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good afternoon from Toronto my name is.Alex Fisher and I'm the principal at CPA.Canada dedicated to helping Canadian.practitioners and members working in.industry better understand and apply AIA.frases I'm pleased to welcome you to.today's webinar message from the Ontario.Securities Commission investment funds.and transition to IFRS we have over.3,700 registrants for today's session.should you have any questions during the.presentation please submit them using.the ask a question field at the bottom.of your screen and we will answer as.many as possible during the Q&A segment.the PowerPoint slides links to all four.OS CIFS release publications as well as.the webinar evaluations are about are.available under the resources located at.the bottom of your screen please note.that in order to qualify for your CPD.credit you must successfully complete a.quiz which can be accessed through the.quiz link at the bottom of your screen.on behalf of CPA Canada it is now my.pleasure to introduce today's speakers.Stacey Barker and Ritu calbro Stacey is.a Senior Accountant with the investment.funds and structured products branch of.the Ontario Securities Commission Stacey.has led the Canadian securities.administrators project to implement IFRS.related amendments to the investment.funds continuous disclosure rules and.related instruments her work also.includes reviewing investment funds.prospectuses processing applications for.exempt of relief and conducting.continuous disclosure reviews she also.participates as an observer on CPA.Canada's investment funds advisor group.Ritu is a Senior Accountant with the.investment funds and structured products.branch of the OSC she's involved in the.review of prospectus filings processing.applications for the relief from.securities requirements and conducting.continuous disclosure reviews prior to.joining the investment funds instructors.branch Ritu worked in corporate in the.corporate finance division she joined.the OSC in July 1997 after working at.PwC in the National and research.practice please join us in welcoming.Stacy and reach you Stacy thank you Alex.in today's webinar.I will start off by discussing the scope.of the OSC's review the for IFRS.releases.that were issued last fall and in.January and the first of the four main.issues that were identified in our.review the opening IRS statement of.financial position my colleague Ritu.will then go over the other three issues.being the reconciliations required by.IRS one auditor involvement with interim.financial reports and disclosure in the.MD&A like document for investment funds.called the management report of fund.performance since not everybody on the.webinar may be entirely familiar with.investment fund issues we thought it.would be helpful to provide some.background information about the.industry's transition to IFRS if you're.following the slides just so you're.aware this information is an in addition.to what's on the slides while most.publicly accountable Enterprises adopted.I for us for annual periods beginning on.or after January 1st 2011 the Canadian.Accounting Standards Board amended part.1 of the handbook in 2010 to provide the.first of three IFRS referrals to.investment companies being those.entities that are defined in and apply.accounting guideline 18 the deferral was.intended to allow the International.Accounting standard board's exception.from consolidation for investment.entities to be in place prior to the.adoption of IFRS by investment entities.in Canada in the end the mandatory.changeover date to I for us was deferred.from January 1st 2011 until January 1st.2014 as the first bullet States this.presentation is a summary of the review.conducted by staff of the investment.funds in structured products branch of.the Ontario Securities Commission in our.issue-oriented review of the first.interim IFRS interim financial reports.our sample was comprised of investment.funds with calendar year ends because.they were the first funds to report.under I for us their first IFRS interim.financial reports worth for the period.ended June 30th 2014 required to be.filed by the end of August.immediately after the filing deadline we.sent opening letters explaining the.scope of our review to all investment.fund manager.in Ontario who managed publicly offered.calendar year and funds in total 90.letters were sent out to make sure that.there's no confusion about terminology I.wanted to clarify that as I mentioned.the I for us to furrow was given to.investment companies which is the term.used in the handbook the term used in.securities legislation is investment.funds so it is a different term although.the majority of investment companies.meet the definition of investment funds.found in securities legislation.accordingly as a slide states our scope.was limited to investment funds that are.reporting issuers under the Ontario.Securities fact in addition our main.focus was on compliance with the IFRS.related disclosure requirements in.national instrument 881 106 by way of.background national instrument 81 106 is.the continuous disclosure rule for.investment funds and it differs from the.rule applicable to other reporting.issuers for an investment funds.financial statements national instrument.81 106 prescribes line items which may.already be for acquired by IFRS but the.line items in our rules are expressed.more specifically for the activities of.an investment fund for example I for us.requires a line for trade and other.receivables on the statement of.financial position but national 81 106.requires accounts receivables to be.broken down into those relating to.securities issued those relating to.portfolio assets sold accounts.receivable deposited on futures or.forward contracts in addition to other.account account receivable lines there.are also other line items prescribed in.national instrument 81 106 that are in.addition to those in I for us publicly.offered investment funds are also.required to prepare prepare a document.akin to the MDNA called the management.report of fund performance the form.associated with national and instrument.81 106 sets out the content required in.an annual and interim management report.performance it mandates a specific.format to be used for the presentation.of a funds financial highlights and past.performance for the last five years we.too will discuss this further when she.talks about our findings with respect to.the disclosure in the management report.of fund performance we communicated our.findings as I for US releases which is.for which is a format that had been used.in the past to date we've issued four.releases release number one issued by.staff was published within a month of.starting our reviews because we wanted.to disseminate our preliminary findings.early release number two and three both.discussed us findings and how issues.were resolved release number two relates.specifically to the disclosure of.auditor involvement which we too will.discuss in a later slide release number.three summarizes all the findings from.our review and release number four.published in January is a tip sheet or.quick reference tool to help funds check.for some of the key elements in their.first IFRS annual financial statements.all four releases are available on the.OSC website one of the main issues.identified in our review the first one.that we'll go over relates to the.opening IRS statement of financial.position that will refer to as the.opening statement this is a discussed in.a fair amount of detail in the IFRS.release number three issued by staff is.one first time adoption of international.financial reporting standards requires.an entity to present an opening Ifrah.statement of financial position at the.date of transition to IFRS most of the.interim financial reports that we.reviewed related to funds in existence.before 2013 in these cases what I first.defines as the date of transition being.the beginning of the earliest period.shown in the interim financial reports.was January 1st 2013 so for most funds.the opening statement was dated January.1st 2013.while the opening statement is a.requirement under IFRS 1 it is also.mandated in securities law we included.an express requirement in part 18 of.national instrument 81 106 to present.the opening statement in both the first.in IFRS interim financial reports and.the annual financial statements when we.published the IRS related amendments to.national instrument 81 106 for common we.said that the opening statement is.important because it represents the.starting point for an entity's.accounting in accordance with I for us.it is a clear indication of a funds.transition to I for us and we believe.investors need the information presented.on the opening statement to understand.how the transition from Canadian GAAP to.IFRS affects a funds financial position.even if to show that the transition has.had no effect as part of the review we.pulled data about our sample from cedar.the electronic filing system in our.analysis of the data we found that 46.fund managers of calendar year and funds.start at new funds in 2013 and as.required these new funds filed Canadian.GAAP financial statements for their.first financial year for the period.ended December 31st 2013 so when their.first I 4s interims we expected that.these new funds which started in 2013.would present an opening statement at.their date of transition to I for us.because these new funds were launched in.2013 the data transition could not be.january 1st 2013 because the funds.weren't in existence yet but we expected.an opening statement at whatever the.date of transition in 2013 might have.been in order to show the transition.from their Canadian GAAP financial.statements to I for us just like any.other fund that transition to IFRS would.be required to show what we found was.that half of the 46 fund managers with.new funds in 2013 did not include an.opening statement on the face of the.first IFRS interims.some fund managers said that these funds.never transition to AI for us we didn't.accept this explanation because while.these funds were new in 2013 they did.issue Canadian GAAP financial statements.for the 2013 financial year so they had.a transition to AI for us other managers.said that the net assets of these funds.at the date of transition were.immaterial we reminded them however that.this is an express requirement and it is.mandated in the securities law in the.end for new funds in 2013 that did not.include an opening statement in their.first IRS interims we did not request.that the interim financial report be.referred however.we reminded all funds the part 18 of.national instrument 81 106 requires that.the opening statement must be included.in the first IFRS annual financial.statements and we said that an IFRS.release number 3 issued by staff that if.a fund had no assets on the data.transition this could be explained in a.footnote the footnote has to disclose.the date of transition and it has to be.presented on the face of the financial.statements because we want a clear.indication of the transition to I for us.since staff issued IFRS release number 3.some of the new funds in 2013 are.reconsidering their data transition such.that in the annual financial statements.that are going to be filed by the end of.March we may see a selection of the data.transition that is different from the.one used in the first IFRS interims this.may result in balances in the annual.financial statements that are different.from what was previously reported in the.first IFRS interims.or in last year's Canadian GAAP.financial statements if there are.differences we would expect an.explanation in the notes of the.financial statements.now Ritu will continue and talk about.why for us one reconciliations Thank You.Stacy.I will be discussing three of the issues.revealed in our review the first issue.discussed in staffs IFRS release.is with respect to IFRS reconciliations.IFRS 1 paragraph 32 sets of the.requirements for the reconciliations in.the interim financial reports in.paragraph 24 deals with the requirements.for annual filings these reconciliations.are an important tool for investors to.understand the effect and the.implication of the transition from.Canadian GAAP to IFRS there are five.required reconciliation for calendar.year investment funds these include the.following equity as at January 1st 2013.or the funds date of transition in 2013.as at December 31st 2013 and as at June.30th 2013.for total comprehensive income the year.ended December 31st 2013 and for the.six-month period ending June 30th 2013.or for the period between the funds.state of transition in June 30th 2013.our review revealed that some investment.funds did not include all the required.reconciliations we however did not.request that financial statements be.refiled we however reminded investment.funds that the equity in comprehensive.income reconciliations required by.paragraph 24 of IFRS 1 must be included.in the first annual financial statements.Stacy had mentioned earlier that staffs.IFRS released 2 discussed author.involvement with the interim financial.report we do not require that interim.financial statements are reviewed or.audited this is the same for both.corporate issuers and investment funds.it is important to note that although.there's no Express requirement for.interim financial statements to be.reviewed by auditors it is critical that.the interim financial statements that.are not reviewed by auditors contain.of a notice accompanying the interim.financial reports this requirement is.clear in section 2.1 - of national.instrument 81 106 during the course of.our review we noted non-compliance with.this disclosure requirement and in such.cases we requested that the investment.fund issuer refile their financial.statements with the required disclosure.investors are able to determine through.the notice the degree of reliance they.can place on the investment funds in.turn financial reports the absence of a.notice implies not only that a review.was conducted but that in fact a review.was able to be completed and the auditor.did not express a reservation this is.very important given the significant.transition in accounting principles to.IFRS in staffs view the exclusion of the.required notice was considered to be a.material deficiency one important thing.to remember is that the absence of the.notice suggests in fact a review was.performed also when an investment fund.marks their statements as unaudited this.does not mean that the statements were.not reviewed the only time we require in.turn financial statements to be reviewed.when they are the most recent set of.financial statements that are.incorporated by reference in a.prospectus offering.given our view was that the failure to.comply with section 2.1 - of national.instrument 81 106 is a material.deficiency we requested a refiling of.the interim financial report to include.the required accompanying notice of no.audit or review when refiling was made.it was accompanied by a press release.that clearly stated what was being.refiled and a description of the error.reporting issuers were placed on the.refiling saneras list I would like to.stress that we are consistent with the.application of our procedures when.investment funds were placed on the.refiling saneras list we referred them.to OSI staff notice 51 7 11 this notice.discusses our expectation for disclosure.by reporting assures that have failed to.comply with periodic and timely.disclosure requirements I would like to.place emphasis that this is a standard.procedure for all issuers whether.corporate or investment funds when an.issuer has to refile or file due to a.material error a press release and.placement on the refiling as an errors.list is non-discretionary once placed on.the refiling saneras list a reporting.ushers name will be kept on that list.for a period of 3 years from the date of.refiling or filing to correct an error.after the 3-year period is up the errors.name name will be removed.during our review there were instances.where a review was performed subsequent.to the filing of the interim financial.report where the report did not include.a notice this scenario resulted in a.material deficiency staff requested that.the investment fund issue a press.release although no refiling was.required.the press release provided an.explanation that an error had occurred.at the time of filing but a review of.the interim financial report had since.been completed and resulted in no.changes the funds were placed on the.refiling saneras list to acknowledge the.fact that an error had occurred staffs.were IFRS release one discussed our.findings regarding disclosure in the.management report for fund performance.item 3.1 of national instrument 81 106 F.1 requires the disclosure of a financial.highlights table in the annual and.interim management report of fund.performance the financial highlights.show selected key financial information.about the fund and is intended to help.investors understand the funds financial.performance for the past five years if.applicable and now as you all know for.financial years beginning on or after.January 1st 2014 the financial.statements of investment funds must be.prepared in accordance with Canadian.GAAP applicable to publicly accountable.enterprises IFRS by way of background.when we were thinking about the.disclosure requirements of the financial.highlights table in the management.report of fund performance one option.that was contemplated was to go beyond.2014 and revise the history using IFRS.however as a practical matter we landed.on a position where we gave investment.funds a choice of using IFRS or Canadian.GAAP for the 2013 column all prior years.2012 and onward are presented in.Canadian gap given this position and the.presentation of mix gap the expressed.requirement set out in national.instrument 81 106 for the footnote was.intended to avoid any confusion and.allow investors and users to understand.that the accounting principles.applicable to the periods presented are.different one thing to remember is that.mixed gap presentation can continue.until 2019 the requirement for.investment funds to include a footnote.in the financial highlights table.disclosing the accounting principles.applicable to each period presented is.very important it allows investors to.understand that they have both.information for IFRS and Canadian GAAP a.review revealed that some funds did not.include the required footnote.our approach for this disclosure was.that were funds included an explanation.of the transition to IFRS in the.management discussion section we did not.request a restatement of the interim.management report of fund performance.and reminded investment funds to include.the required footnote along as the table.presented mix gap because the discussion.of IFRS transition in the management.discussion sections may not be carried.forward in subsequent years.just a highlight the management.discussion section is akin to corporate.issuers management discussion analysis.where there is a discussion of overall.performance results of operations recent.developments and risk disclosure now if.there was absolutely no discussion in.the management report a fine performance.of the transition type for us we.requested a restatement and refiling we.considered the omission of the required.footnote the.and in non-compliance with the form.requirements those investment funds.filed a press release and replaced on.the refiling saneras list this concludes.our presentation of the IRS transition.review conducted by staff we are happy.to answer any questions that you may.have and also you can see on the slide.our contact information is there for.your reference for any future discussion.you wish to have with us thank you thank.you retune so we've arrived at the Q&A.portion of our session and so I see that.some of the questions were submitted I'm.gonna select three widely applicable.ones so I guess the first question on.many people's minds is is the staff of.the OSC expecting to issue any other.investment fund related IFRS releases.while we anticipate in doing targeting.reviews the first IRS annual filings the.scope hasn't been fully determined yet.and if during our review of the first.IRS annual filings if we identify issues.that we feel the investment fund.industry would benefit from staff.reviews based on resources we will be.issuing a future I press releases got it.so people really should stay tuned and.continue to visit arm the OSC website.one of the things that I find most.helpful is to register for your.have alerts and so when you do issue I.notice you'll be notified by email so.for those that don't guess frequent the.website on a daily basis so I guess the.other one is piggybacking off the.questions that people have and what are.some best practices for communicating.with the staff of the OSC so for example.if you have a question or if I have a.question or if I have a concern can you.share some best practices in general for.for communicating and reaching out I.think we welcome emails and phone calls.and depending on the nature of the.question.we would acknowledge emails and and deal.with our questions accordingly and so.I'm any questions are welcome a quick.phone call is also is it's just.perfectly fine I think we're.approachable and we like to help.investors and advisors and reporting.issues and I think I think phone call or.email is just fine okay that's great.I guess piggybacking off the same theme.of reviews that people are very.interested in is can you share some.thoughts on what type of reviews the OSC.may be conducting on annual filings for.investment funds so I guess this.question is more geared toward you know.maybe your scope the strategy areas of.focus for annual filings so I guess a.hot topic for four people right now I.mean I think our our reviews are.generally risk-based or CD review.program focuses on any inherent risks.with our reporting issuers we try to be.proactive in our approach and we do.focus on what's current and what's going.on in the market conditions for example.right now we're doing initial oriented.review on illiquid assets and there are.other reviews that are ongoing as well.we focus on areas where we think.reporting issuers can they improve on if.there's areas of changes in the.regulations in our act.we also focus on those areas as well.okay so I guess at this point I'd like.to thank you Stacy and Ritu for a very.informative and insightful presentation.for those participants please remember.that both our webinar slides evaluations.and links to all for OSC IFRS releases.are available and please access them.through the resources section and then.remember in order to qualify for your.CPD credit you must successfully.complete the quiz which is can be.accessed through the quiz link at the.bottom of your screen.so at this point I want to thank.everyone for participating in today's.webinar and have a great day.

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