general meeting (although

they may elect to do so if they wish). As a result, there is no longer a requirement for

private companies to lay accounts before the members in general meeting.

• Disclosure is required in relation to any arrangement that is not reflected in the

company’s balance sheet and from which, at the balance sheet date, material

risks or benefits arise; the disclosures required in such cases are the nature and

purpose of the arrangements, and the financial impact of such arrangements on

the company. The requirement applies regardless of whether the accounts are

prepared under UK GAAP or IFRS. The principle in this new requirement will be met

by many of the more specific disclosure requirements of accounting standards,

but specific attention should be given to this new principle-based requirement; for

example, the recitals to the EU Directive from which the requirement is derived

refer to, among other things, debt factoring, take-or-pay, and outsourcing. The ASB

issued a Press Notice on 30 June 2008 concerning this issue. (Companies subject

to the small companies’ regime are exempt; eligible medium-sized companies are

exempt from disclosing the financial impact of these arrangements.)



Financial Reporting 2009 UK GAAP Checklist 3

Updated Financial Reporting Standard for Smaller Entities

Updated version of FRSSE issued June 2008

Effective for periods starting on/after 6 April 2008

Early adoption not permitted

Updated version of FRSSE issued to reflect changes arising from the Companies Act

2006. No changes are made to the requirements that are derived from UK GAAP.

Effective years starting 29 June 2008Updated Combined Code

Issued June 2008

Applicable for periods beginning on or after 29 June 2008

Main effects

Revised Code relaxes two requirements of the 2007 Code:

• Restriction on an individual chairing more than one FTSE 100 company removed.

• Chairman of a listed company below FTSE 350 permitted to be a member of,

but not chair, the audit committee provided he or she considered independent

on appointment.

Effective from 1 July 2008Amendments to FRS 26 (IAS 39) Financial Instruments: Recognition and Measurement and FRS 29 (IFRS 7) Financial Instruments: Disclosures

Issued October 2008 and updated December 2008

Applicable from 1 July 2008

Limited transitional arrangements apply

Amendments approved by the ASB permit reclassification of certain financial

assets and are identical to the amendments to IAS 39 issued by the IASB in

October 2008. Generally the effects of any reclassifications are accounted for

prospectively from reclassification date. On issue, a temporary transitional

provision permitted retroactive application from 1 July 2008 provided that such a

reclassification was made by 1 November 2008. In its update in December 2008,

the ASB clarified that any reclassifications made on or after 1 November 2008 take

effect from the date of reclassification. Further, any reclassification before

1 November 2008 may take effect from 1 July 2008 or a subsequent date.




Main effects

Reclassification of certain financial assets permitted, including:

• Certain held-for-trading non-derivative financial assets out of the fair value through

profit or loss (FVTPL) category in rare circumstances. Such a reclassification would

avoid the subsequent need to reflect changes in fair value through profit or loss.

• Certain qualifying financial assets to the loans and receivables category (and so

measured on a cost basis) if the entity has the intention and ability to hold them

for the foreseeable future or until maturity.

The amendments do not permit reclassification of financial assets to which the

entity applied the ‘fair value option’ on initial recognition.

Mandatory years starting 1 October 2008Abstract 46 – Hedges of a Net Investment in a Foreign Operation

Issued October 2008

Mandatory for periods starting on/after 1 October 2008

Early adoption permitted

Abstract 46 determines those foreign exchange risks arising from investments in

foreign operations which qualify for hedge accounting in accordance with FRS 26.

Main effects

• Hedge accounting may be applied only to the foreign exchange differences arising

between the functional currency of the foreign operation and any parent entity’s

functional currency.

• Exposure to foreign currency risk arising from a net investment in a foreign operation

qualifies for hedge accounting only once in the consolidated financial statements.

• A derivative or a non-derivative instrument (or a combination thereof) may be

designated as a hedging instrument. The hedging instrument(s) may be held by any

entity or entities within the group (except the foreign operation that itself is being

hedged).

• On disposal of the foreign operation, the cumulative gain/loss arising on the

hedging instrument (in an effective hedge) is reclassified from the foreign currency

translation reserve to profit or loss in the parent’s consolidated financial statements.




Mandatory years starting 1 January 2009Improvements to FRSs


Mandatory for periods starting on/after 1 January 2009

Early adoption normally permitted

Standard issued to maintain convergence with IFRSs. Most of the amendments

arise as a consequence of the IASB’s annual improvements process which saw

an IFRS Improvements to IFRSs published in May 2008. Some other changes too.

Main effects

• FRS 7 Fair values in acquisition accounting amended to require contingent

consideration satisfied by shares to be allocated in accordance with classification

principles of FRS 25 Financial Instruments: Presentation.

• FRS 17 Retirement benefits amended to clarify fair value of unitised securities

as current bid price.

• FRS 21 Events after the balance sheet date amended to confirm no obligation

exists at balance sheet date for dividends declared after that date.

• FRS 22 Earnings per share amended to clarify its scope, i.e., applies to both

consolidated and individual financial statements of entities whose ordinary or potential

ordinary shares are traded in a public market and entities that file or are in the process

of filing accounts for the purposes of issuing ordinary shares in a public market.

• FRS 23 The effects of changes in foreign exchange rates amended to require

presentation of cumulative amount of exchange differences on translation of

foreign operations in a separate component of reserves.

• FRS 24 Financial reporting in hyperinflationary economies amended to reflect the

requirement that a number of assets and liabilities may or must be measured on

a current value rather than an historical value basis.

• FRS 25 Financial instruments: presentation amended to remove entities held for

resale from the scope paragraph.

• FRS 26 Financial instruments: recognition and measurement amended to clarify

that reclassification of derivatives into or out of the fair value through profit or

loss category allowed in certain cases. Also amended to clarify application of the

effective interest rate on remeasuring at cessation of fair value hedge accounting;

to remove reference to designating hedges at segment level; and to amend scope

paragraph of FRS 26 as for FRS 25 above.

• FRS 29 Financial instruments: disclosure amended to clarify that interest income

is not a component of finance costs and to amend scope paragraph as for FRS 25

and FRS 26 above.



Amendment to FRS 20 (IFRS 2): Vesting Conditions and Cancellations

Issued January 2008


Early adoption encouraged


Amendment follows a similar amendment to IFRS 2 issued in January 2008 by

the IASB. The amendment clarifies the definition of vesting conditions and

introduces the concept of non-vesting conditions. It also amends the accounting

for cancellations and settlements by parties other than the entity.

Main effects

• Restricts the definition of vesting conditions to newly-defined service and

performance conditions.

• Non-vesting conditions must be reflected in the grant date fair value of the award.

• Not possible to reverse a share-based payment charge for conditions that the

standard defines as non-vesting. Examples might include the requirement for an

employee to save in a SAYE scheme, hold a share to be entitled to a free share,

or a payment linked to commodity prices.

• Changes the scope of cancellations and settlements to include those by parties

other than the entity. Examples will include ceasing to save in a SAYE scheme by the

employee. Many will be required to be accounted for as an acceleration of vesting

and therefore will result in an accelerated charge in the entity’s financial statements.

Amendments to FRS 29 (IFRS 7): Improving Disclosures about Financial Instruments

Issued May 2009


Early adoption encouraged

Comparative information for disclosures required by amendments not required

in first year of application

Amendments require enhanced disclosures about fair value measurements and

liquidity risk and introduce a new requirement for credit risk disclosures for loans

and receivables.

Main effects

• Disclosure of fair value hierarchy that reflects significance of inputs used in

measuring fair value.




• For each class of financial assets and/or liabilities recognised at fair value, disclose

fair values of those assets/liabilities as determined by:

– Quoted prices in active markets for identical instruments

– Direct comparison with observable market transactions (other than those

included in Level 1), or indirectly based on valuation techniques using observable

market data

– Inputs not based on observable market data.

• Asset and/or liability categorised in a level in its entirety, based on lowest level

input significant to its fair value measurement.

• Disclosures presented in a tabular format, unless alternative format more

appropriate.

• Further specific disclosures required for fair values determined using inputs not

based on observable market data (Level 3).

• Amendments also change definition of liquidity risk. Disclosures now required only

for financial liabilities that will result in an outflow of cash or other financial assets.

• Requirements for maturity analysis of financial liabilities still required for non-

derivative financial liabilities. Required for derivative financial liabilities only

if essential for an understanding of timing of cash flows.

• Paragraph 9 reinstated requiring disclosure of credit risk of loans and receivables

designated at fair value through profit and loss.

Mandatory years starting 1 July 2009Amendment to FRS 26 Financial Instruments: Recognition and Measurement – Eligible Hedged Items

Issued November 2008

Mandatory for periods starting on/after 1 July 2009



Amendment clarifies how the existing principles underlying hedge accounting

should be applied in the designation of one-sided risk in a hedged item and the

designation of inflation as a hedged item.

Main effects

• Clarifies that changes in cash flows or fair value associated with ‘one-sided risk’

may be designated as a qualifying hedged item. Also clarifies that a hedge of a

one-sided risk using an option cannot include the option’s time value without

giving rise to ineffectiveness.

• Inflation may not be designated as a risk or portion of a financial instrument unless

it is separately identifiable or measurable reliably, i.e., it must be a contractually

specified portion of the cash flows of a recognised inflation-linked bond and not

affect other cash flows.




Mandatory years ending on or after 31 December 2009Amendments to UITF Abstract 42 (UITF 9) Reassessment of Embedded Derivatives and FRS 26 (IAS 39) Financial Instruments: Recognition and Measurement – Embedded Derivatives

Issued September 2009

Mandatory for periods ending on/after 31 December 2009

Amendments clarify the treatment of embedded derivatives when an entity

reclassifies a financial asset out of the fair value through profit or loss category.

Main effects

• Entity assesses whether an embedded derivative is required to be separated from

a host contract when it reclassifies a hybrid (combined) financial asset out of the

fair value through profit or loss category.

• Assessment made on the basis of the circumstances that existed on the later date of:

– when the entity first became a party to the contract; and

– a change in the terms of the contract that significantly modified the cash flows

that otherwise would have been required under the contract.

• If the fair value of the embedded derivative to be separated cannot be measured

reliably, the entire financial instrument remains in the fair value through profit or

loss category.

Mandatory years starting 1 January 2010Amendment to FRS 25 Financial Instruments: Presentation

Issued August 2008


Early adoption permitted only for periods starting on/after 1 January 2009

Amendment to change the classification of certain financial instruments from

liabilities to equity in line with that made by the IASB to IAS 32 in February 2008.

Main effects

• Certain puttable financial instruments and certain financial instruments that impose

an obligation on the entity to deliver a pro rata share of its net assets to another

party on liquidation will be classified as equity rather than liabilities.

• Additional disclosure requirements in relation to puttable instruments classified as

equity reflected in FRS 25 as well as FRS 29 in order to ensure they apply to entities

that are outside the scope of FRS 29.





Amendment to FRS 20 (IFRS 2): Group Cash-settled Share-based Payment Transactions

Issued September 2009



Amendments expand definition of a share-based payment to bring all group

entities’ accounts within scope of standard for all group awards. UITF Abstracts 41

Scope of FRS 20 (IFRS 2) and 44 Group and Treasury Share Transactions

withdrawn. In line with amendment made by IASB to IFRS 2.

Main effects

• Amendment introduces concept of receiving entity (entity receiving the goods or

services), settling entity (entity settling the obligation) and reference entity (entity

whose equity instruments are granted or whose equity instruments are underlying

measure for cash payment).

• Group share-based payment transaction now defined as one in which receiving

entity, settling entity and reference entity are in the same group from perspective

of ultimate parent.

• Cash payments based on equity instruments of any group entity now meet

definition of share-based payment transaction. Previously, definition referred only

to equity instruments of the entity.

• Cash-settled share-based payment granted and settled by shareholder outside

the group is accounted for by the group if reference entity is within the group.

• Both receiving and settling entities account for a group share-based payment

transaction.

• Receiving entity classifies group share-based payment transaction as equity-

settled when:

– it has an obligation to settle in its own equity instruments; or

– it has no obligation to settle.

• In all other cases receiving entity classifies a group share-based payment

transaction as cash-settled.



Mandatory years starting 1 April 2010FRS 30 Heritage Assets

Issued June 2009

Mandatory for periods starting on/after 1 April 2010


New standard introduces significant new disclosure requirements for reporting

the content and value of collections held by museums and art galleries.

Main effects

• Specific disclosure requirements (illustrated in an appendix to the standard) for

heritage assets, which apply whether or not they are reported in the balance sheet.

• Heritage assets recognised and measured in accordance with the requirements

of FRS 15 and may be recognised at either cost or valuation.

• Valuation approach encouraged but since it may not always be possible to obtain

current valuations, they may be made by any method that is appropriate and

relevant, and reviewed with sufficient frequency to ensure they remain current.

PublicationsRecent books and publications from KPMG member firms relevant to financial

reporting:

Published by KPMG IFRG Limited:

• Insights into IFRS (6th Edition 2009/10): a practical guide to International Financial

Reporting Standards.

• IFRS: an overview (August 2009): an executive summary of the key requirements

of IFRSs for financial periods beginning on or after 1 January 2009.

• Illustrative financial statements – IFRS (July 2009) – Annual periods beginning on

or after 1 January 2009.

• IFRS Annual and Interim Illustrative Financial Statements for First-time Adopters

(October 2009): illustrative disclosures required by IFRSs in issue at 1 June 2009

required to be applied by an entity with a first annual IFRS reporting date of 31

December 2010 and a transition date of 1 January 2009.

• IFRS Illustrative Condensed Interim financial statements (June 2009) – reflects

IFRSs in issue at 1 June 2009 that are required to be applied by an entity with an

annual period beginning on 1 January 2009.

• IFRS Handbook: Business Combinations and Non-Controlling Interests

(November 2009): a comprehensive analysis of IFRS 3 (2008) Business

Combinations and accounting for non-controlling interests under IAS 27 (2008)

Consolidated and Separate Financial Statement, including extensive interpretative

guidance and illustrative examples.

• New on the Horizon: ED/2009/12 Financial instruments: amortised cost and

impairment (November 2009): considers the requirements of ED/2009/12 Financial

instruments: amortised cost and impairment




• New on the Horizon: Rate-regulated Activities (September 2009): considers

the requirements of Exposure Draft 2009/8 Rate-regulated Activities.

• New on the Horizon: Extractive Activities (September 2009): considers the

requirements of the working draft of the discussion paper on Extractive Activities.

• Disclosure checklist: IFRS (June 2008): Annual periods beginning on or after 1

January 2008.

• IFRS compared to US GAAP (August 2009): an overview of significant differences

between IFRS and US GAAP. There is a full version and an overview version of this

publication that are available separately.

• First Impressions: Amendments to IFRS 2 Group Cash-settled Share-based

Payment Transactions (September 2009): a discussion of the key elements of

the new requirements including areas that may result in a change of practice and

illustrative examples.

• First Impressions: Amendments to IAS 24 Related Party Disclosures (November

2009): a discussion of the major changes made to the definition of a related party

under IAS 24 and modified related party disclosure requirements for government-

related entities.

• First Impressions IFRIC 17 Distributions of non-cash assets to owners (February

2009): an assessment of the impact of implementation of IFRIC 17.

• First Impressions: IFRS 8 Operating Segments (July 2007): an assessment of the

impact of implementation of IFRS 8.

• First Impressions: IFRIC 12 Service Concession Arrangements (January 2007):

an assessment of the impact of implementation of IFRIC 12.

• The Application of IFRS: Mining (September 2009): commentary on key

accounting areas for mining companies and disclosure examples drawn from

surveyed companies.

Published by KPMG LLP (UK):

• Financial Reporting Supplement – IFRS 7: A survey of disclosures in practice

(August 2008): a survey of the annual reports of a selection of corporates with

year ends from September 2007 to March 2008.

Recent corporate governance publications from the KPMG-sponsored Audit Committee Institute (ACI) include:

• Audit Committee Quarterly, Issue 26 (September 2009).

• Horizon, Issue 7 (August 2009): briefing paper for audit committee members and

finance directors.

• Review of the effectiveness of the Combined Code: second consultation (July

2009): overview of some of the questions specifically highlighted in the report.

• Walker Review recommendations - Proposals to strengthen bank governance

(July 2009): discussion of particularly significant recommendations or those

representing important change to existing practices.

• International Survey of Audit Committee Members (June 2009): fourth

international survey on impact of recession on how audit committees operate.


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Publications may be requested from your usual contact at KPMG LLP (UK)

or via our Web site (www.kpmg.co.uk/master/pubs.cfm).

The information contained herein is of a general nature and is not intended to address the circumstances of any particular individual or entity. Although we endeavour to provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. Users are cautioned to read this publication in conjunction with the actual text of the Standards and Interpretation guidance issued, and consult with their professional advisers before concluding on accounting treatments for their own transactions. No one should act on such information without appropriate professional advice after a thorough examination of the particular situation.

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Financial Reporting 2009/10 UK GAAP Checklist

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